0000928816-24-001264 Sample Contracts

SUBADVISORY AGREEMENT
Subadvisory Agreement • August 27th, 2024 • Putnam ETF Trust

THIS SUBADVISORY AGREEMENT made as of July 15, 2024 by and between PUTNAM INVESTMENT MANAGEMENT, LLC, a limited liability company organized and existing under the laws of the State of Delaware (hereinafter called “PIM”), and FRANKLIN ADVISERS, INC. (“FAV”), a corporation organized and existing under the laws of California.

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PUTNAM FUNDS SUBADVISORY Agreement
Putnam Funds Subadvisory Agreement • August 27th, 2024 • Putnam ETF Trust

This Subadvisory Agreement between PUTNAM INVESTMENT MANAGEMENT, LLC, a Delaware limited liability company (the “Adviser”) and PANAGORA ASSET MANAGEMENT, INC., a Delaware corporation (the “Subadviser”) is dated as of December 1, 2023.

PUTNAM FUNDS SUB-MANAGEMENT CONTRACT
Putnam Funds Sub-Management Contract • August 27th, 2024 • Putnam ETF Trust

This Sub-Management Contract is dated as of January 1, 2024 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”).

SUBCONTRACT FOR FUND ADMINISTRATIVE SERVICES
Subcontract for Fund Administrative Services • August 27th, 2024 • Putnam ETF Trust • California

This Subcontract, dated as of June 1, 2024, is between Putnam Investment Management, LLC, a Delaware limited liability company (the “Investment Manager”), and Franklin Templeton Services, LLC (the “Administrator”).

AMENDMENT NO. 12 TO CREDIT AGREEMENT
Credit Agreement • August 27th, 2024 • Putnam ETF Trust

AMENDMENT NO. 12 (this “Amendment”), dated as of April 30, 2024 to the Credit Agreement, dated as of September 24, 2015, among each trust listed on Schedule 2 hereto, the Banks and other lending institutions party thereto (the “Existing Banks”), and State Street Bank and Trust Company, as Agent (in such capacity the “Agent”), as amended, supplemented or otherwise modified by Joinder Agreement No. 1, dated as of August 29, 2016, Letter Agreement, dated as of August 29, 2016, Amendment No. 1 to Credit Agreement, dated as of September 22, 2016, Notice Letter, dated October 5, 2016, Notice Letter, dated February 22, 2017, Notice Letter, dated April 19, 2017, Amendment No. 2 to Credit Agreement, dated as of September 21, 2017, Amendment No. 3 to Credit Agreement, dated as of September 20, 2018, Consent No. 1, dated as of November 30, 2018, Notice Letter, dated May 31, 2019, Consent No. 2, dated as of June 24, 2019, Amendment No. 4 to Credit Agreement, dated as of September 19, 2019, Amendme

July 2, 2024 Putnam ETF Trust c/o Putnam U.S. Holdings I, LLC, successor in interest to Putnam Investments, LLC 100 Federal Street Boston, MA 02110 Attention: Matthew Hinkle
Letter Agreement • August 27th, 2024 • Putnam ETF Trust

RE: Letter Agreement (“Letter Agreement”) Extending Term for each Putnam exchange traded fund identified on Appendix A (each, a “Putnam ETF Fund”, and collectively, the “Putnam ETF Funds”) to the Master Sub-Accounting Services Agreement dated as of January 1, 2007 (as amended, the “Master Sub-Accounting Agreement”) and the Confidential Letter Agreement dated January 1, 2007 related to the Master Sub-Accounting Agreement (together with the Master Sub-Accounting Agreement, the “Sub-Accounting Agreement”) between Putnam Investment Management, LLC (the “Putnam”) and State Street Bank and Trust Company (“State Street”)

amendment no. 12 and CONSENT NO. 4 TO CREDIT AGREEMENT
Credit Agreement • August 27th, 2024 • Putnam ETF Trust

AMENDMENT NO. 12 AND CONSENT NO. 4 (this “Amendment”), dated as of December 7, 2023, to the uncommitted discretionary demand line of credit evidenced by that letter agreement, dated September 24, 2015, among each management investment company listed on Appendix I to the Credit Agreement (the “Borrowers”) and State Street Bank and Trust Company (the “Bank”) (as the same has been or may be further amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”).

Putnam ETF Trust Boston, Massachusetts 02110
Distribution Agreement • August 27th, 2024 • Putnam ETF Trust

We, Putnam ETF Trust (the “Trust”), are a Delaware statutory trust operating as an open-end management investment company, which is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), and whose shares are registered under the Securities Act of 1933, as amended (the “1933 Act”). We have currently issued 12 series, and may in the future issue additional series, of our authorized but unissued shares of beneficial interest (the “Shares”), generally only in aggregations constituting a Creation Unit, as such term is defined in the registration statement filed from time to time by the Trust with the U.S. Securities and Exchange Commission (the “Commission”) and effective under the 1933 Act and the 1940 Act (the “Registration Statement”), only to Authorized Participants (as that term is defined in the Registration Statement) in accordance with applicable Federal and State securities laws. Shares are or are anticipated to be listed for trading on one or more nation

July 2, 2024 Putnam ETF Trust c/o Putnam U.S. Holdings I, LLC, successor in interest to Putnam Investments, LLC 100 Federal Street Boston, MA 02110 Attention: Matthew Hinkle
Letter Agreement • August 27th, 2024 • Putnam ETF Trust

RE: Letter Agreement (“Letter Agreement”) Extending Term for each Putnam exchange traded fund identified on Appendix A (each, a “Putnam ETF Fund”, and collectively, the “Putnam ETF Funds”) to the Master Custodian Agreement dated as of January 1, 2007 (as amended, the “Master Custodian Agreement”) and the Confidential Letter Agreement dated January 1, 2007 related to the Master Custodian Agreement (together with the Master Custodian Agreement, the “Custodian Agreement”) between each management investment company identified on Appendix A thereto (the “Funds”) and State Street Bank and Trust Company (“State Street”)

AUTHORIZED PARTICIPANT AGREEMENT FOR PUTNAM ETF TRUST
Authorized Participant Agreement • August 27th, 2024 • Putnam ETF Trust • New York

This Authorized Participant Agreement (this “Agreement”) is entered into by and between Franklin Distributors, LLC (the “Distributor”) and ________________ (the “Authorized Participant” or the “AP”) and is subject to acceptance by State Street Bank and Trust Company (the “Transfer Agent”). The Transfer Agent serves as the transfer agent for Putnam ETF Trust (the “Trust”) and is a Receipt Agent as that term is defined in the rules of the National Securities Clearing Corporation (“NSCC”). The Distributor, the Transfer Agent and the Authorized Participant acknowledge and agree that the Trust shall be a third-party beneficiary of this Agreement and shall receive the benefits contemplated by this Agreement, to the extent specified herein. The Distributor has been retained to provide services as principal underwriter of the Trust acting on an agency basis in connection with the sale and distribution of shares of beneficial interest, without par value (sometimes referred to as “Shares”), of e

PUTNAM ETF TRUST MANAGEMENT CONTRACT
Putnam Etf Trust Management Contract • August 27th, 2024 • Putnam ETF Trust

This Management Contract (the “Contract”) is dated as of January 1, 2024 between PUTNAM ETF TRUST, a Delaware statutory trust (the “Fund”), and PUTNAM INVESTMENT MANAGEMENT, LLC, a Delaware limited liability company (the “Manager”).

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