1st Amendment to the Rule 12d1-4 Fund of Funds Investment Agreement
Exhibit H(55)
1st Amendment to the Rule 12d1-4 Fund of Funds Investment Agreement
This Amendment (“Amendment”), effective as of May 17, 2022, to the Rule 12d1-4 Fund of Funds Investment Agreement (“Agreement”), dated January 19, 2022, is entered into between the MassMutual Select Funds (the “Investing Company”), on behalf of each of its series listed on Schedule A, severally and not jointly (each, an “Acquiring Fund”), and each trust identified on Schedule A (each a “Trust” and collectively, the “Trusts”), on behalf of itself and each series of the Trusts listed on Schedule A, severally and not jointly (each, an “Acquired Fund” and together with the Acquiring Funds, the “Funds”).
WHEREAS, the Investing Company hereby desires to amend Schedule A of the Agreement to include JPMorgan Large Cap Value Fund, a series of JPMorgan Trust II, and JPMorgan Emerging Markets Research Enhanced Equity Fund, a series of JPMorgan Trust IV as of the date hereof, as shown on the Schedule A attached hereto.
NOW THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties agree as follows:
| I. | Schedule A is hereby deleted in its entirety and replaced with an updated Schedule A attached hereto. |
Except to the extent modified by the Amendment, the remaining provisions of the Agreement shall remain in full force and effect. In the event of a conflict between the provisions of the Agreement and those of this Amendment, the Amendment shall control.
Signatures on the following page.
IN WITNESS WHEREOF, the Amendment has been executed by a duly authorized officer of each party, to be effective as of the date set forth above.
JPMorgan Trust I
JPMorgan Trust II
JPMorgan Trust IV
JPMorgan Xxxxxxx Mutual Fund Group, Inc.
JPMorgan Mutual Fund Investment Trust
JPMorgan Undiscovered Managers Fund
On behalf of each of its underlying Funds listed on Schedule A, severally and not jointly
| By: | /s/ Xxxxxxx Xxxxx | |
| Name: | Xxxxxxx Xxxxx | |
| Title: | Vice President | |
| Date: | May 18, 2022 |
On behalf of each of its underlying Funds listed on Schedule A, severally and not jointly
| By: | /s/ Xxxxx Xxxxxxxxx | |
| Name: | Xxxxx Xxxxxxxxx | |
| Title: | CFO & Treasurer | |
| Date: | May 17, 2022 |
SCHEDULE A
List of Funds to Which the Agreement Applies
Acquiring Funds
MassMutual RetireSMARTSM by XX Xxxxxx 2020 Fund
MassMutual RetireSMARTSM by XX Xxxxxx 2025 Fund
MassMutual RetireSMARTSM by XX Xxxxxx 2030 Fund
MassMutual RetireSMARTSM by XX Xxxxxx 2035 Fund
MassMutual RetireSMARTSM by XX Xxxxxx 2040 Fund
MassMutual RetireSMARTSM by XX Xxxxxx 2045 Fund
MassMutual RetireSMARTSM by XX Xxxxxx 2050 Fund
MassMutual RetireSMARTSM by XX Xxxxxx 2055 Fund
MassMutual RetireSMARTSM by XX Xxxxxx 2060 Fund
MassMutual RetireSMARTSM by XX Xxxxxx In Retirement Fund
Acquired Funds
JPMorgan Trust I
JPMorgan Emerging Markets Debt Fund
JPMorgan Emerging Markets Strategic Debt Fund
JPMorgan Trust II
JPMorgan International Research Enhanced Equity Fund*
JPMorgan Large Cap Value Fund
JPMorgan Trust IV
JPMorgan Emerging Markets Research Enhanced Equity Fund
JPMorgan Xxxxxxx Mutual Fund Group, Inc.
[No Funds currently included.]
JPMorgan Mutual Fund Investment Trust
[No Funds currently included.]
JPMorgan Undiscovered Managers Fund
JPMorgan Realty Income Fund**
*Expected to convert to an ETF on or around 6/10/2022, at which point the fund will no longer be part of the Agreement
**Expected to convert to an ETF on or around 5/20/2022, at which point the fund will no longer be part of the Agreement
