AMENDMENT AND JOINDER TO FOREIGN CUSTODY MANAGER AGREEMENT
EXECUTION
AMENDMENT AND JOINDER
TO
FOREIGN CUSTODY MANAGER AGREEMENT
This Amendment (“Amendment”) dated March 31, 2025 (“Effective Date”) is by and between each of Virtus Alternative Solutions Trust, Virtus Asset Trust, Virtus Equity Trust, Virtus Global Multi-Sector Income Fund, Virtus Opportunities Trust, Virtus Retirement Trust, Virtus Total Return Fund Inc., Virtus Variable Insurance Trust, Virtus Investment Trust, Virtus Strategy Trust, Virtus Artificial Intelligence & Technology Opportunities Fund, Virtus Convertible & Income Fund, Virtus Convertible & Income Fund II, Virtus Diversified Income & Convertible Fund, Virtus Equity & Convertible Income Fund, Virtus Dividend, Interest & Premium Strategy Fund, The Merger Fund®, The Merger Fund® VL, Virtus Event Opportunities Trust, Xxxxxx Xxxxx Harbor Emerging Markets Income Fund, Virtus Managed Account Completion Shares (MACS) Trust, Alphasimplex Managed Futures Strategy Cayman Fund Ltd., Alphasimplex Global Alternatives Cayman Fund Ltd., and Virtus Global Credit Opportunities Fund (each, the “Fund” and collectively, the “Funds”) and The Bank of New York Mellon (“BNY”).
| A. | BNY and the Virtus Alternative Solutions Trust entered into a Foreign Custody Manager Agreement dated as of March 21, 2014, as amended (the “FCM Agreement”) relating to BNY’s provision of foreign custody services. |
| B. | A Joinder Agreement and Amendments to Foreign Custody Manager Agreement were entered into among the parties on December 1, 2018 and effective as of September 11, 2017, March 8, 2019, May 22, 2019, September 1, 2019, November 15, 2019, August 27, 2020, November 13, 2020, May 19, 2021, February 12, 2022, April 4, 2022, September 30, 2022, May 19, 2023, and December 23, 2024 for the purpose of amending the Agreement and/or adding or removing certain Funds. |
| C. | Each Fund and BNY desire that each Fund be a party to the Agreement and receive the custody services set forth in the Agreement and desire to amend the Agreement as set forth herein. |
| D. | This Background section is incorporated by reference into and made a part of this Amendment. |
The parties hereby agree that:
| 1. | By executing this Agreement and Xxxxxxx, each Fund and BNY agrees to become a party to, and be bound by, and to comply with the terms of the Agreement in the same manner as if each of the undersigned were an |
| original signatory to the Agreement. For the avoidance of doubt, each Fund listed at Annex I shall be considered to have a separate agreement with BNY and hereby appoints BNY to provide custody services in accordance with the terms set forth in the Agreement. BNY accepts such appointment and agrees to furnish such services. |
| 2. | Annex I to the FCM Agreement is hereby deleted in its entirety and replaced with Annex I attached hereto. |
| 3. | Miscellaneous. |
| (a) | Capitalized terms not defined in this Agreement shall have the same meanings as set forth in the FCM Agreement. In the event of a conflict between the terms hereof and the FCM Agreement this Agreement shall control. |
| (b) | As hereby amended and supplemented, the FCM Agreement shall remain in full force and effect. |
| (c) | The FCM Agreement, as supplemented hereby, constitutes the complete understanding and agreement of the parties with respect to the subject matter thereof and supersedes all prior communications with respect thereto. |
| (d) | This Agreement shall be governed by the laws of the State of New York, without regard to its principles of conflicts of laws. |
| (e) | The parties expressly agree that this Amendment may be executed in one or more counterparts and expressly agree that such execution may occur by manual signature on a physically delivered copy of this Amendment, by a manual signature on a copy of this Amendment transmitted by facsimile transmission, by a manual signature on a copy of Amendment transmitted as an imaged document attached to an email, or by “Electronic Signature”, which is hereby defined to mean inserting an image, representation or symbol of a signature into an electronic copy of this Amendment by electronic, digital or other technological methods. Each 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 counterparts of this Amendment or of executed signature pages to counterparts of this Amendment, in either case by facsimile transmission or as an imaged document attached to an email transmission, shall constitute effective execution and delivery of this Amendment and may be used for all purposes in lieu of a manually executed and physically delivered copy of this Amendment. |
[Signature page follows.]
IN WITNESS WHEREOF, each of the parties hereto has caused this Amendment to be executed as of the Effective Date by its duly authorized representative indicated below. An authorized representative, if executing this Amendment by Electronic Signature, affirms authorization to execute this Amendment by Electronic Signature and that the Electronic Signature represents an intent to enter into this Amendment and an agreement with its terms.
| VIRTUS EQUITY TRUST |
| VIRTUS GLOBAL MULTI-SECTOR INCOME FUND VIRTUS INVESTMENT TRUST |
| VIRTUS OPPORTUNITIES TRUST VIRTUS RETIREMENT TRUST VIRTUS STRATEGY TRUST |
| VIRTUS TOTAL RETURN FUND INC. VIRTUS VARIABLE INSURANCE TRUST |
| VIRTUS ARTIFICIAL INTELLIGENCE & TECHNOLOGY OPPORTUNITIES FUND |
| VIRTUS CONVERTIBLE & INCOME FUND VIRTUS CONVERTIBLE & INCOME FUND II |
| VIRTUS DIVERSIFIED INCOME & CONVERTIBLE FUND VIRTUS EQUITY & CONVERTIBLE INCOME FUND |
| VIRTUS DIVIDEND, INTEREST & PREMIUM STRATEGY FUND THE MERGER FUND® |
| THE MERGER FUND® VL |
| VIRTUS EVENT OPPORTUNITIES TRUST |
| XXXXXX XXXXX HARBOR EMERGING MARKETS INCOME FUND VIRTUS MANAGED ACCOUNT COMPLETION SHARES (MACS) TRUST |
| By: | /s/ Xxxxxxx Xxxxxxxx | |
| Name: | Xxxxxxx Xxxxxxxx | |
| Title: | Vice President |
| ALPHASIMPLEX MANAGED FUTURES STRATEGY CAYMAN FUND LTD. ALPHASIMPLEX GLOBAL ALTERNATIVES CAYMAN FUND LTD. | ||
| By: | /s/ Xxxxxxx Xxxxxxxx | |
| Name: | Xxxxxxx Xxxxxxxx | |
| Title: | Authorized Signatory |
| THE BANK OF NEW YORK MELLON | ||
| By: | /s/ Xxxxxxx X. Xxxxxxx | |
| Name: | Xxxxxxx X. Xxxxxxx | |
| Title: | Senior Vice President |
March 3, 2025
ANNEX I
THIS XXXXX X, dated as of March 31, 2025, is the Annex I to that certain Foreign Custody Manager Agreement dated as of March 21, 2014, as amended, between each Fund on Annex I and The Bank of New York Mellon.
List of Funds and Series
| Fund: | VIRTUS ARTIFICIAL INTELLIGENCE & TECHNOLOGY OPPORTUNITIES FUND |
| Fund: | VIRTUS CONVERTIBLE & INCOME FUND |
| Fund: | VIRTUS CONVERTIBLE & INCOME FUND II |
| Fund: | VIRTUS DIVERSIFIED INCOME & CONVERTIBLE FUND |
| Fund: | VIRTUS DIVIDEND, INTEREST & PREMIUM STRATEGY FUND |
| Fund: | VIRTUS EQUITY & CONVERTIBLE INCOME FUND |
| Fund: | VIRTUS ALTERNATIVE SOLUTIONS TRUST |
Series:
Xxxxxx Xxxx & Xxxxxx Select MLP and Energy Fund
Virtus KAR Long/Short Equity Fund
Virtus AlphaSimplex Global Alternatives Fund
Virtus AlphaSimplex Managed Futures Strategy Fund
| Fund: | VIRTUS ASSET TRUST |
Series:
Virtus Ceredex Large-Cap Value Equity Fund
Virtus Ceredex Mid-Cap
Value Equity Fund
Virtus Ceredex Small-Cap Value Equity Fund
Virtus Seix Core Bond Fund
Virtus Seix Floating Rate High Income Fund
Virtus Seix High Grade Municipal Bond Fund
Virtus Seix High Yield Fund
Virtus Seix Investment Grade Tax-Exempt Bond Fund
Virtus Seix Total Return Bond Fund
Virtus Seix U.S. Government Securities Ultra-Short Bond Fund
Virtus SGA International Growth Fund
Virtus Silvant Large-Cap Growth Stock Fund
Xxxxxx Xxxxxxxxxxx Innovative Growth Stock Fund
| Fund: | VIRTUS EQUITY TRUST |
Series:
Virtus KAR Capital Growth Fund
Virtus KAR Equity Income Fund
Virtus KAR Global Quality Dividend Fund
Virtus KAR Mid-Cap Core Fund
Virtus KAR Mid-Cap Growth Fund
Virtus KAR Small-Cap Core Fund
Virtus KAR Small-Cap Growth Fund
Virtus KAR Small-Cap Value Fund
Virtus KAR Small-Mid Cap Core Fund
Virtus KAR Small-Mid Cap Growth Fund
Virtus KAR Small-Mid Cap Value Fund
Virtus SGA Global Growth Fund
Virtus Tactical Allocation Fund
| Fund: | VIRTUS GLOBAL MULTI-SECTOR INCOME FUND |
| Fund: | VIRTUS INVESTMENT TRUST |
Series:
Virtus Emerging Markets Opportunities Fund
(f/k/a Virtus AllianzGl Emerging Markets Opportunities Fund)
Virtus Income & Growth Fund (f/k/a Virtus AllianzGl Income & Growth Fund)
Virtus KAR Global Small-Cap Fund (f/k/a Virtus Global Small-Cap Fund;
f/k/a Virtus AllianzGl Global Small-Cap Fund)
Virtus KAR Health Sciences Fund (f/k/a Virtus Health Sciences Fund;
f/k/a Virtus AllianzGl Health Sciences Fund)
Virtus NFJ Dividend Value Fund
Virtus NFJ International Value Fund
Virtus NFJ Large-Cap Value Fund
Virtus NFJ Mid-Cap Value Fund
Virtus NFJ Small-Cap Value Fund
Virtus Silvant Focused Growth Fund (f/k/a Virtus Focused Growth Fund;
f/k/a Virtus AllianzGl Focused Growth Fund)
Virtus Silvant Mid-Cap Growth Stock Fund (f/k/a Virtus Mid-Cap Growth
Fund; f/k/a Virtus AllianzGl Mid-Cap Growth Fund)
Virtus Small-Cap Fund (f/k/a Virtus AllianzGl Small-Cap Fund)
Xxxxxx Xxxxxxxxxxx Technology Fund (f/k/a Virtus Technology Fund; f/k/a Virtus
AllianzGl Technology Fund)
| Fund: | VIRTUS MANAGED ACCOUNT COMPLETION SHARES (MACS) TRUST |
Series:
Virtus Newfleet ABS MACS
Virtus Newfleet CMBS MACS
Virtus Newfleet Floating Rate MACS
Virtus Newfleet High Yield MACS
Virtus Newfleet RMBS MACS
Virtus Seix High Yield MACS
Xxxxxx Xxxxx Harbor EMD MACS
Xxxxxx Xxxxx Harbor EMD Sovereign MACS
| Fund: | VIRTUS OPPORTUNITIES TRUST |
Series:
Xxxxxx Xxxx & Xxxxxx Global Infrastructure Fund
Xxxxxx Xxxx & Xxxxxx Global Real Estate Securities Fund
Xxxxxx Xxxx & Xxxxxx Real Asset Fund
Xxxxxx Xxxx & Xxxxxx Real Estate Securities Fund
Virtus KAR Developing Markets Fund
Virtus KAR Emerging Markets Small-Cap Fund
Virtus KAR International Small-Mid Cap Fund
Virtus Newfleet Core Plus Bond Fund
Virtus Newfleet High Yield Fund
Virtus Newfleet Low Duration Core Plus Bond Fund
Virtus Newfleet Multi-Sector Intermediate Bond Fund
Virtus Newfleet Multi-Sector Short Term Bond Fund
Virtus Newfleet Senior Floating Rate Fund
Virtus Seix Tax-Exempt Bond Fund
Virtus SGA Emerging Markets Equity Fund (f/k/a Xxxxxx Xxxxxxxx Emerging
Markets Opportunities Fund)
Xxxxxx Xxxxx Harbor Emerging Markets Bond Fund
(f/k/a Xxxxxx Xxxxx Harbor Emerging Markets Corporate Debt Fund) Xxxxxx Xxxxx Harbor
Emerging Markets Debt Income Fund
(f/k/a Xxxxxx Xxxxx Harbor Emerging Markets Debt Fund)
Xxxxxx Xxxxx Harbor Local Markets Fund
| Fund: | VIRTUS RETIREMENT TRUST |
Series:
None
| Fund: | VIRTUS STRATEGY TRUST |
Series:
Virtus Convertible Fund (f/k/a Virtus AllianzGl Convertible Fund)
Xxxxxx Xxxx & Xxxxxx Water Fund (f/k/a Virtus Water Fund; f/k/a Virtus AllianzGl Water Fund)
Virtus Global Allocation Fund (f/k/a Virtus AllianzGl Global Allocation Fund)
Virtus International Small-Cap Fund (f/k/a Virtus AllianzGl International Small-Cap Fund)
Virtus Newfleet Short Duration High Income Fund (f/k/a Virtus Short Duration High Income Fund;
f/k/a Virtus AllianzGl Short Duration High Income Fund)
Virtus NFJ Emerging Markets Value Fund
| Fund: | VIRTUS TOTAL RETURN FUND INC. |
| Fund: | VIRTUS VARIABLE INSURANCE TRUST |
Series:
Xxxxxx Xxxx & Xxxxxx Real Estate Securities Series
Virtus KAR Capital Growth Series
Virtus KAR Equity Income Series
Virtus KAR Small-Cap Growth Series
Virtus KAR Small-Cap Value Series
Virtus Newfleet Multi-Sector Intermediate Bond Series
Virtus SGA International Growth Series
Virtus Tactical Allocation Series (f/k/a Virtus Strategic Allocation Series)
| Fund: | THE MERGER FUND® |
| Fund: | THE MERGER FUND® VL |
| Fund: | VIRTUS EVENT OPPORTUNITIES TRUST |
Series:
Virtus Westchester Event-Driven Fund
Virtus Westchester Credit Event Fund
| Fund: | XXXXXX XXXXX HARBOR EMERGING MARKETS INCOME FUND |
| Fund: |
| Fund: | STONE HARBOR LEVERAGED LOAN FUND LLC |
| Fund: | ALPHASIMPLEX MANAGED FUTURES STRATEGY CAYMAN FUND LTD. |
| Fund: | ALPHASIMPLEX GLOBAL ALTERNATIVES CAYMAN FUND LTD. |