Amendment to Master Custodian Agreement
EX 99.28(g)(3)(v)
Amendment to Master Custodian Agreement
This Amendment, effective as of April 25, 2016, 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, and each Cayman Islands entity identified on Appendix A attached thereto (each a “Fund” and collectively, the “Funds”), and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).
Whereas, the Custodian and the Funds have entered into the Agreement by which the Custodian provides certain custodial services relating to securities and other assets of each Fund in each Account; and
Whereas, the following new funds, fund name changes, and fund mergers (collectively, “Fund Changes”) have been approved by the Board of Trustees of the JNL Series Trust, the Board of Managers of JNL Variable Fund LLC, and the Board of Trustees of JNL Investors Series Trust:
New JNL Series Trust Funds:
| - | JNL/Crescent High Income Fund; |
| - | JNL/DoubleLine Emerging Markets Fixed Income Fund; |
| - | JNL/PPM America Total Return Fund; |
JNL Series Trust Fund Name Change/Addition to Agreement:
| - | JNL/Ivy Asset Strategy Fund to JNL/FPA + DoubleLine Flexible Allocation Fund (this fund was not previously covered under this Agreement, but due to the approval of additional sub-advisers who will manage certain assets of this fund, we are adding this fund hereto for the portion of assets to be managed by First Pacific Advisors, LLC; and for the portion of assets to be managed by DoubleLine Capital LP); |
JNL Series Trust Fund Merger:
| - | JNL/Invesco Large Cap Growth Fund of JNL Series Trust into JNL/BlackRock Large Cap Select Growth Fund of JNL Series Trust; |
JNL Variable Fund LLC Fund Name Change:
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JNL/Mellon Capital Nasdaq® 25 Fund to JNL/Mellon Capital Nasdaq® 100 Fund; and
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JNL Investors Series Trust Fund Merger:
| - | JNL/PPM America Total Return Fund of JNL Investors Series Trust into JNL/PPM America Total Return Fund of JNL Series Trust. |
Whereas, pursuant to the approval of the Fund Changes, as outlined above, the parties have agreed to amend Appendix A of the Agreement to:
| - | add the JNL/Crescent High Income Fund; the JNL/DoubleLine Emerging Markets Fixed Income Fund; the JNL/PPM America Total Return Fund; the JNL/FPA + DoubleLine Flexible Allocation Fund (for the portion of assets managed by First Pacific Advisors, LLC); and the JNL/FPA + DoubleLine Flexible Allocation Fund (for the portion of assets managed by DoubleLine Capital LP) to the list of funds under the JNL Series Trust section of Appendix A; |
| - | remove the JNL/Invesco Large Cap Growth Fund from the list of funds under the JNL Series Trust section of Appendix A; |
| - | update the fund name for the JNL/Mellon Capital Nasdaq® 25 Fund to JNL/Mellon Capital Nasdaq® 100 Fund in the list of funds under the JNL Variable Fund LLC section of Appendix A; and |
| - | remove the JNL/PPM America Total Return Fund from the list of funds under the JNL Investors Series Trust section of Appendix A. |
Now, Therefore, in consideration of the premises 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 25, 2016, 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 Agreement to be executed by their officers designated below, effective April 25, 2016.
JNL Investors Series Trust
JNL Strategic Income Fund LLC
JNL Variable Fund LLC
Xxxxxxx Variable Series Trust,
each on behalf of its portfolios listed on Appendix A hereto
JNL/AB Dynamic Asset Allocation Fund Ltd.
JNL/Xxxxxxxxx Xxxxxx Risk Balanced Commodity Strategy Fund Ltd.
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By:
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/s/ Xxxxx X. Xxxxxxx
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Name:
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Xxxxx X. Xxxxxxx
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Title:
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Assistant Secretary
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State Street Bank and Trust Company
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By:
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/s/ Xxxxxx Xxxxx
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Name:
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Xxxxxx Xxxxx
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Title:
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Executive Vice President
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Appendix A
to
(Last Updated as of April 25, 2016)
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JNL Series Trust
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JNL Multi-Manager Alternative Fund
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JNL/AB Dynamic Asset Allocation Fund
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JNL/Boston Partners Global Long Short Equity Fund
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JNL/Causeway International Value Select Fund
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JNL/Crescent High Income Fund
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JNL/DFA U.S. Core Equity Fund
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JNL/DoubleLine Emerging Markets Fixed Income Fund
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JNL/DoubleLine Shiller Enhanced CAPE Fund
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JNL/FPA + DoubleLine Flexible Allocation Fund (for the portion of assets managed by DoubleLine Capital LP)
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JNL/FPA + DoubleLine Flexible Allocation Fund (for the portion of assets managed by First Pacific Advisors, LLC)
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JNL/Xxxxxxx Sachs Core Plus Bond Fund
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JNL/Xxxxxxx Xxxxx Emerging Markets Debt Fund
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JNL/Xxxxxxx Sachs Mid Cap Value Fund
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JNL/Xxxxxxx Xxxxx U.S. Equity Flex Fund
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JNL/Xxxxxx Oakmark Global Equity Fund
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JNL/Invesco Global Real Estate Fund
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JNL/Invesco International Growth Fund
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JNL/Invesco Mid Cap Value Fund
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JNL/Invesco Small Cap Growth Fund
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JNL/JPMorgan Midcap Growth Fund
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JNL/JPMorgan U.S. Government & Quality Bond Fund
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JNL/Lazard Emerging Markets Fund
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JNL/Mellon Capital European 30 Fund
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JNL/Mellon Capital Pacific Rim 30 Fund
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JNL/Xxxxxx Xxxxxxx Mid Cap Growth Fund
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JNL/Xxxxxxxxx Xxxxxx Strategic Income Fund
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JNL/Xxxxxxxxxxx Emerging Markets Innovator Fund
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JNL/Xxxxxxxxxxx Global Growth Fund
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JNL/PPM America Floating Rate Income Fund
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JNL/PPM America High Yield Bond Fund
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JNL/PPM America Mid Cap Value Fund
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JNL/PPM America Small Cap Value Fund
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JNL/PPM America Total Return Fund
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JNL/PPM America Value Equity Fund
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JNL/X. Xxxx Price Established Growth Fund
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JNL/X. Xxxx Price Mid-Cap Growth Fund
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JNL/X. Xxxx Price Short-Term Bond Fund
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JNL/X. Xxxx Price Value Fund
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JNL/Westchester Capital Event Driven Fund
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JNL Investors Series Trust
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JNL/PPM America Low Duration Bond Fund
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A-1
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JNL Strategic Income Fund LLC
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JNL/PPM America Strategic Income Fund
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JNL Variable Fund LLC
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JNL/Mellon Capital Global 30 Fund
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JNL/Mellon Xxxxxxx XXX 0 Xxxx
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XXX/Xxxxxx Capital Nasdaq® 100 Fund
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JNL/Mellon Capital S&P® 24 Fund
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JNL/Mellon Capital S&P® XXxx 60 Fund
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Xxxxxxx Variable Series Trust
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JNL/DFA U.S. Micro Cap Fund
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JNL/DoubleLine Total Return Fund
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JNL/Xxxxx Xxxxx Global Macro Absolute Return Advantage Fund
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JNL/Lazard International Strategic Equity Fund
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JNL/Xxxxxxxxx Xxxxxx Currency Fund
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JNL/Xxxxxxxxx Xxxxxx Risk Balanced Commodity Strategy Fund
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JNL/Xxxxxxxx Convertible Arbitrage Fund
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JNL/PPM America Long Short Credit Fund
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JNL/X. Xxxx Price Capital Appreciation Fund
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Cayman Islands Entities:
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JNL/AB Dynamic Asset Allocation Fund Ltd.
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JNL/Xxxxxxxxx Xxxxxx Risk Balanced Commodity Strategy Fund Ltd.
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