AMENDMENT TO THE TRANSFER AGENCY AND SERVICES AGREEMENT
Exhibit (h)(ii)
AMENDMENT TO THE TRANSFER AGENCY AND
THIS AMENDMENT to the Transfer Agency and Services Agreement is entered into as of June 15, 2023 (this “Amendment”) by and between JOHCM FUNDS TRUST, a business trust organized under the laws of the Commonwealth of Massachusetts (the “Trust”), having its principal office and place of business at 00 Xxxxx Xxxxxx, Xxxxxx, XX, 00000, on behalf of each series of the Trust listed on Schedule A to the Agreement (as defined below) (each, a “Fund” and, collectively, the “Funds”), separately and not jointly, and THE NORTHERN TRUST COMPANY (the “Custodian”), an Illinois company with its principal place of business at 00 Xxxxx XxXxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000.
WHEREAS, Northern provides certain services to the Trust pursuant to the Transfer Agency and Services Agreement, dated as of July 16, 2021 (as amended, restated or otherwise modified from time to time prior to the date hereof, the “Agreement”); and
WHEREAS, in addition to the provisions contained in the Agreement, effective as of the date hereof, the Company and Northern wish to make certain amendments to the Agreement.
NOW THEREFORE, in consideration of the mutual agreements herein contained, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
1. DEFINITIONS; INTERPRETATION.
| (a) | Capitalized terms used herein but not otherwise defined shall have the meanings set forth in the Agreement. |
| (b) | The headings to the clauses of this Amendment shall not affect its interpretation. |
2. AMENDMENT. Effective as of the date of this Amendment, Schedule A (Fund List) of the Agreement shall be replaced in its entirety by the amended Schedule A (Fund List), attached hereto.
3. GOVERNING LAW. This Amendment shall be construed and the substantive provisions hereof interpreted under and in accordance with the laws of the State of Illinois.
4. MISCELLANEOUS. This Amendment may be executed in any number of counterparts, each of which will be deemed an original, but all of which taken together shall constitute one single agreement between the parties. Any such counterpart, to the extent delivered by means of a facsimile machine or by .pdf, .tif, ..gif, .jpg or similar attachment to electronic mail or by means of DocuSign® or other electronic signature, shall be treated in all manner and respects as an original executed counterpart. Each DocuSign® or other electronic, faxed, scanned or photocopied manual signature shall for all purposes have the same validity, legal effect and admissibility in evidence as an original manual signature and the parties hereby waive any objection to the contrary. Except as provided herein, this Amendment may not be amended or otherwise modified except in writing signed by all the parties hereto.
5. EFFECT OF AMENDMENT. All other terms and conditions set forth in the Agreement shall remain unchanged and in full force and effect. On and after the date hereof, each reference to the Agreement in the Agreement and all schedules thereto shall mean and be a reference to the Agreement as amended by this Amendment.
[Signature Pages Follow]
1
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by a duly authorized officer on one or more counterparts as of the date and year written above.
| JOHCM FUNDS TRUST |
| By: /s/ Xxxxxxxx Xxxxx |
| Name: Xxxxxxxx Xxxxx Title: President |
| THE NORTHERN TRUST COMPANY |
| By: /s/ Xxxxx Xxxxxxx |
| Name: Xxxxx Xxxxxxx |
| Title: Senior Vice President |
2
SCHEDULE A
FUND LIST
JOHCM Emerging Markets Opportunities Fund
JOHCM Emerging Markets Discovery Fund
JOHCM Global Select Fund
JOHCM Global Income Builder Fund
JOHCM International Opportunities Fund
JOHCM International Select Fund
Regnan Global Equity Impact Solutions
TSW Emerging Markets Fund
TSW High Yield Bond Fund
TSW Large Cap Value Fund
Regnan Sustainable Water and Waste Fund
Trillium ESG Global Equity Fund
Trillium ESG Small/Mid Cap Fund
3
