EX-99.H OTH MAT CONT 13 a_nf80mod4.htm a_nf80mod4.htm
December 15, 2011 

 

 

 

 

Each of the Borrowers listed 
on Appendix I hereto 
One Post Office Square 
Boston, MA 02109 
Attention: Jonathan S. Horwitz, 
               Executive Vice President, Principal Executive Officer, 
               Treasurer and Compliance Liaison 

 

RE: Third Amendment to Putnam Funds Uncommitted Line of Credit

Ladies and Gentlemen:

Pursuant to a letter agreement dated as of July 6, 2010 (as amended, the “Loan Agreement”) among State Street Bank and Trust Company (the “Bank”) and each of the management investment companies registered under the Investment Company Act listed on Appendix I attached thereto (each, a “Borrower”), the Bank has made available to each of the Borrowers, for itself or on behalf of designated fund series thereof, a $165,000,000 discretionary, uncommitted, unsecured line of credit (the “Uncommitted Line”). The obligations of the Borrowers arising under the Uncommitted Line are evidenced by a promissory note in the original principal amount of $185,000,000, dated July 1, 2011, executed by each of the Borrowers, for itself or on behalf of such designated fund series thereof, in favor of the Bank (the “Note”). Any capitalized term not otherwise defined herein shall have the same meaning as set forth in the Loan Agreement.

The Borrowers have requested, and the Bank has agreed, to make certain changes to the Loan Documents in connection therewith as set forth below. Therefore, for good and valuable consideration, the receipt of which is hereby acknowledged, the parties hereby agree as follows:

I. Amendments to Loan Documents

Subject to the terms and conditions hereof, the Loan Documents are hereby amended as follows:

1. Each of Putnam Dynamic Risk Allocation Fund and Putnam Short Duration Income Fund, newly established portfolio series of Putnam Funds Trust (each, a “New Fund”), is hereby added as a Fund for all purposes under the terms of the Loan Agreement and Note, and each of the Loan Agreement and Note is hereby deemed amended to reflect the foregoing. Putnam Funds Trust, for and on behalf of Putnam Dynamic Risk Allocation Fund and Putnam Short Duration Income Fund, hereby agree to be bound by all of the terms and conditions of the Loan Documents as a Fund thereunder for all purposes as if it had been an original Fund party thereto.

2. The Appendix I attached to each of the Loan Agreement and the Note, and the Appendix I (or other applicable schedule, appendix or exhibit designation), as applicable,



Putnam Funds
_______________, 2011
Page 2

attached to each other certificate, agreement or form executed and/or delivered in connection with the Loan Agreement which includes such an Appendix I (or other applicable schedule, appendix or exhibit designation) listing the Borrowers and Funds, is hereby deleted and the Appendix I attached hereto is substituted in each instance therefor, such revised Appendix I reflecting the addition of the New Funds.

II. Miscellaneous

1. Other than as expressly amended hereby, all terms and conditions of the Loan Agreement and all related Loan Documents shall remain unchanged and are hereby ratified and affirmed as of the date hereof.

2. Each of the Borrowers, for itself and on behalf of its respective Funds (including each New Fund), represents and warrants to the Bank as follows: (a) no Default or Event of Default has occurred and is continuing on the date hereof under the Loan Documents; (b) each of the representations and warranties contained in the Loan Agreement is true and correct in all respects with respect to such Borrower, for itself and its respective Funds, on and as of the date of this letter amendment except to the extent such representation and warranty is made as of an earlier date; (c) the execution, delivery and performance of this letter amendment, the Note and the Loan Documents, as amended hereby (collectively, the “Amended Loan Documents”): (i) are, and will be, within such Borrower's power and authority, (ii) have been authorized by all necessary proceedings, (iii) do not, and will not, require any consent or approval from any governmental authority or any other party other than those which have been received, (iv) will not contravene any provision of, or exceed any limitation contained in, the declaration of trust, by-laws or other organizational documents or Prospectus of such Borrower or any law, rule or regulation applicable to such Borrower, and (v) do not constitute a default under any other agreement, order or undertaking binding on such Borrower; and (d) each of the Amended Loan Documents constitutes the legal, valid, binding and enforceable obligation of such Borrower, except as the same may be limited by bankruptcy, insolvency, reorganization, moratorium or other laws affecting the enforcement of creditors' rights generally and by general equitable principles.

3. Upon receipt of a fully executed copy of this letter amendment and such other documents or instruments as the Bank may reasonably request, this letter amendment shall be deemed to be an instrument under seal and an amendment to the Loan Agreement to be governed by the laws of The Commonwealth of Massachusetts.

4. A copy of the Agreement and Declaration of Trust of each Borrower, as amended or restated from time to time, is on file with the Secretary of the Commonwealth of The Commonwealth of Massachusetts. Notice is hereby given, and it is expressly agreed, that the obligations of any such Borrower under this letter amendment, the Loan Agreement as amended by this letter amendment, and the other Loan Documents as amended by this letter amendment, shall not be binding upon any of the trustees, shareholders, nominees, officers, agents or employees of such Borrower personally, but bind only the trust property of such Borrower. Furthermore, notice is given that the assets and liabilities of each Fund are separate and distinct and that the obligations of or arising out of the Loan Agreement as amended by this letter amendment and the other Loan Documents as amended by this letter amendment with respect to each Fund are several and not



Putnam Funds
_______________, 2011
Page 3

joint. In the case of each Borrower, the execution and delivery of this letter amendment on its behalf has been authorized by its trustees, and this letter amendment has been executed and delivered by an authorized officer, in each case acting in such capacity and not individually, and neither such authorization by the trustees nor such execution and delivery shall be deemed to have been made by any of them individually, but shall bind only the trust property of such Borrower.

[Remainder of Page Intentionally Left Blank] 

 



This letter amendment may be executed in counterparts each of which shall be deemed to be an original document.

Very truly yours, 
 
STATE STREET BANK AND 
TRUST COMPANY, as Bank 
 
 
By: Janet B. Nolin________ 
      Janet B. Nolin 
      Vice President 

 

Acknowledged and Accepted: 
  
PUTNAM AMERICAN GOVERNMENT INCOME FUND 
PUTNAM ARIZONA TAX EXEMPT INCOME FUND 
 
PUTNAM ASSET ALLOCATION FUNDS, on behalf of 
its fund series as listed in Appendix I attached hereto 
 
PUTNAM CALIFORNIA TAX EXEMPT INCOME FUND 
PUTNAM CONVERTIBLE SECURITIES FUND 
PUTNAM DIVERSIFIED INCOME TRUST 
PUTNAM EQUITY INCOME FUND 
PUTNAM EUROPE EQUITY FUND 
 
PUTNAM FUNDS TRUST, on behalf of 
its fund series as listed in Appendix I attached hereto 
 
PUTNAM GLOBAL EQUITY FUND 
PUTNAM GLOBAL HEALTH CARE FUND 
PUTNAM GLOBAL INCOME TRUST 
PUTNAM GLOBAL NATURAL RESOURCES FUND 
PUTNAM GLOBAL UTILITIES FUND 
PUTNAM HIGH YIELD ADVANTAGE FUND 
PUTNAM HIGH YIELD TRUST 
PUTNAM INCOME FUND 
PUTNAM INTERNATIONAL EQUITY FUND 
 
PUTNAM INVESTMENT FUNDS, on behalf of 
its fund series as listed in Appendix I attached hereto 
 
PUTNAM INVESTORS FUND 
PUTNAM MASSACHUSETTS TAX EXEMPT INCOME FUND 
PUTNAM MICHIGAN TAX EXEMPT INCOME FUND 
PUTNAM MINNESOTA TAX EXEMPT INCOME FUND 
PUTNAM MONEY MARKET FUND 
PUTNAM MULTI-CAP GROWTH FUND 
PUTNAM NEW JERSEY TAX EXEMPT INCOME FUND 
PUTNAM NEW YORK TAX EXEMPT INCOME FUND 
PUTNAM OHIO TAX EXEMPT INCOME FUND 

 



PUTNAM PENNSYLVANIA TAX EXEMPT INCOME FUND PUTNAM TAX EXEMPT INCOME FUND
PUTNAM TAX EXEMPT MONEY MARKET FUND

PUTNAM TAX-FREE INCOME TRUST, on behalf of
its fund series as listed in
Appendix I attached hereto

PUTNAM US GOVERNMENT INCOME TRUST

PUTNAM VARIABLE TRUST, on behalf of
its fund series as listed in
Appendix I attached hereto

PUTNAM VOYAGER FUND
THE GEORGE PUTNAM FUND OF BOSTON
d/b/a GEORGE PUTNAM BALANCED FUND
THE PUTNAM FUND FOR GROWTH AND INCOME

By: Jonathan S. Horwitz________ 
Jonathan S. Horwitz 
Executive Vice President, Principal Executive Officer, 
Treasurer and Compliance Liaison, of each of the foregoing 

 

Acknowledged:

STATE STREET BANK AND TRUST COMPANY, as Custodian

By: Michael F. Rogers______
Name: Michael F. Rogers
Title: Executive Vice President



APPENDIX I 
 
List of Borrowers and Funds 
  
 
PUTNAM AMERICAN GOVERNMENT INCOME FUND 
PUTNAM ARIZONA TAX EXEMPT INCOME FUND 
 
PUTNAM ASSET ALLOCATION FUNDS 
on behalf of: 
Putnam Asset Allocation: Balanced Portfolio 
Putnam Asset Allocation: Conservative Portfolio 
Putnam Asset Allocation: Growth Portfolio 
 
PUTNAM CALIFORNIA TAX EXEMPT INCOME FUND 
PUTNAM CONVERTIBLE SECURITIES FUND 
PUTNAM DIVERSIFIED INCOME TRUST 
PUTNAM EQUITY INCOME FUND 
PUTNAM EUROPE EQUITY FUND 
 
PUTNAM FUNDS TRUST 
on behalf of: 
Putnam Absolute Return 100 Fund 
Putnam Absolute Return 300 Fund 
Putnam Absolute Return 500 Fund 
Putnam Absolute Return 700 Fund 
Putnam Asia Pacific Equity Fund 
Putnam Asset Allocation: Equity Portfolio 
Putnam Capital Spectrum Fund 
Putnam Dynamic Risk Allocation Fund 
Putnam Emerging Markets Equity Fund 
Putnam Equity Spectrum Fund 
Putnam Floating Rate Income Fund 
Putnam Global Consumer Fund 
Putnam Global Energy Fund 
Putnam Global Financials Fund 
Putnam Global Industrials Fund 
Putnam Global Technology Fund 
Putnam Global Telecommunications Fund 
Putnam International Value Fund 
Putnam Multi-Cap Core Fund 
Putnam Retirement Income Fund Lifestyle 2 
Putnam Retirement Income Fund Lifestyle 3 
Putnam Short Duration Income Fund 
Putnam Small Cap Growth Fund 
 
PUTNAM GLOBAL EQUITY FUND 
PUTNAM GLOBAL HEALTH CARE FUND 
PUTNAM GLOBAL INCOME TRUST 
PUTNAM GLOBAL NATURAL RESOURCES FUND 
PUTNAM GLOBAL UTILITIES FUND 
PUTNAM HIGH YIELD ADVANTAGE FUND 
PUTNAM HIGH YIELD TRUST 

 



2
PUTNAM INCOME FUND 
PUTNAM INTERNATIONAL EQUITY FUND 
 
PUTNAM INVESTMENT FUNDS 
on behalf of: 
Putnam Capital Opportunities Fund 
Putnam Growth Opportunities Fund 
Putnam International Capital Opportunities Fund 
Putnam International Growth Fund 
Putnam Multi-Cap Value Fund 
Putnam Research Fund 
Putnam Small Cap Value Fund 
 
PUTNAM INVESTORS FUND 
PUTNAM MASSACHUSETTS TAX EXEMPT INCOME 
FUND 
PUTNAM MICHIGAN TAX EXEMPT INCOME FUND 
PUTNAM MINNESOTA TAX EXEMPT INCOME FUND 
PUTNAM MONEY MARKET FUND 
PUTNAM MULTI-CAP GROWTH FUND 
PUTNAM NEW JERSEY TAX EXEMPT INCOME FUND 
PUTNAM NEW YORK TAX EXEMPT INCOME FUND 
PUTNAM OHIO TAX EXEMPT INCOME FUND 
PUTNAM PENNSYLVANIA TAX EXEMPT INCOME 
FUND 
PUTNAM TAX EXEMPT INCOME FUND 
PUTNAM TAX EXEMPT MONEY MARKET FUND 
 
PUTNAM TAX-FREE INCOME TRUST 
on behalf of: 
Putnam AMT-Free Municipal Fund 
Putnam Tax-Free High Yield Fund 
 
PUTNAM US GOVERNMENT INCOME TRUST 
 
PUTNAM VARIABLE TRUST 
on behalf of: 
Putnam VT Absolute Return 500 Fund 
Putnam VT American Government Income Fund 
Putnam VT Capital Opportunities Fund 
Putnam VT Diversified Income Fund 
Putnam VT Equity Income Fund 
Putnam VT Global Asset Allocation Fund 
Putnam VT Global Equity Fund 
Putnam VT Global Health Care Fund 
Putnam VT Global Utilities Fund 
Putnam VT Growth and Income Fund 
Putnam VT Growth Opportunities Fund 
Putnam VT High Yield Fund 
Putnam VT Income Fund 
Putnam VT International Equity Fund 
Putnam VT International Growth Fund 

 



3 
Putnam VT International Value Fund 
Putnam VT Investors Fund 
Putnam VT Money Market Fund 
Putnam VT Multi-Cap Growth Fund 
Putnam VT Multi-Cap Value Fund 
Putnam VT Research Fund 
Putnam VT Small Cap Value Fund 
Putnam VT George Putnam Balanced Fund 
Putnam VT Voyager Fund 
 
PUTNAM VOYAGER FUND 
THE GEORGE PUTNAM FUND OF BOSTON 
d/b/a GEORGE PUTNAM BALANCED FUND 
THE PUTNAM FUND FOR GROWTH AND INCOME