SECOND AMENDMENT TO SECURITIES LENDING AUTHORIZATION AGREEMENT BETWEEN NATIXIS FUNDS TRUST I, NATIXIS FUNDS TRUST II, NATIXIS FUNDS TRUST III, NATIXIS FUNDS TRUST IV, NATIXIS CASH MANAGEMENT TRUST, LOOMIS SAYLES FUNDS I, LOOMIS SAYLES FUNDS II, and...
Exhibit (h)(4)(iii)
SECOND AMENDMENT TO
SECURITIES LENDING AUTHORIZATION AGREEMENT
BETWEEN NATIXIS FUNDS TRUST I, NATIXIS FUNDS TRUST II,
NATIXIS FUNDS TRUST III, NATIXIS FUNDS TRUST IV,
NATIXIS CASH MANAGEMENT TRUST,
XXXXXX XXXXXX FUNDS I, XXXXXX XXXXXX FUNDS II, and XXXXXXXXXX
INTERNATIONAL SERIES,
each on behalf of its respective series listed on Schedule B, severally and not jointly
AND STATE STREET BANK AND TRUST COMPANY
This Second Amendment (this “Amendment”) dated as of February 29, 2008, is between NATIXIS FUNDS TRUST I (f/k/a IXIS Advisor Funds Trust I), NATIXIS FUNDS TRUST II (f/k/a IXIS Advisor Funds Trust II), NATIXIS FUNDS TRUST III (f/ka IXIS Advisor Funds Trust III), NATIXIS FUNDS TRUST IV (f/k/a IXIS Advisor Funds Trust IV), NATIXIS CASH MANAGEMENT TRUST (f/k/a IXIS Advisor Funds Cash Management Trust), XXXXXX XXXXXX FUNDS I, XXXXXX XXXXXX FUNDS II, and XXXXXXXXXX INTERNATIONAL SERIES, each on behalf of its respective series listed on Schedule B, severally and not jointly, each a registered management investment company organized and existing under the laws of Massachusetts (collectively, the “Trusts,” and each a “Trust”), and STATE STREET BANK AND TRUST COMPANY, its affiliates or subsidiaries (“State Street”).
Reference is made to a Securities Lending Authorization Agreement dated the 1st day of September, 2005 between the Trusts, other than Xxxxxxxxxx International Series, and State Street, as amended and as in effect on the date hereof prior to giving effect to this Amendment (the “Agreement”).
For value received, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties mutually agree to amend the Agreement as set forth below.
1. Definitions. All capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Agreement.
2. Agreement to Add Trust. Each party hereto hereby agrees to the addition of Xxxxxxxxxx International Series, on behalf of its series listed on Schedule B, as amended and attached hereto, as a Trust and as one of the Trusts under the Agreement.
3. Amendments.
(i) Xxxxxxxxxx International Series, on behalf of its series listed on Schedule B, as amended and attached hereto, is hereby added as a Trust and as one of the Trusts under the Agreement.
(ii) Section 13 (Representations and Warranties) is hereby amended by adding the following to the end thereof:
“Each Fund hereby represents to State Street that: (i) its policies and objectives generally permit it to engage in securities lending transactions; (ii) its policies permit it to purchase shares of the State Street Navigator Securities Lending Trust with cash Collateral; (iii) its participation in State Street’s securities lending program, including the investment of cash Collateral in the State Street Navigator Securities Lending Trust, and the existing series thereof has been approved by a majority of the directors or trustees which directors and trustees are not “interested persons” within the meaning of section 2(a)(19) of the Investment Company Act of 1940, and such directors or trustees will evaluate the securities lending program no less frequently than annually to determine that the investment of cash Collateral in the State Street Navigator Securities Lending Trust, including any series thereof, is in the Fund’s best interest; and (iv) its prospectus provides appropriate disclosure concerning its securities lending activity.”
(iii) Schedule A, Schedule A-1, Schedule B and Schedule B-1 to the Agreement are hereby deleted in their entirety and the amended Schedule A, Schedule A-1, Schedule B and Schedule B-1 attached to this Amendment are substituted in their place.
4. Representations and Warranties. Each party hereto represents and warrants that (a) it has the power to execute and deliver this Amendment, to enter into the transactions contemplated hereby, and to perform its obligations hereunder; (b) it has taken all necessary action to authorize such execution, delivery, and performance; (c) this Amendment constitutes a legal, valid and binding obligation enforceable against it; and (d) the execution, delivery, and performance by it of this Amendment will at all times comply with all applicable laws and regulations.
5. Miscellaneous. Except to the extent specifically amended by this Amendment, the provisions of the Agreement shall remain unmodified.
6. Effective Dates. The effective date for the change of the fee split on Schedule A is October 1, 2007. The effective date for the amendment set forth in Section 3(ii) of this Amendment and the change of the investment vehicle to State Street Navigator Securities Lending Prime Portfolio on Schedule A is December 31, 2007. The effective date for Section 2 of this Amendment, the amendment set forth in Section 3(i) of this Amendment and the addition of Xxxxxxxxxx International Series International Core Fund, Xxxxxxxxxx International Series International Growth Fund, Xxxxxxxxxx International Series International Value Fund and Xxxxxxxxxx International Series Emerging Markets Fund to Schedule A-1, Schedule B and
| Amended January 2008 | 2 of 2 |
Schedule B-1 is January 1, 2008. The effective date for the addition of Xxxxxx Xxxxxx International Bond Fund to Schedule A-1, Schedule B and Schedule B-1 and any other change thereto related to the Xxxxxx Xxxxxx Funds II is February 1, 2008.
| Amended January 2008 | 3 of 2 |
IN WITNESS WHEREOF, the parties hereto execute this Amendment as an instrument under seal by their duly authorized officers by affixing their signatures below.
| NATIXIS FUNDS TRUST I, NATIXIS FUNDS TRUST II, | ||||
| NATIXIS FUNDS TRUST III, NATIXIS FUNDS TRUST IV, | ||||
| NATIXIS CASH MANAGEMENT TRUST, | ||||
| XXXXXX XXXXXX FUNDS I, XXXXXX XXXXXX FUNDS II, XXXXXXXXXX INTERNATIONAL SERIES, each on behalf of its respective series listed on Schedule B, severally and not jointly | ||||
| By: | /s/ Xxxxxxx Xxxxxx | |||
| Name: | Xxxxxxx Xxxxxx | |||
| Title: | Treasurer | |||
| STATE STREET BANK AND TRUST COMPANY | ||||
| By: | /s/ Xxxxxxx Xxx | |||
| Name: | Xxxxxxx Xxx | |||
| Title: | Senior Managing Director | |||
| Amended January 2008 | 4 of 2 |
Schedule A
This Schedule is attached to and made part of the Securities Lending Authorization Agreement dated the 1st day of September 2005 between NATIXIS FUNDS TRUST I, NATIXIS FUNDS TRUST II, NATIXIS FUNDS TRUST III, NATIXIS FUNDS TRUST IV, NATIXIS CASH MANAGEMENT TRUST, XXXXXX XXXXXX FUNDS I, XXXXXX XXXXXX FUNDS II, and XXXXXXXXXX INTERNATIONAL SERIES, EACH ON BEHALF OF ITS RESPECTIVE SERIES AS LISTED ON SCHEDULE B, SEVERALLY AND NOT JOINTLY (the “Funds”) and STATE STREET BANK AND TRUST COMPANY (“State Street”), as amended.
Schedule of Fees
1. Subject to Paragraph 2 below, all proceeds collected by State Street on investment of cash Collateral or any fee income shall be allocated, with respect to each Fund, as follows:
| • | Seventy-five percent (75%) payable to each Fund, and |
| • | Twenty-five percent (25%) payable to State Street. |
2. All payments to be allocated under Paragraph 1 above shall be made after deduction of such other amounts payable to State Street or to the Borrower under the terms of this Securities Lending Authorization Agreement.
3. Each Fund instructs State Street to invest cash Collateral in the State Street Navigator Securities Lending Prime Portfolio (the “Prime Portfolio”). The management fees for investing in the Prime Portfolio are as follows:
On an annualized basis, the management/trustee/custody/fund administration/transfer agent fee for investing cash Collateral in the Prime Portfolio is not more than 5.00 basis points netted out of yield. The trustee may pay out of the assets of the Prime Portfolio all reasonable expenses and fees of the Prime Portfolio, including professional fees or disbursements incurred in connection with the operation of the Prime Portfolio.
| Amended January 2008 | 5 of 2 |
Schedule A-1
This Schedule is attached to and made part of the Securities Lending Authorization Agreement dated the 1st day of September 2005 between NATIXIS FUNDS TRUST I, NATIXIS FUNDS TRUST II, NATIXIS FUNDS TRUST III, NATIXIS FUNDS TRUST IV, NATIXIS CASH MANAGEMENT TRUST, XXXXXX XXXXXX FUNDS I, XXXXXX XXXXXX FUNDS II, and XXXXXXXXXX INTERNATIONAL SERIES, EACH ON BEHALF OF ITS RESPECTIVE SERIES AS LISTED ON SCHEDULE B, SEVERALLY AND NOT JOINTLY (the “Funds”) and STATE STREET BANK AND TRUST COMPANY (“State Street”), as amended.
| FUNDS |
SECURITIES LOAN LIMITATION |
||
| NATIXIS Funds Trust I |
|||
| CGM Advisor Targeted Equity Fund |
33 1/3 | % | |
| Xxxxxxxxxx International Fund |
33 1/3 | % | |
| Natixis Income Diversified Portfolio |
33 1/3 | % | |
| Natixis U.S. Diversified Portfolio |
33 1/3 | % | |
| Xxxxxx Xxxxxx Core Plus Bond Fund |
33 1/3 | % | |
| Xxxxxxx Xxxxxx Small Cap Value Fund |
33 1/3 | % | |
| NATIXIS Funds Trust II |
|||
| Xxxxxx Associates Large Cap Value Fund |
33 1/3 | % | |
| Xxxxxx Xxxxxx Massachusetts Tax Free Income Fund |
33 1/3 | % | |
| NATIXIS Funds Trust III |
|||
| Xxxxxx Associates Focused Value Fund |
33 1/3 | % | |
| Natixis Moderate Diversified Portfolio |
33 1/3 | % | |
| AEW Real Estate Fund |
33 1/3 | % | |
| NATIXIS Cash Management Trust |
|||
| Natixis Cash Management Trust – Money Market Series |
33 1/3 | % | |
1 of 2
| Xxxxxx Xxxxxx Funds I |
|||
| Xxxxxx Xxxxxx Bond Fund |
33 1/3 | % | |
| Xxxxxx Xxxxxx Fixed Income Fund |
33 1/3 | % | |
| Xxxxxx Xxxxxx Global Bond Fund |
33 1/3 | % | |
| Xxxxxx Xxxxxx High Income Opportunities Fund |
33 1/3 | % | |
| Xxxxxx Xxxxxx Institutional High Income Fund |
33 1/3 | % | |
| Xxxxxx Xxxxxx Intermediate Duration Fixed Income Fund |
33 1/3 | % | |
| Xxxxxx Xxxxxx Investment Grade Fixed Income Fund |
33 1/3 | % | |
| Xxxxxx Xxxxxx Inflation Protected Securities Fund |
33 1/3 | % | |
| Xxxxxx Xxxxxx Securitized Asset Fund |
33 1/3 | % | |
| Xxxxxx Xxxxxx Small Cap Value Fund |
33 1/3 | % | |
| Xxxxxx Xxxxxx Funds II |
|||
| Xxxxxx Xxxxxx High Income Fund |
33 1/3 | % | |
| Xxxxxx Xxxxxx Limited Term Government and Agency Fund |
33 1/3 | % | |
| Xxxxxx Xxxxxx Municipal Income Fund |
33 1/3 | % | |
| Xxxxxx Xxxxxx Strategic Income Fund |
33 1/3 | % | |
| Xxxxxx Xxxxxx Investment Grade Bond Fund |
33 1/3 | % | |
| Xxxxxx Xxxxxx Growth Fund |
33 1/3 | % | |
| Xxxxxx Xxxxxx Research Fund |
33 1/3 | % | |
| Xxxxxx Xxxxxx Mid Cap Growth Fund |
33 1/3 | % | |
| Xxxxxx Xxxxxx Small Cap Growth Fund |
33 1/3 | % | |
| Xxxxxx Xxxxxx Value Fund |
33 1/3 | % | |
| Xxxxxx Xxxxxx Global Markets Fund |
33 1/3 | % | |
| Xxxxxx Xxxxxx Tax-Managed Equity Fund |
33 1/3 | % | |
| Xxxxxx Xxxxxx International Bond Fund |
33 1/3 | % | |
| Xxxxxxxxxx International Series |
|||
| International Core Fund |
33 1/3 | % | |
| International Growth Fund |
33 1/3 | % | |
| International Value Fund |
33 1/3 | % | |
| Emerging Markets Fund |
33 1/3 | % | |
| Amended January 2008 | 2 of 2 |
Schedule B
This Schedule is attached to and made part of the Securities Lending Authorization Agreement dated the 1st day of September 2005 between NATIXIS FUNDS TRUST I, NATIXIS FUNDS TRUST II, NATIXIS FUNDS TRUST III, NATIXIS FUNDS TRUST IV, NATIXIS CASH MANAGEMENT TRUST, XXXXXX XXXXXX FUNDS I, XXXXXX XXXXXX FUNDS II and XXXXXXXXXX INTERNATIONAL SERIES, EACH ON BEHALF OF ITS RESPECTIVE SERIES AS LISTED ON SCHEDULE B, SEVERALLY AND NOT JOINTLY (the “Funds”) and STATE STREET BANK AND TRUST COMPANY (“State Street”), as amended.
| Fund Name |
Taxpayer ID Number |
Tax Year-End | ||
| Natixis Funds Trust I |
||||
| CGM Advisor Targeted Equity Fund |
00-0000000 | December 31st | ||
| Xxxxxxxxxx International Fund |
00-0000000 | December 31st | ||
| Natixis Income Diversified Portfolio |
00-0000000 | December 31st | ||
| Natixis U.S. Diversified Portfolio |
00-0000000 | December 31st | ||
| Xxxxxx Xxxxxx Core Plus Bond Fund |
00-0000000 | September 30th | ||
| Xxxxxxx Xxxxxx Small Cap Value Fund |
00-0000000 | December 31st | ||
| Natixis Funds Trust II |
||||
| Xxxxxx Associates Large Cap Value Fund |
00-0000000 | December 31st | ||
| Xxxxxx Xxxxxx Massachusetts Tax Free Income Fund |
00-0000000 | September 30th | ||
| Natixis Funds Trust III |
||||
| Xxxxxx Associates Focused Value Fund |
00-0000000 | December 31st | ||
| Natixis Moderate Diversified Portfolio |
00-0000000 | December 31st | ||
| AEW Real Estate Fund |
00-0000000 | January 31st | ||
| Natixis Cash Management Trust |
||||
| Natixis Cash Management Trust – Money Market Series |
00-0000000 | June 30th | ||
1 of 2
| Xxxxxx Xxxxxx Funds I |
||||
| Xxxxxx Xxxxxx Bond Fund |
00-0000000 | September 30th | ||
| Xxxxxx Xxxxxx Fixed Income Fund |
00-0000000 | September 30th | ||
| Xxxxxx Xxxxxx Global Bond Fund |
00-0000000 | September 30th | ||
| Xxxxxx Xxxxxx High Income Opportunities Fund |
00-0000000 | September 30th | ||
| Xxxxxx Xxxxxx Institutional High Income Fund |
00-0000000 | September 30th | ||
| Xxxxxx Xxxxxx Intermediate Duration Fixed Income Fund |
00-0000000 | September 30th | ||
| Xxxxxx Xxxxxx Investment Grade Fixed Income Fund |
00-0000000 | September 30th | ||
| Xxxxxx Xxxxxx Inflation Protected Securities Fund |
00-0000000 | September 30th | ||
| Xxxxxx Xxxxxx Securitized Asset Fund |
00-0000000 | September 30th | ||
| Xxxxxx Xxxxxx Small Cap Value Fund |
00-0000000 | September 30th | ||
| Xxxxxx Xxxxxx Funds II |
||||
| Xxxxxx Xxxxxx High Income Fund |
00-0000000 | September 30th | ||
| Xxxxxx Xxxxxx Limited Term Government and Agency Fund |
00-0000000 | September 30th | ||
| Xxxxxx Xxxxxx Municipal Income Fund |
00-0000000 | September 30th | ||
| Xxxxxx Xxxxxx Strategic Income Fund |
00-0000000 | September 30th | ||
| Xxxxxx Xxxxxx Investment Grade Bond Fund |
00-0000000 | September 30th | ||
| Xxxxxx Xxxxxx Growth Fund |
00-0000000 | September 30th | ||
| Xxxxxx Xxxxxx Research Fund |
00-0000000 | September 30th | ||
| Xxxxxx Xxxxxx Mid Cap Growth Fund |
00-0000000 | September 30th | ||
| Xxxxxx Xxxxxx Small Cap Growth Fund |
00-0000000 | September 30th | ||
| Xxxxxx Xxxxxx Value Fund |
00-0000000 | September 30th | ||
| Xxxxxx Xxxxxx Global Markets Fund |
00-0000000 | September 30th | ||
| Xxxxxx Xxxxxx Tax-Managed Equity Fund |
00-0000000 | September 30th | ||
| Xxxxxx Xxxxxx International Bond Fund |
00-0000000 | September 30th | ||
| Xxxxxxxxxx International Series |
||||
| International Core Fund |
00-0000000 | December 31st | ||
| International Growth Fund |
00-0000000 | December 31st | ||
| International Value Fund |
00-0000000 | December 31st | ||
| Emerging Markets Fund |
00-0000000 | December 31st | ||
2 of 2
Schedule B-1
This Schedule is attached to and made part of the Securities Lending Authorization Agreement dated the 1st day of September 2005 between NATIXIS FUNDS TRUST I, NATIXIS FUNDS TRUST II, NATIXIS FUNDS TRUST III, NATIXIS FUNDS TRUST IV, NATIXIS FUNDS CASH MANAGEMENT TRUST, XXXXXX XXXXXX FUNDS I, XXXXXX XXXXXX FUNDS II and XXXXXXXXXX INTERNATIONAL SERIES, EACH ON BEHALF OF ITS RESPECTIVE SERIES AS LISTED ON SCHEDULE B, SEVERALLY AND NOT JOINTLY (the “Funds”) and STATE STREET BANK AND TRUST COMPANY (“State Street”), as amended.
| FUNDS |
EFFECTIVE DATE OF AGREEMENT | |
| Natixis Funds Trust I |
||
| CGM Advisor Targeted Equity Fund |
September 1, 2005 | |
| Xxxxxxxxxx International Fund |
September 1, 2005 | |
| Natixis Income Diversified Portfolio |
December 20, 2005 | |
| Natixis U.S. Diversified Portfolio |
September 1, 2005 | |
| Xxxxxx Xxxxxx Core Plus Bond Fund |
October 1, 2005 | |
| Xxxxxxx Xxxxxx Small Cap Value Fund |
September 1, 2005 | |
| Natixis Funds Trust II |
||
| Xxxxxx Associates Large Cap Value Fund |
September 1, 2005 | |
| Xxxxxx Xxxxxx Massachusetts Tax Free Income Fund |
October 1, 2005 | |
| Natixis Funds Trust III |
||
| Xxxxxx Associates Focused Value Fund |
September 1, 2005 | |
| Natixis Moderate Diversified Portfolio |
September 1, 2005 | |
| AEW Real Estate Fund |
September 1, 2005 | |
| Natixis Cash Management Trust |
||
| Natixis Cash Management Trust – Money Market Series |
September 1, 2005 | |
3 of 2
| Xxxxxx Xxxxxx Funds I |
||
| Xxxxxx Xxxxxx Bond Fund |
September 1, 2005 | |
| Xxxxxx Xxxxxx Fixed Income Fund |
September 1, 2005 | |
| Xxxxxx Xxxxxx Global Bond Fund |
September 1, 2005 | |
| Xxxxxx Xxxxxx High Income Opportunities Fund |
September 1, 2005 | |
| Xxxxxx Xxxxxx Institutional High Income Fund |
September 1, 2005 | |
| Xxxxxx Xxxxxx Intermediate Duration Fixed Income Fund |
September 1, 2005 | |
| Xxxxxx Xxxxxx Investment Grade Fixed Income Fund |
September 1, 2005 | |
| Xxxxxx Xxxxxx Inflation Protected Securities Fund |
September 1, 2005 | |
| Xxxxxx Xxxxxx Securitized Asset Fund |
September 1, 2005 | |
| Xxxxxx Xxxxxx Small Cap Value Fund |
September 1, 2005 | |
| Xxxxxx Xxxxxx Funds II |
||
| Xxxxxx Xxxxxx High Income Fund |
October 1, 2005 | |
| Xxxxxx Xxxxxx Limited Term Government and Agency Fund |
October 1, 2005 | |
| Xxxxxx Xxxxxx Municipal Income Fund |
October 1, 2005 | |
| Xxxxxx Xxxxxx Strategic Income Fund |
October 1, 2005 | |
| Xxxxxx Xxxxxx Investment Grade Bond Fund |
September 1, 2005 | |
| Xxxxxx Xxxxxx Growth Fund |
September 1, 2005 | |
| Xxxxxx Xxxxxx Research Fund |
September 1, 2005 | |
| Xxxxxx Xxxxxx Mid Cap Growth Fund |
September 1, 2005 | |
| Xxxxxx Xxxxxx Small Cap Growth Fund |
September 1, 2005 | |
| Xxxxxx Xxxxxx Value Fund |
September 1, 2005 | |
| Xxxxxx Xxxxxx Global Markets Fund |
September 1, 2005 | |
| Xxxxxx Xxxxxx Tax-Managed Equity Fund |
September 1, 2005 | |
| Xxxxxx Xxxxxx International Bond Fund |
February 1, 2008 | |
| Xxxxxxxxxx International Series |
||
| International Core Fund |
January 1, 2008 | |
| International Growth Fund |
January 1, 2008 | |
| International Value Fund |
January 1, 2008 | |
| Emerging Markets Fund |
January 1, 2008 | |
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