0000928816-21-000557 Sample Contracts

Master Custodian Agreement
Master Custodian Agreement • May 14th, 2021 • Putnam ETF Trust • Massachusetts

This Agreement is made as of January 1, 2007 by and among each management investment company identified on Appendix A hereto, each such investment company acting on its own behalf separately from all of the other investment companies and not jointly or jointly and severally with any of the other investment companies (each such investment company and each management investment company made subject to this Agreement in accordance with Section 21.5 below shall hereinafter be referred to as a “Fund”), and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).

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Amended and Restated Agreement and Declaration of Trust of Putnam ETF Trust a Delaware Statutory Trust Principal Place of Business: 100 Federal Street Boston, MA 02110
Agreement and Declaration of Trust • May 14th, 2021 • Putnam ETF Trust

THIS FIRST AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST (this “Declaration of Trust”) is made as of April 20, 2021 for the purpose of continuing the Trust as a Delaware statutory trust in accordance with the provisions hereinafter set forth.

ETF DISTRIBUTION AGREEMENT
Distribution Agreement • May 14th, 2021 • Putnam ETF Trust • Delaware

This Distribution Agreement (the “Agreement”) is made this 20th day of April, 2021, by and between Putnam ETF Trust, a Delaware statutory trust (the “Trust”) having its principal place of business at 100 Federal Street, Boston, MA 02110, and Foreside Fund Services, LLC, a Delaware limited liability company (the “Distributor”) having its principal place of business at Three Canal Plaza, Suite 100, Portland, ME 04101.

TRANSFER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • May 14th, 2021 • Putnam ETF Trust • Massachusetts

THIS TRANSFER AGENCY AND SERVICE AGREEMENT (this “Agreement”) is made as of the 1st day of April, 2021, by and between STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company having its principal office and place of business at One Lincoln Street, Boston, Massachusetts 02111 (“State Street” or the “Transfer Agent”), and PUTNAM ETF TRUST, a Delaware statutory trust having its principal office and place of business at 100 Federal Street, Boston, MA 02110 (the “Trust”).

FORM OF AUTHORIZED PARTICIPANT AGREEMENT PUTNAM ETF TRUST
Authorized Participant Agreement • May 14th, 2021 • Putnam ETF Trust • New York

This Authorized Participant Agreement (the “Agreement”) is entered into by and between Foreside Fund Services, LLC (the “Distributor”) and __________ (the “Participant”) and is subject to acceptance by State Street Bank and Trust Company (the “Transfer Agent”) as transfer agent for Putnam ETF Trust (the “Trust”), a series trust offering a number of portfolios of securities (each a “Fund” and collectively the “Funds”). Capitalized terms used but not defined herein are defined in the current prospectus for each Fund as it may be supplemented or amended from time to time, and included in the Trust’s Registration Statement on Form N-1A, as it may be amended from time to time, or otherwise filed with the U.S. Securities and Exchange Commission (“SEC”) (together with such Fund’s Statement of Additional Information incorporated therein, the “Prospectus”).

MASTER SUB-ACCOUNTING SERVICES AGREEMENT
Master Sub-Accounting Services Agreement • May 14th, 2021 • Putnam ETF Trust • Massachusetts

This AGREEMENT is made as of January 1, 2007 by and between PUTNAM INVESTMENT MANAGEMENT, LLC, a Delaware limited liability company, having its principal place of business at 1 Post Office Square, Boston, Massachusetts 02109 (the “Administrator”), and STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company, having its principal place of business at 225 Franklin Street, Boston, Massachusetts 02110 (the "Sub-Accounting Agent").

PUTNAM ETF TRUST MANAGEMENT CONTRACT
Management Contract • May 14th, 2021 • Putnam ETF Trust
PUTNAM FUNDS SUB-MANAGEMENT CONTRACT
Sub-Management Contract • May 14th, 2021 • Putnam ETF Trust

This Sub-Management Contract is dated as of April 20, 2021 between PUTNAM INVESTMENT MANAGEMENT, LLC, a Delaware limited liability company (the “Manager”) and PUTNAM INVESTMENTS LIMITED, a company organized under the laws of England and Wales (the “Sub-Manager”).

April 1, 2021
Master Custodian Agreement • May 14th, 2021 • Putnam ETF Trust
AMENDMENT TO MASTER SUB-ACCOUNTING SERVICES AGREEMENT
Master Sub-Accounting Services Agreement • May 14th, 2021 • Putnam ETF Trust

This Amendment to Master Sub-Accounting Services Agreement (“Amendment”) is made as of August 1, 2013, by and between Putnam Investment Management, LLC (the “Administrator”) and State Street Bank and Trust Company (the “Sub-Accounting Agent”).

AMENDMENT TO MASTER CUSTODIAN AGREEMENT
Master Custodian Agreement • May 14th, 2021 • Putnam ETF Trust

This Amendment to Master Custodian Agreement (“Amendment”) is made as of August 1, 2013, by and between each management investment company party thereto (each, a “Fund” and collectively, the “Funds”) and State Street Bank and Trust Company (the “Custodian”).

April 13, 2021 Putnam ETF Trust (the “Trust”)
Purchase Agreement • May 14th, 2021 • Putnam ETF Trust
PUTNAM ETF TRUST DISTRIBUTION PLAN AND AGREEMENT April 20, 2021
Distribution Plan and Agreement • May 14th, 2021 • Putnam ETF Trust

This Plan and Agreement (the “Plan”) constitutes the distribution plan for the shares of the portfolio series (each a “Fund” and collectively the “Funds”) of Putnam ETF Trust, a Delaware statutory trust (the “Trust”), adopted pursuant to the provisions of Rule 12b-1 under the Investment Company Act of 1940 (the “Act”) and the related agreement (the “Agreement”) between the Trust and the Funds’ principal underwriter (the “Distributor”). During the effective term of this Plan, the Trust may incur expenses primarily intended to result in the sale of its shares upon the terms and conditions hereinafter set forth:

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