AMENDMENT
TO
INVESTMENT SUB-ADVISORY AGREEMENT
BETWEEN
XXXXXXX NATIONAL ASSET MANAGEMENT, LLC
AND
STANDARD & POOR'S INVESTMENT ADVISORY SERVICES LLC
This AMENDMENT is made by and between XXXXXXX NATIONAL ASSET MANAGEMENT,
LLC, a Michigan limited liability company and registered investment adviser
("Adviser"), and STANDARD & POOR'S INVESTMENT ADVISORY SERVICES LLC ("S&P"), a
Delaware corporation and registered investment adviser ("Sub-Adviser").
WHEREAS, the Adviser and Sub-Adviser entered into an Investment
Sub-Advisory Agreement dated as of January 31, 2001 ("Agreement"), whereby
Adviser appointed Sub-Adviser to provide certain sub-investment advisory
services to the investment portfolios of JNL Series Trust ("Trust").
WHEREAS, S&P has been terminated as Sub-Adviser for certain funds of the
Trust, and the parties wish to amend the Agreement in order to remove the
following funds: 1) the JNL/S&P Disciplined Moderate Fund; 2) the JNL/S&P
Disciplined Moderate Growth Fund; and 3) the JNL/S&P Disciplined Growth Fund.
WHEREAS, Schedule A and Schedule B to the Agreement must be amended to
remove the above-referenced funds.
NOW THEREFORE, in consideration of the mutual covenants herein contained,
the parties hereby agree to amend the Agreement as follows:
1. Schedule A to the Agreement is hereby deleted and replaced in its
entirety with Schedule A dated August 29, 2011, attached hereto.
2. Schedule B to the Agreement is hereby deleted and replaced in its
entirety with Schedule B dated August 29, 2011, attached hereto.
IN WITNESS WHEREOF, the Adviser and the Sub-Adviser have caused this
Amendment to be executed as of July 5, 2011, effective as of August 29, 2011.
XXXXXXX NATIONAL ASSET
MANAGEMENT, LLC
By: /s/ Xxxx X. Xxxxx
Name: Xxxx X. Xxxxx
Title: President and CEO
Date: June 17, 2011
STANDARD & POOR'S
INVESTMENT ADVISORY SERVICES LLC
By:/s/ Xxxxxx Xxxxxxxx
Name: Xxxxxx Xxxxxxxx
Title: President
Date: July 5, 2011
SCHEDULE A
AUGUST 29, 2011
(Funds)
JNL/S&P Managed Growth Fund
JNL/S&P Managed Conservative Fund
JNL/S&P Managed Moderate Growth Fund
JNL/S&P Managed Moderate Fund
JNL/S&P Managed Aggressive Growth Fund
JNL/S&P Competitive Advantage Fund
JNL/S&P Dividend Income & Growth Fund
JNL/S&P Intrinsic Value Fund
JNL/S&P Total Yield Fund
SCHEDULE B AUGUST 29, 2011 (Compensation)
FUNDS
JNL/S&P Managed Growth Fund
JNL/S&P Managed Conservative Fund
JNL/S&P Managed Moderate Growth Fund
JNL/S&P Managed Moderate Fund
JNL/S&P Managed Aggressive Growth Fund
ASSETS ANNUAL RATE
$0 to $2.5 Billion 0.05%
Over $2.5 Billion 0.04%
The assets of the funds are aggregated for purposes of calculating the
sub-advisory fee.
JNL/S&P Competitive Advantage Fund
JNL/S&P Dividend Income & Growth Fund
JNL/S&PIntrinsic Value Fund JNL/S&P Total Yield Fund
ASSETS ANNUAL RATE
$0 to $1Billion 0.08%
Next $2 Billion 0.07%
Over $3 Billion 0.05%
The assets of the funds are aggregated for purposes of calculating the
sub-advisory fee.
