Amendment to Master Global Custody Agreement Between
Ex. 99.28(g)(1)(xxxi)
Amendment to
Master Global Custody Agreement Between
the Customer and JPMorgan Chase Bank, N.A.
This Amendment to the Master Global Custody Agreement between the Customer and JPMorgan Chase Bank, N.A. dated August 12, 2009, as amended (the “Agreement”), is by and among JNL Series Trust and JNL Investors Series Trust (each individually a “Trust” and together, the “Trusts”) and JPMorgan Chase Bank, N.A. (the “Custodian”).
Whereas, the Custodian and the Trusts (the “Parties”) have entered into the Agreement by which the Custodian provides certain custodial services relating to securities and other assets of each Trust.
Whereas, the Board of Trustees of JNL Series Trust (the “Board”) has approved (i) seven new funds of JNL Series Trust (each, a “New Fund” and collectively, the “New Funds”), (ii) mergers for 12 funds of JNL Series Trust into other funds of JNL Series Trust (each, a “Merged Fund” and collectively, the “Merged Funds”), and (iii) fund name changes for six funds of JNL Series Trust (the “Fund Name Changes”) wherein one fund that is currently custodied at State Street Bank and Trust Company will change custodians to JPMorgan Chase Bank, N.A. and one fund that is currently custodied at JPMorgan Chase Bank, N.A. and will change custodians to State Street Bank and Trust Company (together, the “Custodian Changes”), as outlined below, effective April 26, 2021:
New Funds
| 1) | JNL Bond Index Fund; |
| 2) | JNL Emerging Markets Index Fund; |
| 3) | JNL International Index Fund; |
| 4) | JNL Mid Cap Index Fund; |
| 5) | JNL Small Cap Index Fund; |
| 6) | JNL/American Funds® Bond Fund of America Fund; and |
| 7) | JNL/Morningstar PitchBook Listed Private Equity Index Fund. |
Merged Funds
| 1) | JNL/AQR Managed Futures Strategy Fund; |
| 2) | JNL/Franklin Xxxxxxxxx International Small Cap Fund; |
| 3) | JNL/Xxxxxxx Sachs Competitive Advantage Fund; |
| 4) | JNL/Xxxxxxx Xxxxx Dividend Income & Growth Fund; |
| 5) | JNL/Xxxxxxx Sachs International 5 Fund; |
| 6) | JNL/Xxxxxxx Xxxxx Intrinsic Value Fund; |
| 7) | JNL/Xxxxxxx Sachs Total Yield Fund; |
| 8) | JNL/Mellon Index 5 Fund; |
| 9) | JNL/Vanguard Capital Growth Fund; |
| 10) | JNL/Vanguard Global Bond Market Index Fund; |
| 11) | JNL/Vanguard International Stock Market Index Fund; and |
| 12) | JNL/Vanguard Small Company Growth Fund. |
Fund Name Changes/Custodian Changes
| 1) | JNL/American Funds® Blue Chip Income and Growth Fund change to JNL/American Funds® Washington Mutual Investors Fund; |
| 2) | JNL/First State Global Infrastructure Fund change to JNL/First Sentier Global Infrastructure Fund; |
| 3) | JNL/Invesco Global Real Estate Fund, which is currently custodied at State Street Bank and Trust Company, change to JNL/WMC Global Real Estate Fund (in connection with an investment sub- adviser replacement, as approved by the Board), wherein the fund will change custodians to JPMorgan Chase Bank, N.A. [this fund will be added to this Agreement]; |
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| 4) | JNL/Vanguard Equity Income Fund change to JNL/WMC Equity Income Fund (in connection with the conversion from a feeder fund to a sub-advised fund, as approved by the Board); | |
| 5) | JNL/Vanguard International Fund, which is currently custodied at JPMorgan Chase Bank, N.A., change to JNL/Xxxxxxx Xxxxxxx International Growth Fund (in connection with the conversion from a feeder fund to a sub-advised fund, as approved by the Board), wherein the fund will change custodians to State Street Bank and Trust Company [this fund will be removed from this Agreement]; and | |
| 6) | JNL/Vanguard U.S. Stock Market Index Fund change to JNL/Mellon U.S. Stock Market Index Fund (in connection with the conversion from a Fund of Funds to a sub-advised index fund, as approved by the Board). |
Whereas, pursuant to Board approval of the changes, as outlined above, the Parties have agreed to amend the Agreement, including its Schedule A, to add each New Fund, to remove the Merged Funds, to update the names of certain funds, and to add the JNL/WMC Global Real Estate Fund and remove the JNL/Vanguard International Fund due to Custodian Changes, effective April 26, 2021.
Now Therefore, in consideration of the mutual covenants herein contained, the Parties hereby agree to amend the Agreement as follows:
| 1) | Schedule A of the Agreement is hereby deleted and replaced, in its entirety, with Schedule A dated April 26, 2021, attached hereto. |
| 2) | Except as specifically amended hereby, the Agreement shall remain in full force and effect in accordance with its terms. |
| 3) | Each Trust and the Custodian hereby each represent and warrant to the other that it has full authority to enter into this Amendment, upon the terms and conditions hereof, and that the individual executing this Amendment on its behalf has the requisite authority to bind the Trusts or the Custodian to this Amendment. |
| 4) | This Amendment may be executed in one or more counterparts, which together shall constitute one document. |
In Witness Whereof, the Parties hereto have caused this Amendment to be executed, effective April 26, 2021.
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JNL Series Trust |
JPMorgan Chase Bank, National Association |
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| By: | /s/ Xxxxxxx X. Xxxxxx | By: | /s/ Xxxx Xxxxxxx | ||
| Name: | Xxxxxxx X. Xxxxxx | Name: | Xxxx Xxxxxxx | ||
| Title: | Assistant Secretary | Title: | Vice President | ||
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Schedule A
List of funds as of April 26, 2021
| JNL Investors Series Trust Funds |
| JNL Government Money Market Fund |
| JNL Securities Lending Collateral Fund |
| JNL Series Trust Funds |
| JNL Bond Index Fund |
| JNL Emerging Markets Index Fund |
| JNL International Index Fund |
| JNL Mid Cap Index Fund |
| JNL Small Cap Index Fund |
| JNL/American Funds® Balanced Fund |
| JNL/American Funds® Bond Fund of America Fund |
| JNL/American Funds® Capital Income Builder Fund |
| JNL/American Funds® Capital World Bond Fund |
| JNL/American Funds® Global Growth Fund |
| JNL/American Funds® Global Small Capitalization Fund |
| JNL/American Funds® Growth Fund |
| JNL/American Funds® Growth-Income Fund |
| JNL/American Funds® International Fund |
| JNL/American Funds® New World Fund |
| JNL/American Funds® Washington Mutual Investors Fund |
| JNL Aggressive Growth Allocation Fund |
| JNL Conservative Allocation Fund |
| JNL Growth Allocation Fund |
| JNL iShares Tactical Moderate Fund |
| JNL iShares Tactical Moderate Growth Fund |
| JNL iShares Tactical Growth Fund |
| JNL Moderate Allocation Fund |
| JNL Moderate Growth Allocation Fund |
| JNL Multi-Manager Small Cap Growth Fund |
| JNL Multi-Manager Small Cap Value Fund |
| JNL/American Funds® Growth Allocation Fund |
| JNL/American Funds® Moderate Growth Allocation Fund |
| JNL/AQR Large Cap Defensive Style Fund |
| JNL/BlackRock Advantage International Fund |
| JNL/BlackRock Global Allocation Fund |
| JNL/BlackRock Global Natural Resources Fund |
| JNL/BlackRock Large Cap Select Growth Fund |
| JNL/First Sentier Global Infrastructure Fund |
| JNL/Franklin Xxxxxxxxx Global Multisector Bond Fund |
| JNL/Franklin Xxxxxxxxx Growth Allocation Fund |
| JNL/Franklin Xxxxxxxxx Income Fund |
| JNL/Xxxxxxx Sachs 4 Fund |
| JNL/Xxxxxxx Xxxxx Managed Aggressive Growth Fund |
| JNL/Xxxxxxx Sachs Managed Conservative Fund |
| JNL/Xxxxxxx Xxxxx Managed Growth Fund |
| JNL/Xxxxxxx Sachs Managed Moderate Fund |
| JNL/Xxxxxxx Xxxxx Managed Moderate Growth Fund |
| JNL/Xxxxxxx U.S. Focused Real Estate Fund |
| JNL/Mellon Bond Index Fund |
| JNL/Mellon Communication Services Sector Fund |
| JNL/Mellon Consumer Discretionary Sector Fund |
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A-1 |
| JNL Series Trust Funds |
| JNL/Mellon Consumer Staples Sector Fund |
| JNL/Mellon DowSM Index Fund |
| JNL/Mellon Emerging Markets Index Fund |
| JNL/Mellon Energy Sector Fund |
| JNL/Mellon Equity Income Fund |
| JNL/Mellon Financial Sector Fund |
| JNL/Mellon Healthcare Sector Fund |
| JNL/Mellon Industrials Sector Fund |
| JNL/Mellon Information Technology Sector Fund |
| JNL/Mellon International Index Fund |
| JNL/Mellon Materials Sector Fund |
| JNL/Mellon MSCI KLD 400 Social Index Fund |
| JNL/Mellon Real Estate Sector Fund |
| JNL/Mellon S&P 400 MidCap Index Fund |
| JNL/Mellon S&P 500 Index Fund |
| JNL/Mellon Small Cap Index Fund |
| JNL/Mellon U.S. Stock Market Index Fund |
| JNL/Mellon Utilities Sector Fund |
| JNL/Morningstar PitchBook Listed Private Equity Index Fund |
| JNL/Morningstar Wide Moat Index Fund |
| JNL S&P 500 Index Fund |
| JNL/PIMCO Income Fund |
| JNL/PIMCO Investment Grade Credit Bond Fund |
| JNL/PIMCO Real Return Fund |
| JNL/WCM Focused International Equity Fund |
| JNL/WMC Balanced Fund |
| JNL/WMC Equity Income Fund |
| JNL/WMC Global Real Estate Fund |
| JNL/WMC Government Money Market Fund |
| JNL/WMC Value Fund |
| JNL/Vanguard Growth ETF Allocation Fund |
| JNL/Vanguard Moderate ETF Allocation Fund |
| JNL/Vanguard Moderate Growth ETF Allocation Fund |
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A-2 |
