Amendment To Sub-Transfer Agency And Shareholder Services Agreement
Exhibit H.2.A
Execution Version
Amendment
To
Sub-Transfer Agency And Shareholder Services Agreement
This Amendment To Sub-Transfer Agency And Shareholder Services Agreement, dated as of August 19, 2014 (“Amendment”), is being entered into by and among BNY Mellon Investment Servicing (US) Inc. (“BNYM”), Virtus Fund Services, LLC (“Company”) and each of the Investment Companies and their Portfolios listed on Schedule B attached hereto (the “Funds”).
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 the Funds subsequently entered into amendments to the Assigned Agreement, dated as of March 21, 2014 and June 1, 2014 (the Assigned Agreement as so amended being the “Current Agreement”). BNYM, the Funds and the Company wish to amend the Current Agreement as set forth in this Amendment, in order to add Virtus Strategic Income Fund (the “New Fund”) as a Portfolio of Virtus Alternative Solutions Trust.
Terms
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 in its entirety and replacing it with the Schedule B attached to the Amendment To Sub-Transfer Agency And Shareholder Services Agreement, dated as of August 19, 2014, by and among BNYM, the Company and the Funds. .
2. Adoption of Amended Agreement by New Fund. The 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. The term "Fund" has the same meaning in this Amendment No. 1 as it has in the Current Agreement.
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 Xxxxxxxx | Virtus Alternative Solutions Trust | ||
| On behalf of each Fund in its individual | ||||
| Name: | Xxxxxxx Xxxxxxxx | and separate capacity, and not on behalf | ||
| of any other Fund | ||||
| Title: | Managing Director | |||
| By: | /s/ W. Xxxxxxx Xxxxxxx | |||
| Virtus Fund Services, LLC | Name: | W. Xxxxxxx Xxxxxxx | ||
| By: | /s/ Xxx Xxxxxxx | Title: | Sr. Vice President | |
| Name: | Xxx Xxxxxxx | |||
| Title: | Vice President | |||
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Execution Version
SCHEDULE B
(Dated: August 19, 2014)
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 Strategic Income Fund A*
Virtus Strategic Income Fund C*
Virtus Strategic Income Fund I*
* Offering to public expected to commence September 9, 2014
Investment Company: Virtus Equity Trust
Portfolios:
Virtus Balanced Fund A
Virtus Balanced Fund B
Virtus Balanced Fund C
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
Virtus Mid-Cap Growth Fund C
Virtus Mid-Cap Growth Fund I
Virtus Mid-Cap Value Fund A
Virtus Mid-Cap Value Fund C
Virtus Mid-Cap Value 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
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Execution Version
Virtus Small-Cap Core Fund A
Virtus Small-Cap Core Fund C
Virtus Small-Cap Core Fund I
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 Insight Government Money Market Fund A
Virtus Insight Government Money Market Fund I
Virtus Insight Money Market Fund A
Virtus Insight Money Market Fund E
Virtus Insight Money Market Fund I
Virtus Insight Tax-Exempt Money Market Fund A
Virtus Insight Tax-Exempt Money Market Fund I
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 Allocator Premium AlphaSector Fund A
Virtus Allocator Premium AlphaSector Fund C
Virtus Allocator Premium AlphaSector Fund I
Virtus AlphaSector Rotation Fund A
Virtus AlphaSector Rotation Fund C
Virtus AlphaSector Rotation 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
Virtus Disciplined Equity Style Fund C
Virtus Disciplined Equity Style Fund I
Virtus Disciplined Select Bond Fund A
Virtus Disciplined Select Bond Fund C
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Execution Version
Virtus Disciplined Select Bond Fund I
Virtus Disciplined Select Country Fund A
Virtus Disciplined Select Country Fund C
Virtus Disciplined Select Country Fund I
Virtus Dynamic AlphaSector Fund A
Virtus Dynamic AlphaSector Fund B
Virtus Dynamic AlphaSector Fund C
Virtus Dynamic AlphaSector Fund I
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 Foreign Opportunities Fund A
Virtus Foreign Opportunities Fund C
Virtus Foreign Opportunities Fund I
Virtus Global Commodities Stock Fund A
Virtus Global Commodities Stock Fund C
Virtus Global Commodities Stock Fund I
Virtus Global Dividend Fund A
Virtus Global Dividend Fund C
Virtus Global Dividend Fund I
Virtus Global Opportunities Fund A
Virtus Global Opportunities Fund B
Virtus Global Opportunities Fund C
Virtus Global Opportunities Fund I
Virtus Global Premium AlphaSector Fund A
Virtus Global Premium AlphaSector Fund C
Virtus Global Premium AlphaSector 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 Asia ex Japan Opportunities Fund A
Virtus Greater Asia ex Japan Opportunities Fund C
Virtus Greater Asia ex Japan Opportunities 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 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 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 Premium AlphaSector Fund A
Virtus Premium AlphaSector Fund C
Virtus Premium AlphaSector Fund I
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 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
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