AMENDMENT
AMENDMENT
This Amendment (“Amendment”) to the May 8, 2014 Agency Services Agreement between JPMorgan Chase Bank, N.A. (“X.X. Xxxxxx”) and X.X. Xxxxxx Exchange-Traded Fund Trust, severally and on behalf of each of the portfolios listed on Exhibit A, as amended (the “Principal Agreement”), is entered into as of May 7, 2018 (the “Effective Date”).
WHEREAS the parties hereto (the “Parties”) entered into the Principal Agreement pursuant to which X.X. Xxxxxx was appointed to provide certain agency services; and the Parties now wish to amend the Principal Agreement, as of the Effective Date.
NOW, THEREFORE, in consideration of the mutual agreements herein contained, the Parties hereby agree as follows:
| 1. | Definitions. Terms defined in the Principal Agreement shall, save to the extent that the context otherwise requires, bear the same respective meanings in this Amendment. |
| 2. | Amendments. The Principal Agreement shall be amended as follows: |
| (A) | Exhibit A of the Principal Agreement is hereby replaced in its entirety by Exhibit A to this Amendment (as attached). |
| (B) | As modified and amended hereby, the Parties hereby ratify, approve and confirm the Principal Agreement in all respects, and save as varied by this Amendment, the Principal Agreement shall remain in full force and effect. |
| 3. | Representations. Each Party represents to the other Parties that all representations contained in the Principal Agreement are true and accurate as of the date of this Amendment, and that such representations are deemed to be given or repeated by each Party, as the case may be, on the date of this Amendment. |
| 4. | Entire Agreement. This Amendment and the Principal Agreement and any documents referred to in each of them, constitute the whole agreement between the Parties relating to their subject matter and supersede and extinguish any other drafts, agreements, undertakings, representations, warranties and arrangements of any nature, whether in writing or oral, relating to such subject matter. If any of the provisions of this Amendment are inconsistent with or in conflict with any of the provisions of the Principal Agreement then, to the extent of any such inconsistency or conflict, the provisions of this Amendment shall prevail as between the Parties. |
| 5. | Counterparts. This Amendment may be executed in any number of counterparts which together shall constitute one agreement. Each Party may enter into this Amendment by executing a counterpart and this Amendment shall not take effect until it has been executed by each Party. |
| 6. | Successors and Assigns. This Amendment shall be binding upon and inure to the benefit of the parties hereto and their respective legal representatives, successors and assigns. |
| 7. | Law and Jurisdiction. This Amendment shall be governed by, and construed in accordance with, the law of the State of New York. |
[Signature Page Follows]
IN WITNESS WHEREOF, the Parties have executed this Amendment as of the Effective Date set out above.
X.X. Xxxxxx Exchange-Traded Fund Trust
| By: | /s/ Xxxxx X. Xxxxxxxx | |
| Name: | Xxxxx X. Xxxxxxxx | |
| Title: | Vice President | |
JPMorgan Chase Bank, N.A.
| By: | /s/ Xxxxxxxx Xxxxxxxx | |
| Name: | Xxxxxxxx Xxxxxxxx | |
| Title: | Vice President | |
EXHIBIT A
List of ETF Series
(Amended as of May 7, 2018)
| Name |
| JPMorgan Diversified Return Global Equity ETF |
| JPMorgan Diversified Return International Equity ETF |
| JPMorgan Diversified Return Emerging Markets Equity ETF |
| JPMorgan Diversified Return U.S. Equity ETF |
| JPMorgan Diversified Return International Currency Hedged ETF |
| JPMorgan Diversified Alternatives ETF |
| JPMorgan Diversified Return Europe Equity ETF |
| JPMorgan Diversified Return Europe Currency Hedged ETF |
| JPMorgan Diversified Return U.S. Mid Cap Equity ETF |
| JPMorgan Event Driven ETF |
| JPMorgan Disciplined High Yield ETF |
| JPMorgan Diversified Return U.S. Small Cap Equity ETF |
| JPMorgan Global Bond Opportunities ETF |
| JPMorgan Ultra-Short Income ETF |
| JPMorgan U.S. Dividend ETF |
| JPMorgan U.S. Minimum Volatility ETF |
| JPMorgan U.S. Momentum Factor ETF |
| JPMorgan U.S. Quality Factor ETF |
| JPMorgan U.S. Value Factor ETF |
| JPMorgan Long/Short ETF |
| JPMorgan Managed Futures Strategy ETF |
| JPMorgan USD Emerging Markets Sovereign Bond ETF |
| JPMorgan BetaBuilders Developed Asia ex-Japan ETF |
| JPMorgan BetaBuilders Canada ETF |
| JPMorgan BetaBuilders Europe ETF |
| JPMorgan BetaBuilders Japan ETF |
| JPMorgan BetaBuilders MSCI US REIT ETF |
