investment ADVISORY AGREEMENTInvestment Advisory Agreement • December 20th, 2022 • Advisors' Inner Circle Fund II • Massachusetts
THIS AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT (the “Agreement”) is made as of this 30th day of November 2022, by and between The Advisors’ Inner Circle Fund II (the “Trust”), a Massachusetts business trust registered as an investment company under the Investment Company Act of 1940, as amended (the “1940 Act”), and PMV Capital Advisers, LLC, a limited liability corporation organized under the laws of the State of Texas, with the Adviser’s principal place of business at 15660 Dallas Parkway, Suite 1250, Dallas, TX 75248.
EXPENSE LIMITATION AGREEMENTExpense Limitation Agreement • December 20th, 2022 • Advisors' Inner Circle Fund II • Massachusetts
EXPENSE LIMITATION AGREEMENT, effective as of November 30th, 2022, by and between PMV Capital Advisers, LLC (the “Adviser”) and The Advisors’ Inner Circle Fund II (the “Trust”) (the “Agreement”), on behalf of the series of the Trust set forth in Schedule A (each, a “Fund,” and collectively, the “Funds”).
CUSTODIAN AND TRANSFER AGENT AGREEMENTCustodian and Transfer Agent Agreement • December 20th, 2022 • Advisors' Inner Circle Fund II • New York
THIS AGREEMENT (this Agreement), dated as of December 6, 2022, between THE ADVISORS’ INNER CIRCLE FUND II (the Fund, including on behalf of each of its separate series listed on Exhibit A hereto, the Portfolios), a management investment company organized as a Massachusetts business trust under the laws of the Commonwealth of Massachusetts and registered with the Commission under the Investment Company Act of 1940 (the 1940 Act), and BROWN BROTHERS HARRIMAN & CO., a limited partnership formed under the laws of the State of New York (BBH&Co. or, when referring to BBH&Co. in its capacity as custodian, the Custodian, and when referring to BBH&Co. in its capacity as transfer agent, TA). For purposes of this Agreement, reference hereafter to the “Fund” shall mean the Fund and/or the respective Portfolio(s), as the context requires.
INVESTMENT SUBADVISORY AGREEMENTInvestment Subadvisory Agreement • December 20th, 2022 • Advisors' Inner Circle Fund II • Delaware
WHEREAS, pursuant to authority granted to the Adviser by the Board of Trustees (the “Board”) of The Advisors’ Inner Circle Fund II (the “Trust”), a Massachusetts business trust registered as an open-end management investment company under the Investment Company Act of 1940, as amended (the “1940 Act”), on behalf of the series set forth on Schedule A to this Agreement (each, a “Fund,” and, collectively, the “Funds”), and pursuant to the provisions of the Investment Advisory Agreement, dated as of November 30, 2022, by and between the Adviser and the Trust (the “Management Agreement”), the Adviser has selected the Subadviser to act as sub-investment adviser of each Fund and to provide certain related services, as more fully set forth below, and to perform these services under the terms and conditions hereinafter set forth; and
distribution SERVICES AGREEMENTDistribution Services Agreement • December 20th, 2022 • Advisors' Inner Circle Fund II • Pennsylvania
THIS DISTRIBUTION SERVICES AGREEMENT (this “Agreement”) is made as of this 12th day of December, 2022 (“Effective Date”) by and between PMV Capital Advisers, LLC (the “Adviser”), with its principal place of business at 15660 Dallas Parkway, Suite 1250, Dallas, TX 75248, and SEI Investments Distribution Co., a corporation organized under the laws of the Commonwealth of Pennsylvania (“SIDCO”), with its principal place of business at One Freedom Valley Drive, Oaks, PA 19456.
FORM OF AUTHORIZED PARTICIPANT AGREEMENTAuthorized Participant Agreement • December 20th, 2022 • Advisors' Inner Circle Fund II • Pennsylvania
This Authorized Participant Agreement (this “Agreement”) is entered into as of this ___ day of __________, 2022 (the “Effective Date”), by and between _____________________ (the “Participant”) and SEI Investments Distribution Co. (together with SEI Investments Distribution Co.’s affiliates, the “Distributor”), principal underwriter of the The Advisors’ Inner Circle Fund II (the “Trust”), and is subject to acceptance by the Trust and Brown Brothers Harriman & Co., as transfer agent (the “Transfer Agent” or “Index Receipt Agent”) to each investment portfolio operating as an exchange-traded fund of the Trust (each, a “Series”). Capitalized terms used herein and not otherwise defined have the meaning assigned to them in SECTION 14 of this Agreement.
Amendment no. 3 to DISTRIBUTION AGREEMENTDistribution Agreement • December 20th, 2022 • Advisors' Inner Circle Fund II • Pennsylvania
THIS AMENDMENT NO. 3 TO DISTRIBUTION AGREEMENT (this “Amendment”), made this 13th day of December, 2022 (the “Amendment Effective Date”), by and among The Advisors’ Inner Circle Fund II, a Massachusetts business trust formed under the laws of the Commonwealth of Massachusetts (the “Trust”), and SEI Investments Distribution Co. (the “Distributor”), a Pennsylvania corporation.
