Amendment to Master Custodian Agreement
Amendment to Master Custodian Agreement
This Amendment, effective as April 26, 2021, to the Master Custodian Agreement dated as of December 30, 2010, (as amended, restated, supplemented or otherwise modified and in effect from time to time, the (“Agreement”) is by and among each management investment company (each a “Fund” and collectively, the “Funds”), and the Cayman Islands entity identified on Appendix A attached thereto, and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).
Whereas, the Custodian, the Funds and the Cayman Islands entity (the “Parties”) have entered into the Agreement by which the Custodian provides certain custodial services relating to securities and other assets of each Fund and Cayman Islands entity.
Whereas, the Fund and Cayman Island entity segregates and separately manages certain of the Fund’s/Cayman Islands entity’s portfolio of assets (each in an account).
Whereas, the Board of Trustees of JNL Series Trust (the “Board”) has approved (i) one new fund of JNL Series Trust (the “New Fund”), (ii) mergers for seven 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 four 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. will change custodians to State Street Bank and Trust Company (together, the “Custodian Changes”), as outlined below, effective April 26, 2021:
New Fund
| 1) | JNL/Xxxxxxx Xxxxxxx U.S. Equity Growth Fund. |
Merged Funds
| 1) | JNL/AQR Large Cap Relaxed Constraint Equity Fund; |
| 2) | JNL/Boston Partners Global Long Short Equity Fund; |
| 3) | JNL/DFA Growth Allocation Fund; |
| 4) | JNL/DFA Moderate Growth Allocation Fund; |
| 5) | JNL/PPM America Small Cap Value Fund; |
| 6) | JNL/RAFI® Fundamental Asia Developed Fund; and |
| 7) | JNL/RAFI® Fundamental Europe Fund. |
Fund Name Changes/Custodian Changes
| 1) | 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. and will be removed from this Agreement as of the Amendment’s effective date; |
| 2) | JNL/JPMorgan Growth & Income Fund change to JNL/JPMorgan U.S. Value Fund; |
| 3) | JNL/Mellon MSCI World Index Fund change to JNL/Mellon World Index Fund; and |
| 4) | 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 and will be added to this Agreement as of the Amendment’s effective date. |
Whereas, pursuant to Board approval of the changes, as outlined above, the Parties have agreed to amend the Agreement, including its Appendix A, to add each New Fund as a Portfolio, to remove each Merged Fund as a Portfolio, to update the names of certain funds, and to remove the JNL/Invesco Global Real Estate Fund as a Portfolio and add the JNL/Xxxxxxx Xxxxxxx International Fund as a Portfolio due to Custodian Changes, effective April 26, 2021.
Now, Therefore, in consideration of the promises and mutual covenants herein contained, the Parties hereto agree as follows:
| 1) | Appendix A to the Agreement is hereby deleted and replaced, in its entirety, with Appendix A dated April 26, 2021, attached hereto. |
| 2) | Except as specifically amended hereby, all other terms and conditions of the Agreement shall remain in full force and effect. |
| 3) | This Amendment may be executed in several counterparts, each of which shall be deemed to be an original, and all such counterparts taken together shall constitute one and the same instrument. Counterparts may be executed in either original or electronically transmitted form (e.g., faxes or emailed portable document format (PDF) form), and the Parties hereby adopt as original any signatures received via electronically transmitted form. |
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In Witness Whereof, the Parties hereto have caused this Amendment to be executed by their officers designated below, effective April 26, 2021.
|
JNL Series Trust, and each on behalf of its Portfolios listed on Appendix A hereto
JNL Multi-Manager Alternative Fund (Boston Partners) Ltd. |
||
| By: | /s/ Xxxxxxx X. Xxxxxx | |
| Name: | Xxxxxxx X. Xxxxxx | |
| Title: | Assistant Secretary | |
|
PPM Funds, on behalf of its Portfolios listed on Appendix A hereto |
||
| By: | /s/ Xxxxx X. Xxxxxxx | |
| Name: | Xxxxx X. Xxxxxxx | |
| Title: | Vice President and Assistant Secretary | |
| State Street Bank and Trust Company | ||
| By: | /s/ Xxxxxxx X. Xxxxxxxx | |
| Name: | Xxxxxxx X. Xxxxxxxx | |
| Title: | Senior Vice President | |
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Appendix A
to
(Updated as of April 26, 2021)
| Fund: JNL Series Trust, for the following Portfolios |
| JNL Multi-Manager Alternative Fund |
| JNL Multi-Manager Emerging Markets Equity Fund |
| JNL Multi-Manager International Small Cap Fund |
| JNL Multi-Manager Mid Cap Fund |
| JNL/Xxxxxxx Xxxxxxx International Growth Fund |
| JNL/Xxxxxxx Xxxxxxx U.S. Equity Growth Fund |
| JNL/Causeway International Value Select Fund |
| JNL/ClearBridge Large Cap Growth Fund |
| JNL/DFA International Core Equity Fund |
| JNL/DFA U.S. Core Equity Fund |
| JNL/DFA U.S. Small Cap Fund |
| JNL/DoubleLine® Core Fixed Income Fund |
| JNL/DoubleLine® Emerging Markets Fixed Income Fund |
| JNL/DoubleLine® Shiller Enhanced CAPE® Fund |
| JNL/DoubleLine® Total Return Fund |
| JNL/Fidelity Institutional Asset Management® Total Bond Fund |
| JNL/GQG Emerging Markets Equity Fund |
| JNL/Xxxxxx Oakmark Global Equity Fund |
| JNL/Invesco Diversified Dividend Fund |
| JNL/Invesco Global Growth Fund |
| JNL/Invesco International Growth Fund |
| JNL/Invesco Small Cap Growth Fund |
| JNL/JPMorgan Global Allocation Fund |
| JNL/JPMorgan Hedged Equity Fund |
| JNL/JPMorgan Midcap Growth Fund |
| JNL/JPMorgan U.S. Government & Quality Bond Fund |
| JNL/JPMorgan U.S. Value Fund |
| JNL/Lazard International Strategic Equity Fund |
| JNL/Xxxxxx Xxxxxx Global Growth Fund |
| JNL/Lord Xxxxxx Short Duration Income Fund |
| JNL/Mellon World Index Fund |
| JNL/Mellon Nasdaq® 100 Index Fund |
| JNL/MFS Mid Cap Value Fund |
| JNL/Xxxxxxxxx Xxxxxx Commodity Strategy Fund |
| JNL/Xxxxxxxxx Xxxxxx Strategic Income Fund |
| JNL/PPM America Floating Rate Income Fund |
| JNL/PPM America High Yield Bond Fund |
| JNL/PPM America Total Return Fund |
| JNL/RAFI® Fundamental U.S. Small Cap Fund |
| JNL/RAFI® Multi-Factor U.S. Equity Fund |
| JNL/X. Xxxx Price Capital Appreciation Fund |
| JNL/X. Xxxx Price Established Growth Fund |
| JNL/X. Xxxx Price Balanced Fund |
| JNL/X. Xxxx Price Mid-Cap Growth Fund |
| JNL/X. Xxxx Price Short-Term Bond Fund |
| JNL/X. Xxxx Price U.S. High Yield Fund |
| JNL/X. Xxxx Price Value Fund |
| JNL/Westchester Capital Event Driven Fund |
| A-1 |
| Fund: JNL Investors Series Trust, for the following Portfolio |
| [Reserved] |
| Fund: PPM Funds, for the following Portfolios |
| PPM Core Fixed Income Fund |
| PPM Core Plus Fixed Income Fund |
| PPM High Yield Core Fund |
| PPM Investment Grade Credit Fund |
| PPM Small Cap Value Fund |
Cayman Islands Entity:
| JNL Multi-Manager Alternative Fund (Boston Partners) Ltd. |
| A-2 |
