Amendment to Master Custodian Agreement
This Amendment, effective as of September 28, 2015, to the Master Custodian Agreement dated as of December 30, 2010, (as amended, restated, supplemented or otherwise modified and in effect from time to time, the “Agreement”) is by and among each management investment company, and each Cayman Islands entity identified on Appendix A attached thereto (each a “Fund” and collectively “Funds”), and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).
Whereas, each Fund’s portfolio of assets (each an “Account”) is segregated and separately managed;
Whereas, the Custodian and the Funds have entered into the Agreement by which the Custodian provides certain custodial services relating to securities and other assets of each Fund in each Account; and
Whereas, the following new fund, fund name changes, Cayman Islands entity name change, and fund merger (collectively, “Fund Changes”) have been approved by the Board of Trustees of the JNL Series Trust, the Board of Managers of JNL Variable Fund LLC, and/or by the Board of Directors of JNL/AllianceBernstein Dynamic Asset Allocation Fund Ltd.:
New JNL Series Trust Fund
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JNL/DoubleLine Shiller Enhanced CAPE Fund;
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JNL Series Trust Fund Name Changes:
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JNL/JPMorgan International Value Fund to JNL/Causeway International Value Select Fund;
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JNL/AllianceBernstein Dynamic Asset Allocation Fund to JNL/AB Dynamic Asset Allocation Fund;
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Cayman Islands Entity Name Change:
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JNL/AllianceBernstein Dynamic Asset Allocation Fund Ltd. to JNL/AB Dynamic Asset Allocation Fund Ltd.;
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JNL Variable Fund LLC Fund Merger:
JNL/Mellon Capital 25 Fund of JNL Variable Fund LLC into JNL/S&P 4 Fund of JNL Series Trust; and
JNL Variable Fund LLC Fund Name Change:
JNL/Mellon Capital Global 15 Fund to JNL/Mellon Capital Global 30 Fund.
Whereas, pursuant to the approval of the Fund Changes, as outlined above, the parties have agreed to amend Appendix A of the Agreement to:
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add the JNL/DoubleLine Shiller Enhanced CAPE Fund;
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update the fund names for the three funds, as outlined above;
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update the Cayman Islands entity name, as outlined above; and
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remove the JNL/Mellon Capital 25 Fund.
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Now, Therefore, in consideration of the premises and mutual covenants herein contained, the parties hereto agree as follows:
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1.
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The first paragraph of the Agreement is hereby deleted and replaced with the following:
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This Agreement is made as of December 30, 2010 by and among each management investment company, each management investment company made subject to this Agreement in accordance with Section 20.5 below, and each Cayman Islands entity identified on Appendix A thereto (each a “Fund” and collectively “Funds”), and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).
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2.
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Appendix A to the Agreement is hereby deleted and replaced in its entirety with Appendix A dated September 28, 2015, attached hereto.
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3.
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Except as specifically amended hereby, all other terms and conditions of the Agreement shall remain in full force and effect.
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4.
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This Amendment may be executed in several counterparts, each of which shall be deemed to be an original, and all such counterparts taken together shall constitute one and the same instrument. Counterparts may be executed in either original or electronically transmitted form (e.g., faxes or emailed portable document format (PDF) form), and the parties hereby adopt as original any signatures received via electronically transmitted form.
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[Remainder of page intentionally left blank.]
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In Witness Whereof, the parties hereto have caused this Agreement to be executed by their officers designated below as of this 8th day of September 2015, effective September 28, 2015.
JNL Series Trust
JNL Strategic Income Fund LLC
JNL Variable Fund LLC
Xxxxxxx Variable Series Trust
JNL/AB Dynamic Asset Allocation Fund Ltd.
JNL/Xxxxxxxxx Xxxxxx Risk Balanced Commodity Strategy Fund Ltd.
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By:
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/s/ Xxxxx X. Xxxxxxx | |
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Name:
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Xxxxx X. Xxxxxxx |
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Title:
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Assistant Secretary |
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State Street Bank And Trust Company
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By:
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/s/ Xxxxxx Xxxxx | |
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Name:
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Xxxxxx Xxxxx |
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Title:
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Executive Vice President |
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Appendix A
to
(Last Updated as of September 28, 2015)
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JNL Series Trust
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JNL Multi-Manager Alternative Fund
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JNL/AB Dynamic Asset Allocation Fund
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JNL/Boston Partners Global Long Short Equity Fund
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JNL/Causeway International Value Select Fund
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JNL/DFA U.S. Core Equity Fund
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JNL/DoubleLine Shiller Enhanced CAPE Fund
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JNL/Xxxxxxx Sachs Core Plus Bond Fund
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JNL/Xxxxxxx Xxxxx Emerging Markets Debt Fund
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JNL/Xxxxxxx Sachs Mid Cap Value Fund
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JNL/Xxxxxxx Xxxxx U.S. Equity Flex Fund
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JNL/Xxxxxx Oakmark Global Equity Fund
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JNL/Invesco Global Real Estate Fund
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JNL/Invesco International Growth Fund
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JNL/Invesco Large Cap Growth Fund
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JNL/Invesco Mid Cap Value Fund
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JNL/Invesco Small Cap Growth Fund
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JNL/JPMorgan Midcap Growth Fund
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JNL/JPMorgan U.S. Government & Quality Bond Fund
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JNL/Lazard Emerging Markets Fund
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JNL/Mellon Capital European 30 Fund
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JNL/Mellon Capital Pacific Rim 30 Fund
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JNL/Xxxxxx Xxxxxxx Mid Cap Growth Fund
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JNL/Xxxxxxxxx Xxxxxx Strategic Income Fund
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JNL/Xxxxxxxxxxx Emerging Markets Innovator Fund
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JNL/Xxxxxxxxxxx Global Growth Fund
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JNL/PPM America Floating Rate Income Fund
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JNL/PPM America High Yield Bond Fund
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JNL/PPM America Mid Cap Value Fund
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JNL/PPM America Small Cap Value Fund
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JNL/PPM America Value Equity Fund
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JNL/X. Xxxx Price Established Growth Fund
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JNL/X. Xxxx Price Mid-Cap Growth Fund
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JNL/X. Xxxx Price Short-Term Bond Fund
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JNL/X. Xxxx Price Value Fund
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JNL/Westchester Capital Event Driven Fund
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JNL/PPM America Low Duration Bond Fund
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JNL/PPM America Total Return Fund
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JNL Strategic Income Fund LLC
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JNL/PPM America Strategic Income Fund
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A-1
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JNL Variable Fund LLC
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JNL/Mellon Capital Global 30 Fund
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JNL/Mellon Xxxxxxx XXX 0 Xxxx
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XXX/Xxxxxx Capital Nasdaq® 25 Fund
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JNL/Mellon Capital S&P® 24 Fund
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JNL/Mellon Capital S&P® XXxx 60 Fund
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Xxxxxxx Variable Series Trust
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JNL/DFA U.S. Micro Cap Fund
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JNL/DoubleLine Total Return Fund
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JNL/Xxxxx Xxxxx Global Macro Absolute Return Advantage Fund
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JNL/Lazard International Strategic Equity Fund
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JNL/Xxxxxxxxx Xxxxxx Currency Fund
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JNL/Xxxxxxxxx Xxxxxx Risk Balanced Commodity Strategy Fund
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JNL/Xxxxxxxx Convertible Arbitrage Fund
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JNL/PPM America Long Short Credit Fund
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JNL/X. Xxxx Price Capital Appreciation Fund
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Cayman Islands Entities:
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JNL/AB Dynamic Asset Allocation Fund Ltd.
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JNL/Xxxxxxxxx Xxxxxx Risk Balanced Commodity Strategy Fund Ltd.
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