FORM OF SIXTH AMENDMENT TO AMENDED, RESTATED AND CONSOLIDATED CUSTODIAN AGREEMENT
Exhibit (g)(7)
FORM OF
SIXTH AMENDMENT TO AMENDED, RESTATED AND CONSOLIDATED
This amendment, dated [ ], 2021 and effective with respect to the MassMutual Advantage Funds and each of its current series, MassMutual Emerging Markets Debt Blended Total Return Fund, MassMutual Global Credit Income Opportunities Fund, MassMutual Global Emerging Markets Equity Fund, and MassMutual Global Floating Rate Fund, only upon State Street Bank and Trust Company taking custody of its assets, is made to the AMENDED, RESTATED AND CONSOLIDATED CUSTODIAN AGREEMENT, dated as of January 1, 2008, as it may be amended, supplemented, restated or otherwise modified from time to time, by and among each open-end management investment company or other fund identified on the signature page hereto (each, a “Fund”), and STATE STREET BANK AND TRUST COMPANY (“State Street” or the “Bank”) (the “Consolidated Agreement”). Capitalized terms not defined herein have the meanings ascribed to them in the Consolidated Agreement.
WHEREAS, the Funds and the Bank wish to amend the Consolidated Agreement;
NOW, THEREFORE, in consideration of the premises and the mutual agreements set forth herein the parties hereto agree as follows:
| 1) | The MassMutual Advantage Funds, a Massachusetts business trust organized as an open-end management investment company under the 1940 Act, on behalf of each of its individual series, as listed on amended Appendix A, is hereby added as a party to the Consolidated Agreement and appoints the Bank to act as its custodian. |
| 2) | Section 18 and Appendix B of the Consolidated Agreement are hereby updated with the following: |
In the case of notices sent to the Fund to:
[Name of Fund]
0000 Xxxxx Xxxxxx
Xxxxxxxxxxx, XX 00000
Attention: President of the Fund
With a Copy to: Secretary of the Fund
In the case of notices sent to the Bank to:
[State Street Bank and Trust Company
____________________
Attention: MassMutual Client Manager]
With a copy to:
State Street Bank and Trust Company
0 Xxxxxxx Xxxxxx
Xxxxxx, XX 00000
Attention: Mutual Funds Legal Department
In the case of notices sent to the Company to:
MASSMUTUAL SELECT CAYMAN GLOBAL ALLOCATION FUND I, LTD.
c/x Xxxxxx Corporate Services Limited
X.X. Xxx 000
Xxxxxx Xxxxx
Xxxxx Xxxxxx
XX0-0000
with a copy to:
MassMutual Select Funds
0000 Xxxxx Xxxxxx
Xxxxxxxxxxx, XX 00000
Attention: Secretary of the Funds
| 3) | Appendix A to the Consolidated Agreement is amended in its entirety and replaced with a new Appendix A annexed hereto. |
| 4) | Miscellaneous. |
(a) Except as amended hereby, the Consolidated Agreement shall remain in full force and effect.
(b) This Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be duly executed and delivered by their duly authorized officers as of the date first written above.
| STATE STREET BANK AND TRUST COMPANY | ||
| By: | ||
| Name: | ||
| Title: | ||
| MASSMUTUAL PREMIER FUNDS | ||
| By: | ||
| Name: | Xxxxx Xxxxxxxxx | |
| Title: | CFO and Treasurer | |
| MASSMUTUAL SELECT FUNDS | ||
| By: | ||
| Name: | Xxxxx Xxxxxxxxx | |
| Title: | CFO and Treasurer | |
| MASSMUTUAL ADVANTAGE FUNDS | ||
| By: | ||
| Name: | Xxxxx Xxxxxxxxx | |
| Title: | CFO and Treasurer | |
| MML SERIES INVESTMENT FUND | ||
| By: | ||
| Name: | Xxxxx Xxxxxxxxx | |
| Title: | CFO and Treasurer | |
| MML SERIES INVESTMENT FUND II | ||
| By: | ||
| Name: | Xxxxx Xxxxxxxxx | |
| Title: | CFO and Treasurer | |
| MASSMUTUAL SELECT CAYMAN GLOBAL | ||
| ALLOCATION FUND, LTD. | ||
| By: | ||
| Name: | Xxxxxx Xxxxxx | |
| Title: | Director | |
State of Connecticut
County of Hartford ss. Enfield
On this the day of , 2021, before me, Xxxxxxxx X. Xxxxxx, the undersigned officer, personally appeared Xxxxxx Xxxxxx, Director, known to me (or satisfactorily proven) to be the person whose name is subscribed to the within instrument and acknowledged that he executed the same for the purposes therein contained.
In witness whereof I hereunto set my hand.
______________________________________
Signature of Notary Public
Date Commission Expires: 10/31/24
Xxxxxxxx X. Xxxxxx
Printed Name of Notary
Appendix A
As of [ ], 2021, this Appendix A forms a part of the Amended, Restated and Consolidated Custodian Agreement dated as of January 1, 2008, as amended (the “Consolidated Agreement”) between State Street Bank and Trust Company, the MassMutual Select Cayman Global Allocation Fund I, Ltd., and each of the MassMutual Select Funds, MassMutual Premier Funds, MassMutual Advantage Funds, MML Series Investment Fund, and MML Series Investment Fund II. As of [ ], 2021, this Appendix A supersedes any previous versions of said Appendix.
MassMutual Select Funds
| Portfolios | Classes |
| MassMutual Blue Chip Growth Fund | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual Diversified Value Fund | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual Equity Opportunities Fund | I, R5, Service, Administrative, X, X0, X0 |
| XxxxXxxxxx Xxxxxxxxxxx Xxxxxx Xxxx | X, X0, Service, Administrative, A, R4, R3 |
| MassMutual Fundamental Value Fund | I, R5, Service, Administrative, X, X0, X0 |
| XxxxXxxxxx Xxxxxx Xxxxxxxxxxxxx Xxxx | X, X0, Service, Administrative, A, R4, R3 |
| MassMutual Mid Cap Growth Fund | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual Mid Cap Value Fund | I, R5, Service, Administrative, X, X0, X0 |
| XxxxXxxxxx Xxxxxxxx Xxxx | X, X0, Service, Administrative, A, R4, R3 |
| MassMutual Small Cap Growth Equity Fund | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual Small Cap Value Equity Fund | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual Small Company Value Fund | I, R5, Service, Administrative, X, X0, X0 |
| XxxxXxxxxx Xxxxxxxxx Xxxx Xxxx | X, X0, Service, Administrative, A, R4, R3 |
| MassMutual Total Return Bond Fund | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual Select BlackRock Global Allocation Fund | I, R5, Service, Administrative, A, R4, R3 |
| MM MSCI EAFE® International Index Fund | I, R5, Service, Administrative, A, R4, R3 |
| XX Xxxxxxx 2000® Small Cap Index Fund | I, R5, Service, Administrative, A, R4, R3 |
| MM S&P 500® Index Fund | I, R5, Service, Administrative, A, R4, R3 |
| MM S&P® Mid Cap Index Fund | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual 20/80 Allocation Fund* | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual 40/60 Allocation Fund* | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual 60/40 Allocation Fund* | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual 80/20 Allocation Fund* | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual RetireSMARTSM by XX Xxxxxx 2020 Fund* | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual RetireSMARTSM by XX Xxxxxx 2025 Fund* | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual RetireSMARTSM by XX Xxxxxx 2030 Fund* | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual RetireSMARTSM by XX Xxxxxx 2035 Fund* | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual RetireSMARTSM by XX Xxxxxx 2040 Fund* | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual RetireSMARTSM by XX Xxxxxx 2045 Fund* | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual RetireSMARTSM by XX Xxxxxx 2050 Fund* | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual RetireSMARTSM by XX Xxxxxx 2055 Fund* | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual RetireSMARTSM by XX Xxxxxx 2060 Fund* | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual RetireSMARTSM by XX Xxxxxx In Retirement Fund* | I, R5, Service, Administrative, A, R4, R3 |
| MM Equity Asset Fund | I |
| MassMutual Select X. Xxxx Price Retirement 2005 Fund* | I, M5, M4, M3 |
| MassMutual Select X. Xxxx Price Retirement 2010 Fund* | I, M5, M4, M3 |
| MassMutual Select X. Xxxx Price Retirement 2015 Fund* | I, M5, M4, M3 |
| MassMutual Select X. Xxxx Price Retirement 2020 Fund* | I, M5, M4, M3 |
| MassMutual Select X. Xxxx Price Retirement 2025 Fund* | I, M5, M4, M3 |
| MassMutual Select X. Xxxx Price Retirement 2030 Fund* | I, M5, M4, M3 |
| MassMutual Select X. Xxxx Price Retirement 2035 Fund* | I, M5, M4, M3 |
| MassMutual Select X. Xxxx Price Retirement 2040 Fund* | I, M5, M4, M3 |
| MassMutual Select X. Xxxx Price Retirement 2045 Fund* | I, M5, M4, M3 |
| MassMutual Select X. Xxxx Price Retirement 2050 Fund* | I, M5, M4, M3 |
| MassMutual Select X. Xxxx Price Retirement 2055 Fund* | I, M5, M4, M3 |
| MassMutual Select X. Xxxx Price Retirement 2060 Fund* | I, M5, M4, M3 |
| MassMutual Select X. Xxxx Price Retirement Balanced Fund* | I, M5, M4, M3 |
| MassMutual Select X. Xxxx Price Bond Asset Fund | I |
| MassMutual Select X. Xxxx Price Emerging Markets Bond Fund | I |
| MassMutual Select X. Xxxx Price International Equity Fund | I |
| MassMutual Select X. Xxxx Price Large Cap Blend Fund | I |
| MassMutual Select X. Xxxx Price Limited Duration Inflation Focused Bond Fund | I |
| MassMutual Select X. Xxxx Price Real Assets Fund | I |
| MassMutual Select X. Xxxx Price Small and Mid Cap Blend Fund | I |
| MassMutual Select X. Xxxx Price U. S. Treasury Long-Term Index Fund | I |
*Each a “fund of funds” for purposes of the Fee Schedule.
| Portfolios | Classes |
| MassMutual Balanced Fund | I, R5, Service, Administrative, X, X0, X0 |
| XxxxXxxxxx Xxxx Xxxx Xxxx | X, X0, Service, Administrative, X, X0, X0 |
| XxxxXxxxxx Xxxxxxxxxxx Xxxxxx Xxxx | X, X0, Service, Administrative, A, R4, R3 |
| MassMutual Disciplined Value Fund | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual Diversified Bond Fund | I, R5, Service, Administrative, X, X0, X0 |
| XxxxXxxxxx Xxxxxx Xxxx | X, X0, Service, Administrative, X, X0, X0 |
| XxxxXxxxxx Xxxx Xxxxx Xxxx | X, X0, Service, Administrative, A, R4, R3, Y, C |
| MassMutual Inflation-Protected and Income Fund | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual International Equity Fund | I, R5, Service, Administrative, X, X0, X0 |
| XxxxXxxxxx Xxxx Xxxxxx Xxxx | X, X0, Service, Administrative, X, X0, X0 |
| XxxxXxxxxx Xxxxx-Xxxxxxxx Xxxx Xxxx | X, X0, Service, Administrative, A, R4, R3, Y, L, C |
| MassMutual Small Cap Opportunities Fund | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual Strategic Emerging Markets Fund | I, R5, Service, Administrative, A, R4, R3 |
| MassMutual U.S. Government Money Market Fund | R5 |
MassMutual Advantage Funds
| Portfolios | Classes |
| MassMutual Emerging Markets Debt Blended Total Return Fund | I, Y, L, C |
| MassMutual Global Credit Income Opportunities Fund | I, Y, L, C |
| MassMutual Global Emerging Markets Equity Fund | I, Y, L, C |
| MassMutual Global Floating Rate Fund | I, Y, L, C |
MML Series Investment Fund
| Portfolios | Classes |
| MML Aggressive Allocation Fund* | Initial, Service |
| MML American Funds Core Allocation Fund* | Service I |
| MML American Funds Growth Fund† | Service I |
| MML American Funds International Fund† | Service I |
| MML Balanced Allocation Fund* | Initial, Service |
| MML Blue Chip Growth Fund | Initial, Service |
| MML Conservative Allocation Fund* | Initial, Service |
| MML Equity Income Fund | Initial, Service |
| MML Equity Index Fund | I, II, III, Service I |
| MML Focused Equity Fund | II, Service I |
| MML Foreign Fund | Initial, Service |
| MML Fundamental Equity Fund | II, Service I |
| MML Fundamental Value Fund | II, Service I |
| MML Global Fund | I, II, Service I |
| MML Growth Allocation Fund* | Initial, Service |
| MML Growth & Income Fund | Initial, Service |
| MML Income & Growth Fund | Initial, Service |
| MML International Equity Fund | II, Service I |
| MML Large Cap Growth Fund | Initial, Service |
| MML Managed Volatility Fund | Initial, Service |
| MML Mid Cap Growth Fund | Initial, Service |
| MML Mid Cap Value Fund | Initial, Service |
| MML Moderate Allocation Fund* | Initial, Service |
| MML Small Cap Growth Equity Fund | Initial, Service |
| MML Small Company Value Fund | II, Service I |
| MML Small/Mid Cap Value Fund | Initial, Service |
| MML Total Return Bond Fund | II, Service I |
*Each a “fund of funds” for purposes of the Fee Schedule.
†Each a “feeder fund” for purposes of the Fee Schedule.
MML Series Investment Fund II
| Portfolios | Classes |
| MML Blend Fund | Initial, Service |
| MML Dynamic Bond Fund | II, Service I |
| MML Equity Fund | Initial, Service |
| MML Equity Momentum Fund | II, Service I |
| MML Equity Rotation Fund | II, Service I |
| MML High Yield Fund | II, Service I |
| MML Inflation-Protected and Income Fund | Initial, Service |
| MML iShares® 60/40 Allocation Fund | II, Service I |
| MML iShares® 80/20 Allocation Fund | II, Service I |
| MML Managed Bond Fund | Initial, Service |
| MML Short-Duration Bond Fund | II, Service I |
| MML Small Cap Equity Fund | Initial, Service |
| MML Special Situations Fund | II, Service I |
| MML Strategic Emerging Markets Fund | II, Service I |
| MML U.S. Government Money Market Fund | Initial, Service |
MassMutual Select Cayman Global Allocation Fund I, Ltd.
