Sub-Administration and Sub-Fund Accounting Services Agreement Sample Contracts

AMENDMENT NO. 2 TO SUB-ADMINISTRATION AND SUB-FUND ACCOUNTING SERVICES AGREEMENT
Sub-Administration and Sub-Fund Accounting Services Agreement • October 25th, 2018 • Victory Portfolios II

THIS AMENDMENT made as of February 28, 2018 (“Amendment”) to that certain Sub-Administration and Sub-Fund Accounting Services Agreement dated as of October 1, 2015 (as amended and in effect as of the date hereof, “Agreement”), by and between Victory Capital Management Inc. (“Client”) and Citi Fund Services Ohio, Inc. (“Service Provider” and, with the Client, referred to herein individually as “Party” and collectively as “Parties”). All capitalized terms used but not defined herein shall have the meaning given to them in the Agreement. This Amendment shall be effective as of June 1, 2018 (anticipated compliance date for Forms N-CEN and N-PORT) or, if such date is extended by the U.S. Securities and Exchange Commission (“SEC”), the compliance date as identified by the SEC as it pertains to the Client.

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SUB-ADMINISTRATION AND SUB-FUND ACCOUNTING SERVICES AGREEMENT
Sub-Administration and Sub-Fund Accounting Services Agreement • October 24th, 2024 • Victory Portfolios

THIS AMENDMENT No. made as of June 25, 2024 (“Amendment”) to that certain Sub- Administration and Sub-Fund Accounting Services Agreement dated as of October 1, 2015 (as amended and in effect as of the date hereof) (“Agreement”) between Victory Capital Management Inc. (“Client”) and Citi Fund Services Ohio, Inc. (“Service Provider”) and, with the Client, referred to herein individually as “Party” and collectively as “Parties.” All capitalized terms used but not defined herein shall have the meaning given to them in the Agreement.

SUB-ADMINISTRATION AND SUB-FUND ACCOUNTING SERVICES AGREEMENT
Sub-Administration and Sub-Fund Accounting Services Agreement • October 24th, 2024 • Victory Portfolios II

THIS AMENDMENT No. 15 made as of October 1, 2024 (“Amendment”) to that certain Sub- Administration and Sub-Fund Accounting Services Agreement dated as of October 1, 2015 (as amended and in effect as of the date hereof) (“Agreement”) between Victory Capital Management Inc. (“Client”) and Citi Fund Services Ohio, Inc. (“Service Provider”) and, with the Client, referred to herein individually as “Party” and collectively as “Parties.” All capitalized terms used but not defined herein shall have the meaning given to them in the Agreement.

AMENDMENT NO.12 TO
Sub-Administration and Sub-Fund Accounting Services Agreement • April 14th, 2023 • Victory Variable Insurance Funds

THIS AMENDMENT made as of January 1, 2023 ("Amendment") to that certain Sub- Administration and Sub-Fund Accounting Services Agreement dated as of October 1, 2015 (as amended and in effect as of the date hereof, "Agreement"), by and between Victory Capital Management Inc. ("Client") and Citi Fund Services Ohio, Inc. ("Service Provider" and, with the Client, referred to herein individually as "Party" and collectively as "Parties"). All capitalized terms used but not defined herein shall have the meaning given to them in the Agreement.

AMENDMENT NO.4 TO SUB-ADMINISTRATION AND SUB-FUND ACCOUNTING SERVICES AGREEMENT
Sub-Administration and Sub-Fund Accounting Services Agreement • October 25th, 2019 • Victory Portfolios

THIS AMENDMENT made as of July 1, 2019 (“Amendment”) to that certain Sub-Administration and Sub-Fund Accounting Services Agreement dated as of October 1, 2015 (as amended and in effect as of the date hereof, “Agreement”), by and between Victory Capital Management Inc. (“Client”) and Citi Fund Services Ohio, Inc. (“Service Provider” and, with the Client, referred to herein individually as “Party” and collectively as “Parties”). All capitalized terms used but not defined herein shall have the meaning given to them in the Agreement.

AMENDMENT NO. 13
Sub-Administration and Sub-Fund Accounting Services Agreement • April 27th, 2023 • Victory Portfolios Iii

THIS AMENDMENT made as of April 24th, 2023 ("Amendment") to that certain Sub- Administration and Sub-Fund Accounting Services Agreement dated as of October 1, 2015 (as amended and in effect as of the date hereof, "Agreement"), by and between Victory Capital Management Inc. ("Client") and Citi Fund Services Ohio, Inc. ("Service Provider" and, with the Client, referred to herein individually as "Party" and collectively as "Parties"). All capitalized terms used but not defined herein shall have the meaning given to them in the Agreement.

SUB-ADMINISTRATION AND SUB-FUND ACCOUNTING SERVICES AGREEMENT VICTORY CAPITAL MANAGEMENT INC. (re: Victory Portfolios, Victory Portfolios II and Victory Variable Insurance Funds) and CITI FUND SERVICES OHIO, INC.
Sub-Administration and Sub-Fund Accounting Services Agreement • January 18th, 2017 • Victory Portfolios II • New York

THIS SUB-ADMINISTRATION AND SUB-FUND ACCOUNTING SERVICES AGREEMENT is made effective October 1, 2015, by and between Victory Capital Management Inc., a corporation organized under the laws of New York, (“VCM” or the “Client”) and Citi Fund Services Ohio, Inc., an Ohio corporation with its primary place of business at 3435 Stelzer Road, Columbus, Ohio 43219 (the “Service Provider” and, with the Client, the “Parties”).

AMENDMENT NO.5 TO SUB-ADMINISTRATION AND SUB-FUND ACCOUNTING SERVICES AGREEMENT
Sub-Administration and Sub-Fund Accounting Services Agreement • September 2nd, 2020 • Victory Portfolios II

THIS AMENDMENT made as of June 18, 2020 (“Amendment”) to that certain Sub-Administration and Sub-Fund Accounting Services Agreement dated as of October 1, 2015 (as amended and in effect as of the date hereof, “Agreement”), by and between Victory Capital Management Inc. (“Client”) and Citi Fund Services Ohio, Inc. (“Service Provider” and, with the Client, referred to herein individually as “Party” and collectively as “Parties”). All capitalized terms used but not defined herein shall have the meaning given to them in the Agreement.

AMENDMENT NO. 3 TO
Sub-Administration and Sub-Fund Accounting Services Agreement • February 26th, 2019 • Victory Institutional Funds

THIS AMENDMENT made as of March 28, 2018 (“Amendment”) amends that certain Sub-Administration and Sub-Fund Accounting Services Agreement dated as of October 9, 2007 and effective as of August 31, 2007 (as amended and in effect as of the date hereof, “Agreement”), by and between Victory Capital Management Inc. (“Client”) and Citi Fund Services Ohio, Inc. (“Service Provider”). All capitalized terms used but not defined herein shall have the meanings given to them in the Agreement. This Amendment shall be effective as of June 1, 2018 (anticipated compliance date for Forms N-CEN and N-PORT) or, if such date is extended by the U.S. Securities and Exchange Commission (“SEC”), the compliance date as identified by the SEC as it pertains to Client.

AMENDMENT NO.6 TO SUB-ADMINISTRATION AND SUB-FUND ACCOUNTING SERVICES AGREEMENT
Sub-Administration and Sub-Fund Accounting Services Agreement • September 2nd, 2020 • Victory Portfolios II

THIS AMENDMENT made as of August 25, 2020 (“Amendment”) to that certain Sub-Administration and Sub-Fund Accounting Services Agreement dated as of October 1, 2015 (as amended and in effect as of the date hereof, “Agreement”), by and between Victory Capital Management Inc. (“Client”) and Citi Fund Services Ohio, Inc. (“Service Provider” and, with the Client, referred to herein individually as “Party” and collectively as “Parties”). All capitalized terms used but not defined herein shall have the meaning given to them in the Agreement.

AMENDMENT NO.3 TO SUB-ADMINISTRATION AND SUB-FUND ACCOUNTING SERVICES AGREEMENT
Sub-Administration and Sub-Fund Accounting Services Agreement • April 16th, 2019 • Victory Variable Insurance Funds

THIS AMENDMENT made as of February 27, 2019 (“Amendment”) to that certain Sub-Administration and Sub-Fund Accounting Services Agreement dated as of October 1, 2015 (as amended and in effect as of the date hereof, “Agreement”), by and between Victory Capital Management Inc. (“Client”) and Citi Fund Services Ohio, Inc. (“Service Provider” and, with the Client, referred to herein individually as “Party” and collectively as “Parties”). All capitalized terms used but not defined herein shall have the meaning given to them in the Agreement.

AMENDMENT NO.6 TO Sub-Administration and Sub-Fund Accounting Services AGREEMENT
Sub-Administration and Sub-Fund Accounting Services Agreement • July 16th, 2021 • Victory Portfolios II

THIS AMENDMENT made as of August 25, 2020 (“Amendment”) to that certain Sub-Administration and Sub-Fund Accounting Services Agreement dated as of October 1, 2015 (as amended and in effect as of the date hereof, “Agreement”), by and between Victory Capital Management Inc. (“Client”) and Citi Fund Services Ohio, Inc. (“Service Provider” and, with the Client, referred to herein individually as “Party” and collectively as “Parties”). All capitalized terms used but not defined herein shall have the meaning given to them in the Agreement.

AMENDMENT NO.7 TO
Sub-Administration and Sub-Fund Accounting Services Agreement • February 25th, 2021 • Victory Portfolios

THIS AMENDMENT made as of December 2, 2020 ("Amendment") to that certain Sub- Administration and Sub-Fund Accounting Services Agreement dated as of October 1, 2015 (as amended and in effect as of the date hereof, "Agreement"), by and between Victory Capital Management Inc. ("Client") and Citi Fund Services Ohio, Inc. ("Service Provider" and, with the Client, referred to herein individually as "Party" and collectively as "Parties"). All capitalized terms used but not defined herein shall have the meaning given to them in the Agreement.

AMENDMENT NO.8 TO Sub-Administration and Sub-Fund Accounting Services AGREEMENT
Sub-Administration and Sub-Fund Accounting Services Agreement • July 16th, 2021 • Victory Portfolios II

THIS AMENDMENT made as of April 1, 2021 (“Amendment”) to that certain Sub-Administration and Sub-Fund Accounting Services Agreement dated as of October 1, 2015 (as amended and in effect as of the date hereof, “Agreement”), by and between Victory Capital Management Inc. (“Client”) and Citi Fund Services Ohio, Inc. (“Service Provider” and, with the Client, referred to herein individually as “Party” and collectively as “Parties”). All capitalized terms used but not defined herein shall have the meaning given to them in the Agreement.

AMENDMENT NO.11 TO
Sub-Administration and Sub-Fund Accounting Services Agreement • October 6th, 2022 • Victory Portfolios II

THIS AMENDMENT made as of August 30, 2022 ("Amendment") to that certain Sub- Administration and Sub-Fund Accounting Services Agreement dated as of October 1, 2015 (as amended and in effect as of the date hereof, "Agreement"), by and between Victory Capital Management Inc. ("Client") and Citi Fund Services Ohio, Inc. ("Service Provider" and, with the Client, referred to herein individually as "Party" and collectively as "Parties"). All capitalized terms used but not defined herein shall have the meaning given to them in the Agreement.

AMENDMENT NO.7 TO Sub-Administration and Sub-Fund Accounting Services AGREEMENT
Sub-Administration and Sub-Fund Accounting Services Agreement • July 16th, 2021 • Victory Portfolios II

THIS AMENDMENT made as of December 2, 2020 (“Amendment”) to that certain Sub-Administration and Sub-Fund Accounting Services Agreement dated as of October 1, 2015 (as amended and in effect as of the date hereof, “Agreement”), by and between Victory Capital Management Inc. (“Client”) and Citi Fund Services Ohio, Inc. (“Service Provider” and, with the Client, referred to herein individually as “Party” and collectively as “Parties”). All capitalized terms used but not defined herein shall have the meaning given to them in the Agreement.

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