Amended and Restated Agreement and Declaration of Trust of Goldman Sachs ETF Trust II a Delaware Statutory Trust Principal Place of Business: New York, NY 10282-2198Goldman Sachs ETF Trust II • March 21st, 2022 • Delaware
THIS AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST is made as of the day of September, 2021 by the Trustees hereunder.
MANAGEMENT AGREEMENTManagement Agreement • March 21st, 2022 • Goldman Sachs ETF Trust II • New York
Goldman Sachs ETF Trust II (the “Registrant”) is organized as a statutory trust under the laws of the State of Delaware to engage in the business of an investment company. The shares of the Registrant (“Shares”) may be divided into multiple series (“Series”), including the Series listed on Annex A (including any Series added to Annex A in the future, each a “Fund”). Each Series will represent the interests in a separate portfolio of securities and other assets. Each Series may be terminated, and additional Series established, from time to time by action of the Trustees of the Registrant (the “Trustees”). The Registrant on behalf of each Fund has selected you to act as the investment adviser of each Fund and to provide certain services, as more fully set forth below, and you are willing to act as such investment adviser and to perform such services under the terms and conditions set forth in this Management Agreement (this “Agreement”). The provisions of this Agreement shall be construe
AMENDMENT TO CUSTODY AGREEMENTCustody Agreement • March 21st, 2022 • Goldman Sachs ETF Trust II • New York
This Amendment (“Amendment”) is made as of March 10, 2022 (the “Effective Date”), by and between each of Goldman Sachs Trust, Goldman Sachs Variable Insurance Trust, Goldman Sachs ETF Trust, Goldman Sachs Real Estate Diversified Income Fund, Cayman Commodity-MFS, LLC, and Goldman Sachs ETF Trust II, separately and not jointly (collectively, the “Funds”), and THE BANK OF NEW YORK MELLON (“BNY Mellon”).
AMENDMENT TO TRANSFER AGENCY AND SERVICES AGREEMENTTransfer Agency and Services Agreement • March 21st, 2022 • Goldman Sachs ETF Trust II • New York
This Amendment (“Amendment”) is made as of March 10, 2022 (“Effective Date”), by and between each of Goldman Sachs ETF Trust and Goldman Sachs ETF Trust II, separately and not jointly (each, a “Trust” and collectively, the “Trusts”), and THE BANK OF NEW YORK MELLON (the “Bank”).
AMENDMENT TO FUND ADMINISTRATION AND ACCOUNTING AGREEMENTFund Administration and Accounting Agreement • March 21st, 2022 • Goldman Sachs ETF Trust II • New York
This Amendment (“Amendment”) is made as of March 17, 2022 (the “Effective Date”), by and between each of Goldman Sachs Trust, Goldman Sachs Variable Insurance Trust, Goldman Sachs ETF Trust, Goldman Sachs ETF Trust II, Goldman Sachs Real Estate Diversified Income Fund and Cayman Commodity-MFS, LLC, separately and not jointly (collectively, the “Funds”), and The Bank of New York Mellon (“BNY Mellon”).
AUTHORIZED PARTICIPANT AGREEMENT FOR GOLDMAN SACHS ETF TRUST AND GOLDMAN SACHS ETF TRUST IIAuthorized Participant Agreement • March 21st, 2022 • Goldman Sachs ETF Trust II • New York
This Authorized Participant Agreement (this “Agreement”) is entered into by and between ALPS Distributors, Inc. (the “Distributor”) and ________________________________ (the “Authorized Participant” or the “AP”) and is subject to acceptance by The Bank of New York Mellon (the “BNYM ETF Administrator” or the “Transfer Agent”). The Transfer Agent serves as the transfer agent for the Goldman Sachs ETF Trust and Goldman Sachs ETF Trust II (each, a “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 each 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 each Trust acting on an agency basis in connection with the sale and distribution of share
Letterhead of Goldman Sachs Group, Inc.]Goldman Sachs ETF Trust II • March 21st, 2022
AMENDMENT 8Confidential • March 21st, 2022 • Goldman Sachs ETF Trust II
This amendment (the “Amendment”) between the parties signing below (“Parties”) amends the Existing Agreement as of [ ], 2022 (“Effective Date”):
