FIFTH AMENDMENT TO THE GLOBAL SECURITIES LENDING AGENCY AGREEMENT
FIFTH AMENDMENT TO THE
GLOBAL SECURITIES LENDING AGENCY AGREEMENT
This Amendment, dated June 4TH, 2021, hereby amends the Amended and Restated Global Securities Lending Agency Agreement (the “Agency Agreement”) dated as of October 1, 2019, as amended from time to time, between (i) CITIBANK, N.A., a national banking organization (the “Agent”) and (ii) each of the registered investment companies identified on the signature page hereto (each a “Registrant” and collectively, the “Registrants”) on behalf of each of its respective series identified on Appendix A to the Agency Agreement (each a “Lender” and collectively, the “Lenders”). Capitalized terms used herein without definition shall have the meaning assigned thereto in the Agency Agreement.
WHEREAS, the Parties wish to amend the Agency Agreement;
NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the Parties hereby agree as follows:
| 1. | Section 2 of the Agency Agreement is hereby amended to add the following to the Agent’s Services: |
n. As used herein, “P2H Reservation” means an arrangement between the Agent and an Approved Borrower pursuant to which the Agent, on behalf of the Lender, will cause securities maintained in Designated Accounts to be held in reserve for possible future borrowing by the Approved Borrower.
A P2H Reservation shall be treated as a Loan for all purposes under the Securities Lending Agreement except that:
| (a) | The Lender shall have no obligation to deliver, and the Agent shall not deliver, the securities subject to the P2H Reservation to the Approved Borrower, whether by causing such securities to be credited to the Approved Borrower’s securities account or otherwise, and all incidents of ownership of such securities (including all dividends and distributions thereon) shall be and remain the property of the Lender. |
| (b) | The Approved Borrower shall have no obligation to provide Collateral with respect to a P2H Reservation. |
| (c) | The fee payable by the Approved Borrower to the Lender with respect to the P2H Reservation shall be negotiated by the Agent with the Approved Borrower. The Agent agrees that it will seek in good faith to establish such fee at a rate that is consistent with then-current industry norms for lending fees established for securities loan transactions. |
| (d) | The fee payable by the Lender to the Agent with respect to the P2H Reservation shall equal the Agency Fee Percentage set forth on Schedule V multiplied by the fee paid by the Approved Borrower with respect to such P2H Reservation. |
A P2H Reservation, unless earlier terminated by the Lender, may be converted to a Loan if requested by the Approved Borrower and agreed by the Agent. A PTH Reservation may be terminated by a Lender at any time without payment of penalty. The provisions of the Agency Agreement and the applicable Lending Agreement (including all fees due to the Lender thereunder) shall apply to a Loan resulting from conversion of a P2H Reservation on the same basis as such provisions apply to a Loan that has not been subject to a P2H Reservation.
| 2. | The Amended and Restated Appendix A to the Agency Agreement is hereby deleted in its entirety and replaced with the Amended and Restated Appendix A attached hereto. |
| 3. | The Amended and Restated Exhibit A to the Agency Agreement is hereby deleted in its entirety and replaced with the Amended and Restated Exhibit A attached hereto. |
| 4. | All other provisions of the Agency Agreement remain in full force and effect. |
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed as of the date set forth above.
| CITIBANK, N.A., Agent | The Hartford Mutual Funds, Inc., on behalf of its respective Lenders set forth on Amended and Restated Appendix A | |
| The Hartford Mutual Funds II, Inc., on behalf of its respective Lenders set forth on Amended and Restated Appendix A | ||
| Hartford Series Fund, Inc., on behalf of its respective Lenders set forth on Amended and Restated Appendix A | ||
| Hartford HLS Series Fund II, Inc., on behalf of its respective Lenders set forth on Amended and Restated Appendix A | ||
| Lattice Strategies Trust, on behalf of its respective Lenders set forth on Amended and Restated Appendix A | ||
| Hartford Funds Exchange-Traded Trust, on behalf of its respective Lenders set forth on Amended and Restated Appendix A | ||
| By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: MD NAM Head of ASL |
By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Treasurer | |
Amended and Restated
Appendix A
Lenders
| The Hartford Mutual Funds, Inc. |
|
1. The Hartford Balanced Income Fund |
|
2. Hartford AARP Balanced Retirement Fund |
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3. The Hartford Capital Appreciation Fund |
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4. Hartford Core Equity Fund |
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5. The Hartford Dividend and Growth Fund |
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6. Hartford Emerging Markets Equity Fund |
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7. The Hartford Emerging Markets Local Debt Fund |
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8. Hartford Climate Opportunities Fund |
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9. The Hartford Equity Income Fund |
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10. Hartford Global Impact Fund |
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11. The Hartford Global Real Asset Fund |
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12. The Hartford Healthcare Fund |
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13. The Hartford Inflation Plus Fund |
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14. Hartford International Equity Fund |
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15. The Hartford International Growth Fund |
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16. The Hartford International Opportunities Fund |
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17. The Hartford International Value Fund |
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18. The Hartford MidCap Fund |
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19. The Hartford MidCap Value Fund |
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20. Hartford Multi-Asset Income Fund (formerly, Hartford Multi-Asset Income and Growth Fund) |
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21. Hartford Sustainable Municipal Bond Fund (formerly, Hartford Municipal Income Fund) |
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22. The Hartford Municipal Opportunities Fund |
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23. Hartford Municipal Short Duration Fund |
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24. The Hartford Short Duration Fund |
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25. Hartford Small Cap Value Fund |
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26. The Hartford Small Company Fund |
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27. The Hartford Strategic Income Fund |
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28. The Hartford Total Return Bond Fund |
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29. The Hartford World Bond Fund |
| The Hartford Mutual Funds II, Inc. |
|
1. The Hartford Growth Opportunities Fund |
|
2. The Hartford Small Cap Growth Fund |
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3. Hartford Quality Value Fund |
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4. Hartford Schroders Emerging Markets Equity Fund |
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5. Hartford Schroders Emerging Markets Multi-Sector Bond Fund |
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6. Hartford Schroders International Multi-Cap Value Fund |
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7. Hartford Schroders International Stock Fund |
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8. Hartford Schroders Tax-Aware Bond Fund |
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9. Hartford Schroders US Small Cap Opportunities Fund |
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10. Hartford Schroders US MidCap Opportunities Fund |
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11. Hartford Multifactor International Fund |
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12. Hartford Multifactor Large Cap Value Fund |
| Hartford Series Fund, Inc. |
|
1. Hartford Balanced HLS Fund |
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2. Hartford Capital Appreciation HLS Fund |
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3. Hartford Disciplined Equity HLS Fund |
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4. Hartford Dividend and Growth HLS Fund |
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5. Hartford Healthcare HLS Fund |
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6. Hartford International Opportunities HLS Fund |
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7. Hartford MidCap HLS Fund |
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8. Hartford Small Company HLS Fund |
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9. Hartford Stock HLS Fund |
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10. Hartford Total Return Bond HLS Fund |
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11. Hartford Ultrashort Bond HLS Fund |
|
|
| Hartford HLS Series Fund II, Inc. |
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1. Hartford Small Cap Growth HLS Fund |
|
|
| Lattice Strategies Trust |
|
1. Hartford Multifactor Developed Markets (ex-US) ETF |
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2. Hartford Multifactor Emerging Markets ETF |
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3. Hartford Multifactor Small Cap ETF |
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4. Hartford Multifactor Diversified International ETF |
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5. Hartford Multifactor US Equity ETF |
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6. Hartford Longevity Economy ETF |
|
|
| Hartford Funds Exchange-Traded Trust |
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1. Hartford Municipal Opportunities ETF |
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2. Hartford Schroders Tax-Aware Bond ETF |
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3. Hartford Short Duration ETF |
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4. Hartford Total Return Bond ETF |
|
5. Hartford Core Bond ETF |
Amended and Restated Exhibit A
to the Global Securities Lending Agency Agreement,
Between CITIBANK, N.A., As the Agent
and each Registrant, on behalf of its respective Lenders
LIST OF DESIGNATED ACCOUNTS
[REDACTED]
