EX-99.h(3)
AMENDMENT
TO
ADMINISTRATION AGREEMENT
BETWEEN
JNL VARIABLE FUND V LLC
AND
XXXXXXX NATIONAL ASSET MANAGEMENT, LLC
This AMENDMENT is made by and between XXXXXXX NATIONAL ASSET MANAGEMENT,
LLC, a Michigan limited liability company ("Administrator"), and JNL VARIABLE
FUND V LLC, a Delaware limited liability company ("Fund").
WHEREAS, the Administrator and the Fund entered into an Administration
Agreement dated as of January 31, 2001 ("Agreement"), whereby the Administrator
agreed to provide certain administrative services to the investment portfolios
of the JNL Variable Fund V LLC (each a "Series"); and
WHEREAS, pursuant to the Agreement, each Series agreed to pay the
Administrator for the services provided and the expenses assumed by each Series
as set forth in Schedule B to the Agreement, and the Administrator agreed to
accept such fee as full compensation under the Agreement for such services and
expenses which included charges for services and expenses of each Series' legal
counsel; and
WHEREAS, the Managers of the Fund have agreed by written consent to exclude
from the Administration Agreement the charges for services and expenses of
independent counsel to the disinterested Managers (as defined in the Investment
Company Act of 1940, as amended), effective as of January 1, 2002.
NOW THEREFORE, in consideration of the mutual covenants herein contained,
the parties hereby agree to amend the Agreement, effective as of January 1,
2002, as follows:
1. Sub-section 2.1.7 of the Administration Agreement is hereby deleted in its
entirety and replaced by a new Sub-section 2.1.7 which shall read:
"2.1.7 "Legal and Accounting Fees. All charges for services and
expenses of a Series' legal counsel and independent auditors
excluding, however, the charges for services and expenses of
independent legal counsel to the disinterested Managers (as defined in
the Investment Company Act of 1940, as amended);"
2. Section 2.2 of the Administration Agreement is hereby amended by replacing
the period at the end of Sub-section 2.2.6 with a semi-colon, and by adding
to the end of Section 2.2 a new Sub-section 2.2.7 which shall read:
"2.2.7 Independent Legal Counsel to Disinterested Managers. All
charges for services and expenses of independent legal counsel to the
disinterested Managers (as defined in the Investment Company Act of
1940, as amended)."
IN WITNESS WHEREOF, the Administrator and the Fund have caused this
Amendment to be executed as of this 20th day of March, 2002.
XXXXXXX NATIONAL ASSET JNL VARIABLE FUND V LLC
MANAGEMENT, LLC
By: /s/ Xxxx X. Xxxxx By: /s/ Xxxxxx X. Xxxxxxx
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Name: Xxxx X. Xxxxx Name: Xxxxxx X. Xxxxxxx
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Title: Chief Financial Officer Title: President
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