0001193125-17-209507 Sample Contracts

FORM OF AUTHORIZED PARTICIPANT AGREEMENT PIMCO ETF Trust PIMCO Equity Series
Authorized Participant Agreement • June 21st, 2017 • PIMCO Equity Series • New York

This Authorized Participant Agreement (the “Agreement”) is entered into between PIMCO Investments LLC (the “Distributor”) and (the “Participant”) and is subject to acceptance by State Street Bank and Trust Company (the “Transfer Agent”). The Distributor, the Participant, and the Transfer Agent acknowledge and agree that PIMCO ETF Trust and PIMCO Equity Series (each a “Trust” and collectively, the “Trusts”) and each exchange-traded series thereof (each, a “Fund,” and collectively, the “Funds”) shall each be a third-party beneficiary of this Agreement and shall each receive the benefits contemplated by this Agreement to the extent specified herein. Capitalized terms used but not defined herein are defined in the current prospectus for each Fund (together with the Statement of Additional Information (“SAI”) incorporated therein, the “Prospectus”).

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FORM OF PARTICIPATION AGREEMENT
Participation Agreement • June 21st, 2017 • PIMCO Equity Series • Delaware

THIS AGREEMENT is entered into as of [ ], 20[ ], among [Name of New Trust], a [ ] trust, on behalf of itself or its separate series listed on Schedule A, severally and not jointly (each, an “Acquiring Fund”), and PIMCO ETF Trust and PIMCO Equity Series, each a statutory trust organized under the laws of the State of Delaware (each, a “Trust” and collectively, the “Trusts”), each on behalf of its respective series listed on Schedule B and such additional series as shall be designated in the future, severally and not jointly (each, a “Fund” and collectively, the “Funds”).

TRANSFER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • June 21st, 2017 • PIMCO Equity Series • Massachusetts

THIS AGREEMENT is made as of the 21 day of May, 2009, by and between STATE STREET BANK AND TRUST COMPANY, a trust company chartered under the laws of the Commonwealth of Massachusetts having its principal office and place of business at One Lincoln Center, Boston, Massachusetts 02111 (“State Street” or the “Transfer Agent”), and PACIFIC INVESTMENT MANAGEMENT COMPANY LLC, a Delaware limited liability company having its principal office and place of business at 840 Newport Center Drive, Newport Beach, California 92660 (“PIMCO” or the “Administrator”) on behalf of PIMCO ETF Trust, a Delaware statutory trust (the “Trust”).

INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • June 21st, 2017 • PIMCO Equity Series • California

INVESTMENT MANAGEMENT AGREEMENT, made this 17th day of May, 2017, between PIMCO Equity Series (the “Trust”), a Delaware statutory trust, and Pacific Investment Management Company LLC (“PIMCO”).

DISTRIBUTION CONTRACT PIMCO Equity Series Newport Beach, California 92660 May 17, 2017
Distribution Agreement • June 21st, 2017 • PIMCO Equity Series
AMENDMENT TO CUSTODY AND INVESTMENT ACCOUNTING AGREEMENT
Custody and Investment Accounting Agreement • June 21st, 2017 • PIMCO Equity Series

This Amendment, made as of this June 20, 2017, to the Custody and Investment Accounting Agreement (as amended, restated, supplemented or otherwise modified and in effect from time to time, the “Agreement”) dated as of as of May 22, 2009 by and between STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company (the “State Street”), PIMCO ETF Trust, a Delaware statutory Trust (the “Trust”), and PACIFIC INVESTMENT MANAGEMENT COMPANY LLC, a Delaware limited liability company (“PIMCO”).

AMENDMENT TO TRANSFER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • June 21st, 2017 • PIMCO Equity Series

This Amendment is made as of June 20, 2017, to the Transfer Agency and Service Agreement (as amended, restated, supplemented or otherwise modified and in effect from time to time, the “Agreement”) dated as of as of May 21, 2009 by and between STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company (“State Street” or the “Transfer Agent”), and PACIFIC INVESTMENT MANAGEMENT COMPANY LLC, a Delaware limited liability company (“PIMCO” or the “Administrator”) on behalf of PIMCO ETF Trust, a Delaware statutory trust (the “Trust”).

CUSTODY AND INVESTMENT ACCOUNTING AGREEMENT
Custody and Investment Accounting Agreement • June 21st, 2017 • PIMCO Equity Series • Massachusetts

THIS AGREEMENT is made effective on the 22nd day of May, 2009, by and between STATE STREET BANK AND TRUST COMPANY, a trust company chartered under the laws of the Commonwealth of Massachusetts (“State Street”), PIMCO ETF Trust, a Delaware statutory trust (the “Trust”), and PACIFIC INVESTMENT MANAGEMENT COMPANY LLC, a Delaware limited liability company (“PIMCO”).

EXPENSE LIMITATION AGREEMENT PIMCO Equity Series Newport Beach, California 92660 May 17, 2017
Expense Limitation Agreement • June 21st, 2017 • PIMCO Equity Series

This Agreement dated May 17, 2017 is between PIMCO Equity Series (the “Trust”) and Pacific Investment Management Company LLC (“PIMCO”). This will confirm the agreement between the Trust and PIMCO as follows:

SUB-ADVISORY AGREEMENT PIMCO EQUITY SERIES Newport Beach, California 92660
Sub-Advisory Agreement • June 21st, 2017 • PIMCO Equity Series • California

WHEREAS, Pacific Investment Management Company LLC, a Delaware limited liability company (the “Adviser”) has been retained by PIMCO Equity Series (the “Trust”), an open-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as investment adviser, to provide investment advisory services to the series of the Trust, including the series listed on Exhibit A attached hereto and made a part hereof, as such Exhibit A may be amended from time to time (each, a “Fund” and, collectively, the “Funds”), pursuant to an investment management agreement;

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