Sub-Transfer Agency And Shareholder Services Agreement
Exhibit 99.(h).(2).(e)
EXECUTION VERSION
Amendment
To
Sub-Transfer Agency And Shareholder Services Agreement
This Amendment To Sub-Transfer Agency And Shareholder Services Agreement, dated as of December 10, 2015 ("Amendment"), is being entered into by and among BNY Mellon Investment Servicing (US) Inc. ("BNYM"), Virtus Fund Services, LLC ("Company") and each of the "Funds", which is hereby defined to mean each of the Investment Companies and each Portfolio of such Investment Companies listed on Schedule B to the Amended Agreement (as defined below).
Background
BNYM, certain of the Funds and VP Distributors, Inc., as transfer agent to the Funds, entered into the Sub-Transfer Agency And Shareholder Services Agreement as of April 15, 2011 ("Original Agreement"). VP Distributors, LLC, the surviving entity in a merger with VP Distributors, Inc. that was effective September 22, 2011, transferred all rights and obligations as transfer agent of the Funds under the Original Agreement to the Company pursuant to an Assignment and Assumption Agreement, effective as of January 1, 2013, among VP Distributors, LLC, the Company, certain of the Funds and BNYM (the Original Agreement as so assigned and amended being the "Assigned Agreement"). BNYM, the Company and certain of the Funds subsequently entered into amendments to the Assigned Agreement, dated as of March 21, 2014, June 1, 2014, August 19, 2014, November 12, 2014, May 28, 2015 and September 1, 2015 (the Assigned Agreement as so amended being the "Current Agreement"). BNYM, the Funds and the Company wish to amend the Current Agreement in accordance with the terms of this Amendment.
Terms
NOW, THEREFORE, in consideration of the mutual promises contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties, intending to be legally bound, agree to all statements made above and as follows:
1. Modifications to Current Agreement. The Current Agreement is hereby amended by deleting Schedule B and replacing it in its entirety with the Schedule B attached to the Amendment To Sub-Transfer Agency And Shareholder Services Agreement, dated as of December 10, 2015, by and among BNYM, the Company and the Funds, including in particular Virtus Retirement Trust and the Portfolios of Virtus Retirement Trust.
2. Adoption of Amended Agreement by Each New Fund. Each Fund that has been added to Schedule B by virtue of this Amendment acknowledges and agrees that (i) by virtue of its execution of this Amendment, it becomes and is a party to the Current Agreement as amended by this Amendment ("Amended Agreement") as of the date first written above, or, if BNYM commenced providing services to the Fund prior to the date first written above, as of the date BNYM first provided services to the Fund, and
(ii) it is bound by all terms and conditions of the Amended Agreement as of such date.
3. Remainder of Current Agreement. Except as specifically modified by this Amendment, all terms and conditions of the Current Agreement shall remain in full force and effect.
4. Governing Law. The governing law of the Current Agreement shall be the governing law of this Amendment.
5. Entire Agreement. This Amendment constitutes the final, complete, exclusive and fully integrated record of the agreement of the parties with respect to the subject matter herein and the amendment of the Current Agreement.
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EXECUTION VERSION
6. Facsimile Signatures; Counterparts. This Amendment may be executed in one more counterparts; such execution of counterparts may occur by manual signature, facsimile signature, manual signature transmitted by means of facsimile transmission or manual signature contained in an imaged document attached to an email transmission; and each such counterpart executed in accordance with the foregoing shall be deemed an original, with all such counterparts together constituting one and the same instrument. The exchange of executed copies of this Amendment or of executed signature pages to this Amendment by facsimile transmission or as an imaged document attached to an email transmission shall constitute effective execution and delivery hereof and may be used for all purposes in lieu of a manually executed copy of this Amendment.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their duly authorized officers, as of the day and year first above written.
| BNY Mellon Investment Servicing (US) Inc. | Virtus Equity Trust | |
| Virtus Insight Trust | ||
| Virtus Opportunities Trust | ||
| By: /s/ Xxxxxxx Xxxxxxxxx | Virtus Alternative Solutions Trust | |
| Virtus Retirement Trust | ||
| Name: Xxxxxxx Xxxxxxxxx | Each on its own behalf and on behalf of each of its | |
| Portfolios in its individual and separate capacity, and | ||
| not on behalf of any other Fund | ||
| Title: Vice President | ||
| By: /s/ W. Xxxxxxx Xxxxxxx | ||
| Virtus Fund Services, LLC | Name: W. Xxxxxxx Xxxxxxx | |
| By: /s/ Xxxxx Xxxxxxxx | Title: Senior Vice President | |
| Name: Xxxxx Xxxxxxxx | ||
| Title: Vice President, Mutual Fund Services |
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EXECUTION VERSION
SCHEDULE B
(Dated: December 10, 2015)
THIS SCHEDULE B is Schedule B to that certain Sub-Transfer Agency And Shareholder Services Agreement, dated as of April 15, 2011, by and among BNY Mellon Investment Servicing (US) Inc., Virtus Fund Services, LLC (under the name of its predecessor in interest, VP Distributors, Inc.) and the Funds, as further set forth below.
Portfolios
Investment Company: Virtus Alternative Solutions Trust
Portfolios:
Virtus Alternative Income Solution Fund A
Virtus
Alternative Income Solution Fund C
Virtus Alternative Income Solution Fund I
Virtus Alternative Inflation Solution Fund A
Virtus Alternative Inflation Solution Fund C
Virtus Alternative Inflation Solution Fund I
Virtus Alternative Total Solution Fund A
Virtus Alternative Total Solution Fund C
Virtus Alternative Total Solution Fund I
Virtus Alternative Total Solution Fund R6
Virtus Credit Opportunities Fund A
Virtus Credit Opportunities Fund C
Virtus Credit
Opportunities Fund I
Virtus Credit Opportunities Fund R6
Virtus Multi-Strategy Target Return Fund A
Virtus
Multi-Strategy Target Return Fund C
Virtus Multi-Strategy Target Return Fund I
Virtus Select MLP and Energy Fund A
Virtus Select
MLP and Energy Fund C
Virtus Select MLP and Energy Fund I
Virtus Strategic Income Fund
A
Virtus Strategic Income Fund C
Virtus Strategic Income Fund I
Investment Company: Virtus Equity Trust
Portfolios:
Virtus Balanced Fund A
Virtus
Balanced Fund B
Virtus Balanced Fund C
Virtus Contrarian Value Fund A
Virtus Contrarian Value
Fund C
Virtus Contrarian Value Fund I
Virtus Contrarian Value Fund R6
Virtus Growth & Income Fund A
Virtus Growth & Income
Fund C
Virtus Growth & Income Fund I
Virtus Mid-Cap Core Fund A
Virtus Mid-Cap Core Fund C
Virtus Mid-Cap Core Fund I
Virtus
Mid-Cap Growth Fund A
Virtus Mid-Cap Growth Fund B
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EXECUTION VERSION
Virtus Mid-Cap Growth Fund C
Virtus Mid-Cap
Growth Fund I
Virtus Quality Large-Cap Value Fund A
Virtus Quality
Large-Cap Value Fund C
Virtus Quality Large-Cap Value Fund I
Virtus Quality Small-Cap Fund A
Virtus Quality Small-Cap Fund C
Virtus Quality Small-Cap
Fund I
Virtus Small-Cap Core Fund A
Virtus Small-Cap Core Fund C
Virtus Small-Cap Core Fund I
Virtus Small-Cap Core Fund R6
Virtus Small-Cap Sustainable Growth Fund A
Virtus
Small-Cap Sustainable Growth Fund C
Virtus Small-Cap Sustainable Growth Fund I
Virtus Strategic Growth Fund A
Virtus Strategic Growth Fund B
Virtus Strategic
Growth Fund C
Virtus Strategic Growth Fund I
Virtus Tactical Allocation Fund A
Virtus Tactical Allocation Fund B
Virtus Tactical
Allocation Fund C
Investment Company: Virtus Insight Trust
Portfolios:
Virtus Emerging Markets Opportunities Fund A
Virtus
Emerging Markets Opportunities Fund C
Virtus Emerging Markets Opportunities Fund I
Virtus Emerging Markets Opportunities Fund R6
Virtus Low Duration Income Fund A
Virtus Low Duration Income Fund C
Virtus Low Duration
Income Fund I
Virtus Tax-Exempt Bond Fund A
Virtus Tax-Exempt Bond Fund C
Virtus Tax-Exempt Bond Fund I
Investment Company: Virtus Opportunities Trust
Portfolios:
Virtus Multi-Asset Trend Fund A
Virtus Multi-Asset
Trend Fund C
Virtus Multi-Asset Trend Fund I
Virtus Sector Trend Fund A
Virtus Sector Trend Fund C
Virtus Sector Trend Fund I
Virtus Alternatives Diversifier Fund A
Virtus Alternatives
Diversifier Fund C
Virtus Alternatives Diversifier Fund I
Xxxxxx Xxxx Fund A
Xxxxxx Xxxx Fund B
Xxxxxx Xxxx
Fund C
Xxxxxx Xxxx Fund I
Virtus CA Tax-Exempt Bond Fund A
Virtus CA
Tax-Exempt Bond Fund I
Virtus Disciplined Equity Style Fund A(1)
Virtus Disciplined
Equity Style Fund C(1)
Virtus Disciplined Equity Style Fund I(1)
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EXECUTION VERSION
Virtus Disciplined Select Bond Fund A(1)
Virtus Disciplined Select Bond Fund C(1)
Virtus Disciplined Select Bond
Fund I(1)
Virtus Disciplined Select Country Fund A(1)
Virtus Disciplined Select Country Fund C(1)
Virtus Disciplined Select Country
Fund I(1)
Virtus Dynamic Trend Fund A
Virtus Dynamic Trend Fund B
Virtus Dynamic Trend
Fund C
Virtus Dynamic Trend Fund I
Virtus Dynamic Trend Fund R6
Virtus Emerging Markets Debt
Fund A
Virtus Emerging Markets Debt Fund C
Virtus Emerging Markets Debt Fund I
Virtus Emerging Markets Equity Income Fund A
Virtus
Emerging Markets Equity Income Fund C
Virtus Emerging Markets Equity Income Fund I
Virtus Emerging Markets Small-Cap Fund A
Virtus
Emerging Markets Small-Cap Fund C
Virtus Emerging Markets Small-Cap Fund I
Virtus Essential Resources Fund A
Virtus Essential Resources Fund C
Virtus Essential Resources Fund I
Virtus Foreign Opportunities Fund A
Virtus Foreign Opportunities Fund C
Virtus Foreign Opportunities Fund I
Virtus Foreign Opportunities Fund R6
Virtus Global Infrastructure Fund A
Virtus Global Infrastructure Fund C
Virtus Global Infrastructure Fund I
Virtus Global Opportunities Fund A
Virtus Global Opportunities Fund B
Virtus Global Opportunities Fund C
Virtus Global Opportunities Fund I
Virtus Global Equity Trend Fund A
Virtus Global Equity Trend Fund C
Virtus Global Equity Trend Fund I
Virtus Global Real Estate Securities Fund A
Virtus
Global Real Estate Securities Fund C
Virtus Global Real Estate Securities Fund I
Virtus Greater European Opportunities Fund A
Virtus
Greater European Opportunities Fund C
Virtus Greater European Opportunities Fund I
Xxxxxx Xxxxxxxx Fund A
Xxxxxx Xxxxxxxx Fund C
Xxxxxx Xxxxxxxx Fund I
Virtus
High Yield Fund A
Virtus High Yield Fund B
Virtus High Yield Fund C
Virtus High Yield Fund I
Virtus International Equity
Fund A
Virtus International Equity Fund C
Virtus International Equity Fund I
Virtus International Real Estate Securities Fund
A
Virtus International Real Estate Securities Fund C
Virtus International Real Estate Securities Fund I
Virtus International Small-Cap
Fund A
Virtus International Small-Cap Fund C
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EXECUTION VERSION
Virtus International Small-Cap Fund I
Virtus
International Small-Cap Fund R6
Virtus International Wealth Masters Fund A
Virtus International Wealth Masters Fund C
Virtus International
Wealth Masters Fund I
Virtus Low Volatility Equity Fund A
Virtus Low Volatility Equity Fund C
Virtus Low
Volatility Equity Fund I
Virtus Multi-Sector Intermediate Bond Fund A
Virtus
Multi-Sector Intermediate Bond Fund B
Virtus Multi-Sector Intermediate Bond Fund C
Virtus Multi-Sector Intermediate Bond Fund I
Virtus Multi-Sector Intermediate Bond Fund R6
Virtus Multi-Sector Short Term Bond Fund A
Virtus Multi-Sector Short Term Bond Fund
B
Virtus Multi-Sector Short Term Bond Fund C
Virtus Multi-Sector Short Term Bond Fund I
Virtus Multi-Sector Short Term Bond Fund
T
Virtus Equity Trend Fund A
Virtus Equity Trend Fund C
Virtus Equity Trend
Fund I
Virtus Equity Trend Fund R6
Virtus Real Estate Securities Fund A
Virtus Real
Estate Securities Fund B
Virtus Real Estate Securities Fund C
Virtus Real Estate Securities Fund I
Virtus Real Estate Securities
Fund R6
Virtus Senior Floating Rate Fund A
Virtus Senior Floating Rate Fund C
Virtus Senior Floating Rate Fund I
Virtus Wealth
Masters Fund A
Virtus Wealth Masters Fund C
Virtus Wealth Masters
Fund I
Investment Company: Virtus Retirement Trust(2)
Portfolios:
Virtus DFA 2015 Target Date Retirement Income
Fund A(2)
Virtus DFA 2015 Target Date Retirement Income Fund I(2)
Virtus DFA 2015 Target Date Retirement Income Fund R6(2)
Virtus DFA 2020
Target Date Retirement Income Fund A(2)
Virtus DFA 2020 Target Date Retirement Income
Fund I(2)
Virtus DFA 2020 Target Date Retirement Income Fund R6(2)
Virtus DFA 2025 Target Date Retirement Income Fund A(2)
Virtus DFA 2025
Target Date Retirement Income Fund I(2)
Virtus DFA 2025 Target Date Retirement Income
Fund R6(2)
Virtus DFA 2030 Target Date Retirement Income Fund A(2)
Virtus DFA 2030 Target Date Retirement Income Fund I(2)
Virtus DFA 2030
Target Date Retirement Income Fund R6(2)
Virtus DFA 2035 Target Date Retirement Income
Fund A(2)
Virtus DFA 2035 Target Date Retirement Income Fund I(2)
Virtus DFA 2035 Target Date Retirement Income Fund R6(2)
Virtus DFA 2040
Target Date Retirement Income Fund A(2)
Virtus DFA 2040 Target Date Retirement Income
Fund I(2)
Virtus DFA 2040 Target Date Retirement Income Fund R6(2)
Virtus DFA 2045 Target Date Retirement Income Fund A(2)
Virtus DFA 2045
Target Date Retirement Income Fund I(2)
Virtus DFA 2045 Target Date Retirement Income
Fund R6(2)
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EXECUTION VERSION
Virtus DFA 2050 Target Date Retirement Income
Fund A(2)
Virtus DFA 2050 Target Date Retirement Income Fund I(2)
Virtus DFA 2050 Target Date Retirement Income Fund R6(2)
Virtus DFA 2055
Target Date Retirement Income Fund A(2)
Virtus DFA 2055 Target Date Retirement Income
Fund I(2)
Virtus DFA 2055 Target Date Retirement Income Fund R6(2)
Virtus DFA 2060 Target Date Retirement Income Fund A(2)
Virtus DFA 2060
Target Date Retirement Income Fund I(2)
Virtus DFA 2060 Target Date Retirement Income
Fund R6(2)
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(1) Liquidated December 2, 2015.
(2) Expected launch date for commencement of services on January 6, 2016
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