EX-99.B(H)(4)(P) 3 a19-19337_1ex99dbh4p.htm EX-99.B(H)(4)(P)

Exhibit 99.B(h)(4)(p)

 

AMENDMENT TO

TRANSFER AGENCY AGREEMENT

 

This AMENDMENT (“Amendment”) is made this  14th day of May, 2019, (the “Amendment Effective Date”), between Victory Portfolios (“Client”), formerly known as The Victory Portfolios, and FIS Investor Services LLC (“FIS”), formerly known as SunGard Investor Services LLC (assignee of Citi Fund Services Ohio, Inc., formerly known as BISYS Fund Services Ohio, Inc.), to the Transfer Agency Agreement dated April l, 2002, between Client and Citi, as previously amended, the “Agreement”. All capitalized terms used but not defined herein shall have the meanings given them in the Agreement.

 

WHEREAS, FIS and Client wish to enter into this Amendment to the Agreement to update Schedule A thereto;

 

NOW, THEREFORE, in consideration of the mutual covenants and promises hereinafter contained and for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, intending to be legally bound, Client and FIS hereby agree as follows:

 

l. Amendments.

 

a.             Funds. Schedule A to the Agreement is hereby deleted in its entirety and replaced by the new Schedule A attached hereto.

 

2.             Representations and Warranties.

 

a.             Client represents (i) that it has full power and authority to enter into this Amendment, (ii) that this Amendment, and all information relating thereto has been presented to and reviewed by the Board of Trustees of Client (the “Board”), and (iii) that the Board has approved this Amendment.

 

b.             FIS represents that it has full power and authority to enter into and perform this Amendment.

 

3.             Miscellaneous.

 

a.             This Amendment supplements and amends the Agreement. The provisions set forth in this Amendment supersede all prior negotiations, understandings and agreements bearing upon the subject matter covered herein, including any conflicting provisions of the Agreement or any provisions of the Agreement that directly cover or indirectly bear upon matters covered under this Amendment.

 

b.             Each reference to the Agreement in the Agreement (as it existed prior to this Amendment), shall hereafter be construed as a reference to the Agreement as amended by this Amendment. Except as provided in this Amendment, the provisions of the Agreement remain in full force and effect. No amendment or modification to this Amendment shall be valid unless made in writing and executed by both parties hereto.

 

c.              Paragraph headings in this Amendment are included for convenience only and are not to be used to construe or interpret this Amendment.

 

d.             This Amendment may be executed in counterparts, each of which shall be an original but all of which, taken together, shall constitute one and the same agreement.

 

e.              It is specifically acknowledged that this Amendment is made on behalf of Victory Portfolios, on behalf of each of the Funds listed on Schedule A, individually and not jointly. The assets of any one Fund shall

 

 

not be used to offset the liabilities of any other Fund. Shareholders and Trustees of Client shall not be held personally liable for any obligations of Client, or any of the Funds listed on Schedule A.

 

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed as of the date first above written

 

FIS INVESTOR SERVICES LLC

VICTORY PORTFOLIOS, on behalf of each

 

Fund listed on Schedule A, individually and jointly

 

 

 

 

 

By

/s/ Peggy Poche

 

By:

/s/ Chris Dyer

 

 

 

 

 

Name:

Peggy Poche

 

Name:

Chris Dyer

 

 

 

 

 

Title:

Contract Valuation Manager

 

Title:

President

 

 

 

 

 

Date:

6/20/2019

 

Date:

6/20/19

 

 

SCHEDULE A

 

TO THE TRANSFER AGENCY AGREEMENT
 BETWEEN
VICTORY PORTFOLIOS
AND
FIS INVESTOR SERIVCE LLC

 

 

 

Fund Name

1

 

Victory Diversified Stock Fund

2

 

Victory Floating Rate Fund

3

 

Victory Global Natural Resources Fund

4

 

Victory High Income Municipal Bond Fund

5

 

Victory High Yield Fund

6

 

Victory INCORE Fund for Income

7

 

Victory INCORE Investment Grade Convertible Fund

8

 

Victory INCORE Investment Quality Bond Fund

9

 

Victory INCORE Low Duration Bond Fund

10

 

Victory INCORE Total Return Bond Fund

11

 

Victory Integrity Discovery Fund

12

 

Victory Integrity Mid-Cap Value Fund

13

 

Victory Integrity Small/Mid-Cap Value Fund

14

 

Victory Integrity Small-Cap Value Fund

15

 

Victory Munder Mid-Cap Core Growth Fund

16

 

Victory Munder Multi-Cap Fund

17

 

Victory Munder Small Cap Growth Fund

18

 

Victory NewBridge Large Cap Growth Fund

19

 

Victory RS Global Fund

20

 

Victory RS Growth Fund

21

 

Victory RS International Fund

22

 

Victory RS Investors Fund

23

 

Victory RS Large Cap Alpha Fund

24

 

Victory RS Mid Cap Growth Fund

25

 

Victory RS Partners Fund

26

 

Victory RS Science and Technology Fund

27

 

Victory RS Select Growth Fund

28

 

Victory RS Small Cap Equity Fund

29

 

Victory RS Small Cap Growth Fund

30

 

Victory RS Value Fund

31

 

Victory S&P 500 Index Fund

32

 

Victory Sophus Emerging Markets Fund

33

 

Victory Sophus Emerging Markets Small Cap Fund

34

 

Victory Special Value Fund

35

 

Victory Strategic Allocation Fund

36

 

Victory Strategic Income Fund

37

 

Victory Sycamore Established Value Fund

38

 

Victory Sycamore Small Company Opportunity Fund

39

 

Victory Tax-Exempt Fund

40

 

Victory Trivalent Emerging Markets Small-Cap Fund

41

 

Victory Trivalent International Fund-Core Equity

42

 

Victory Trivalent International Small-Cap Fund

 

As of May 14, 2019