AMENDMENT NO. 21 TO TRANSFER AGENCY SERVICES AGREEMENT
Exhibit (h)(1)(z)
AMENDMENT NO. 21
TO
TRANSFER AGENCY SERVICES AGREEMENT
This Amendment No. 21 to Transfer Agency Services Agreement, dated as of July 1, 2015 (“Amendment No. 21”), is being entered into by and between BNY Mellon Investment Servicing (US) Inc., a Massachusetts corporation (formerly known as PFPC Inc.) (“BNYM”), Pacific Life Insurance Company, a Nebraska corporation (formerly a California corporation) (“Pacific Life”) and Pacific Funds Series Trust, a Delaware statutory trust (formerly Pacific Life Funds) (“Trust”).
Background
A. | BNYM, Pacific Life and the Trust are parties to that certain Transfer Agency Services Agreement dated as of August 1, 2001 and the various amendments thereto listed on Exhibit F and dated prior to the date hereof (collectively, the “Agreement”). |
B. | The parties agree to amend the Agreement as set forth in this Amendment No. 21. |
Terms
In consideration of the mutual covenants contained herein and other good and valuable consideration, receipt of which is hereby acknowledged, the parties intending to be legally bound agree as set forth above and as follows:
1. | Modifications to Agreement. The Agreement is amended as follows: |
(a) | Any and all references to “Pacific Life Funds” and “Pacific Funds” in the Agreement are hereby deleted and replaced with “Pacific Funds Series Trust” and any and all references to “Fund” in the Agreement are hereby deleted and replaced with “Trust.” |
(b) | The current Exhibit A shall be deleted and replaced in its entirety with the Exhibit A attached to this Amendment No. 21. |
(c) | The Exhibit F shall be deleted in its entirety and replaced with the Exhibit F attached to this Amendment No. 21. |
2. Adoption of Amended Agreement by New Portfolios. Each Portfolio that has been added to Exhibit A by virtue of this Amendment No. 21 acknowledges and agrees that (i) by virtue of its execution of this Amendment No. 21, it becomes and is a party to the Agreement as amended by this Amendment No. 21 (“Amended Agreement”) as of the date first written above, or if BNYM commenced providing services to the Portfolio prior to the date first written above, as of the date BNYM first provided services to the Portfolio, and (ii) it is bound by all terms and conditions of the Amended Agreement as of such date. The term “Portfolio” has the same meaning in this Amendment No. 21 as it has in the Agreement.
3. Remainder of Agreement. Except as explicitly amended by this Amendment No. 21, the terms and provisions of the Agreement are hereby ratified, declared and remain in full force and effect.
4. Governing Law. The governing law of the Agreement shall be the governing law of this Amendment No. 21.
5. Entire Agreement. This Amendment No. 21 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 Agreement with respect to such subject matter, and supersedes all prior and contemporaneous proposals, agreements, contracts, representations and understandings, whether written, oral or electronic, between the parties with respect to the same subject matter.
1
6. Facsimile Signatures; Counterparts. This Amendment No. 21 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 No. 21 or of executed signature pages to this Amendment No. 21 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 No. 21.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 21 to be executed by their duly authorized officers as of the day and year first written above.
BNY MELLON INVESTMENT SERVICING (US) INC.
By: /s/ Xxxxxxx Xxx
Name: Xxxxxxx Xxx
Title: Vice President
PACIFIC LIFE INSURANCE COMPANY
By: /s/ Xxxxxx X. Xxxxxxxx | By: /s/ Xxxx X. Xxxx | |
Name: Xxxxxx X. Xxxxxxxx | Name: Xxxx X. Xxxx | |
Title: SVP, Fund Advisor Operations | Title: Secretary |
PACIFIC FUNDS SERIES TRUST
On behalf of itself, and each separate Portfolio, series, class, tier or other subdivision of the Trust or Portfolios listed on Exhibit A to the Agreement.
By: /s/ Xxxxxx X. Xxxxxxxx | By: /s/ Xxxxxxx X. XxxXxxxx | |
Name: Xxxxxx X. Xxxxxxxx | Name: Xxxxxxx X. XxxXxxxx | |
Title: SVP, Fund Advisor Operations | Title: VP & Assistant Secretary |
2
EXHIBIT A
THIS EXHIBIT A, amended and restated effective as of July 1, 2015, is Exhibit A to that certain Transfer Agency Services Agreement dated as of August 1, 2001 by and among BNY Mellon Investment Servicing (US) Inc., Pacific Life Insurance Company, and Pacific Funds Series Trust, as amended.
PORTFOLIOS
Pacific FundsSM Portfolio Optimization Conservative
Pacific FundsSM Portfolio Optimization Moderate-Conservative
Pacific FundsSM Portfolio Optimization Moderate
Pacific FundsSM Portfolio Optimization Growth
(formerly named PL Portfolio Optimization Moderate-Aggressive Fund)
Pacific FundsSM Portfolio Optimization Aggressive-Growth
(formerly named PL Portfolio Optimization Aggressive Fund)
Pacific FundsSM Core Income
(formerly named PL Income Fund)
Pacific FundsSM Floating Rate Income
Pacific FundsSM High Income
Pacific FundsSM Short Duration Income
Pacific FundsSM Strategic Income
Pacific FundsSM Limited Duration High Income
Pacific FundsSM Diversified Alternatives
PF International Value Fund
PF Short Duration Bond Fund
PF Growth Fund
PF Mid-Cap Equity Fund
PF Large-Cap Growth Fund
PF International Large-Cap Fund
PF Small-Cap Value Fund
PF Main Street Core Fund
3
PF Emerging Markets Fund
PF Managed Bond Fund
PF Inflation Managed Fund
PF Large-Cap Value Fund
XX Xxxxxxxx Fund
PF Mid-Cap Growth Fund
PF Small-Cap Growth Fund
PF Real Estate Fund
PF Floating Rate Loan Fund
PF Emerging Markets Debt Fund
PF Currency Strategies Fund
PF Global Absolute Return Fund
PF International Small-Cap Fund
PF Absolute Return Fund
PF Equity Long/Short Fund
PF Mid-Cap Value Fund*
* | Being added by this Amendment No. 21. Services effective upon commencement of fund operations |
4
EXHIBIT F
Name
|
Date
| |
Transfer Agency Services Amendment – Exhibit A |
12/31/2001 | |
Anti-Money Laundering and Privacy Amendment |
7/24/2002 | |
Amendment Number 1 To The Transfer Agency Services Agreement |
7/31/2002 | |
Transfer Agency Services Amendment – Exhibit A |
12/31/2002 | |
Amendment To The Transfer Agency Services Agreement |
1/1/2003 | |
Amendment To The Transfer Agency Services Agreement |
10/1/2003 | |
Customer Identification Services Agreement |
10/1/2003 | |
Amendment To Transfer Agency Services Agreement |
1/1/2007 | |
Transfer Agency Services Amendment – Exhibit A |
7/1/2007 | |
Revised Exhibit A to the Transfer Agency Services Agreement |
7/1/2008 | |
Red Flag Services Amendment |
5/1/2009 | |
Amendment No. 12 to Transfer Agency Services Agreement |
12/31/2009 | |
Amendment No. 13 to Transfer Agency Services Agreement |
12/6/2010 | |
Amended and Restated Exhibit A to the Transfer Agency Services Agreement |
6/30/2011 | |
Amended and Restated Exhibit A to the Transfer Agency Services Agreement |
7/1/2012 | |
Amendment No. 14 to the Transfer Agency Services Agreement |
12/7/2012 | |
Amendment No. 15 to the Transfer Agency Services Agreement |
04/01/2013 | |
Amendment No. 16 to the Transfer Agency Services Agreement |
7/31/2013 | |
Amendment No. 17 to the Transfer Agency Services Agreement |
12/31/2013 | |
Amendment No. 18 to the Transfer Agency Services Agreement |
12/31/2014 | |
Amendment No. 19 to the Transfer Agency Services Agreement |
4/27/2015 | |
Amendment No. 20 to the Transfer Agency Services Agreement |
6/30/2015 | |
Amendment No. 21 to the Transfer Agency Services Agreement |
7/1/2015 |
5