EX-99.28(G)(2)(XVII) 22 exg2xvii_ssbtcusamd20210426.htm AMENDMENT, EFFECTIVE APRIL 26, 2021, TO CUSTODY AGREEMENT BETWEEN REGISTRANT, STATE STREET, JNL INVESTORS SERIES Ex. 99.28(g)(2)(xvii)

Amendment to Master Custodian Agreement

 

 

This Amendment, effective as April 26, 2021, to the Master Custodian Agreement dated as of December 30, 2010, (as amended, restated, supplemented or otherwise modified and in effect from time to time, the (“Agreement”) is by and among each management investment company (each a “Fund” and collectively, the “Funds”), and the Cayman Islands entity identified on Appendix A attached thereto, and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).

 

Whereas, the Custodian, the Funds and the Cayman Islands entity (the “Parties”) have entered into the Agreement by which the Custodian provides certain custodial services relating to securities and other assets of each Fund and Cayman Islands entity.

 

Whereas, the Fund and Cayman Island entity segregates and separately manages certain of the Fund’s/Cayman Islands entity’s portfolio of assets (each in an account).

 

Whereas, the Board of Trustees of JNL Series Trust (the “Board”) has approved (i) one new fund of JNL Series Trust (the “New Fund”), (ii) mergers for seven funds of JNL Series Trust into other funds of JNL Series Trust (each, a “Merged Fund” and collectively, the “Merged Funds”), and (iii) fund name changes for four funds of JNL Series Trust (the “Fund Name Changes”) wherein one fund that is currently custodied at State Street Bank and Trust Company will change custodians to JPMorgan Chase Bank, N.A. and one fund that is currently custodied at JPMorgan Chase Bank, N.A. will change custodians to State Street Bank and Trust Company (together, the “Custodian Changes”), as outlined below, effective April 26, 2021:

 

New Fund

 

1) JNL/Baillie Gifford U.S. Equity Growth Fund.

 

Merged Funds

 

1) JNL/AQR Large Cap Relaxed Constraint Equity Fund;

 

2) JNL/Boston Partners Global Long Short Equity Fund;

 

3) JNL/DFA Growth Allocation Fund;

 

4) JNL/DFA Moderate Growth Allocation Fund;

 

5) JNL/PPM America Small Cap Value Fund;

 

6) JNL/RAFI® Fundamental Asia Developed Fund; and

 

7) JNL/RAFI® Fundamental Europe Fund.

 

Fund Name Changes/Custodian Changes

 

1) JNL/Invesco Global Real Estate Fund, which is currently custodied at State Street Bank and Trust Company, change to JNL/WMC Global Real Estate Fund (in connection with an investment sub- adviser replacement, as approved by the Board), wherein the fund will change custodians to JPMorgan Chase Bank, N.A. and will be removed from this Agreement as of the Amendment’s effective date;

 

2) JNL/JPMorgan Growth & Income Fund change to JNL/JPMorgan U.S. Value Fund;

 

3) JNL/Mellon MSCI World Index Fund change to JNL/Mellon World Index Fund; and

 

4) JNL/Vanguard International Fund, which is currently custodied at JPMorgan Chase Bank, N.A., change to JNL/Baillie Gifford International Growth Fund (in connection with the conversion from a feeder fund to a sub-advised fund, as approved by the Board), wherein the fund will change custodians to State Street Bank and Trust Company and will be added to this Agreement as of the Amendment’s effective date.

 

Whereas, pursuant to Board approval of the changes, as outlined above, the Parties have agreed to amend the Agreement, including its Appendix A, to add each New Fund as a Portfolio, to remove each Merged Fund as a Portfolio, to update the names of certain funds, and to remove the JNL/Invesco Global Real Estate Fund as a Portfolio and add the JNL/Baillie Gifford International Fund as a Portfolio due to Custodian Changes, effective April 26, 2021.

 

 
 

Now, Therefore, in consideration of the promises and mutual covenants herein contained, the Parties hereto agree as follows:

 

1) Appendix A to the Agreement is hereby deleted and replaced, in its entirety, with Appendix A dated April 26, 2021, attached hereto.

 

2) Except as specifically amended hereby, all other terms and conditions of the Agreement shall remain in full force and effect.

 

3) This Amendment may be executed in several counterparts, each of which shall be deemed to be an original, and all such counterparts taken together shall constitute one and the same instrument. Counterparts may be executed in either original or electronically transmitted form (e.g., faxes or emailed portable document format (PDF) form), and the Parties hereby adopt as original any signatures received via electronically transmitted form.

 

 

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In Witness Whereof, the Parties hereto have caused this Amendment to be executed by their officers designated below, effective April 26, 2021.

 

JNL Series Trust, and

JNL Investors Series Trust,

each on behalf of its Portfolios listed on Appendix A hereto

 

JNL Multi-Manager Alternative

Fund (Boston Partners) Ltd.

  
     
By: /s/ Kristen K. Leeman  
Name: Kristen K. Leeman  
Title: Assistant Secretary  

 

PPM Funds,

on behalf of its Portfolios listed on Appendix A hereto

  
     
By: /s/ Emily J. Bennett  
Name: Emily J. Bennett  
Title: Vice President and Assistant Secretary  

 

 

State Street Bank and Trust Company  
     
By: /s/ Suzanne M. Hinckley  
Name: Suzanne M. Hinckley  
Title: Senior Vice President  

 

 

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Appendix A

to

Master Custodian Agreement

 

(Updated as of April 26, 2021)

 

 

Fund: JNL Series Trust, for the following Portfolios
JNL Multi-Manager Alternative Fund
JNL Multi-Manager Emerging Markets Equity Fund
JNL Multi-Manager International Small Cap Fund
JNL Multi-Manager Mid Cap Fund
JNL/Baillie Gifford International Growth Fund
JNL/Baillie Gifford U.S. Equity Growth Fund
JNL/Causeway International Value Select Fund
JNL/ClearBridge Large Cap Growth Fund
JNL/DFA International Core Equity Fund
JNL/DFA U.S. Core Equity Fund
JNL/DFA U.S. Small Cap Fund
JNL/DoubleLine® Core Fixed Income Fund
JNL/DoubleLine® Emerging Markets Fixed Income Fund
JNL/DoubleLine® Shiller Enhanced CAPE® Fund
JNL/DoubleLine® Total Return Fund
JNL/Fidelity Institutional Asset Management® Total Bond Fund
JNL/GQG Emerging Markets Equity Fund
JNL/Harris Oakmark Global Equity Fund
JNL/Invesco Diversified Dividend Fund
JNL/Invesco Global Growth Fund
JNL/Invesco International Growth Fund
JNL/Invesco Small Cap Growth Fund
JNL/JPMorgan Global Allocation Fund
JNL/JPMorgan Hedged Equity Fund
JNL/JPMorgan Midcap Growth Fund
JNL/JPMorgan U.S. Government & Quality Bond Fund
JNL/JPMorgan U.S. Value Fund
JNL/Lazard International Strategic Equity Fund
JNL/Loomis Sayles Global Growth Fund
JNL/Lord Abbett Short Duration Income Fund
JNL/Mellon World Index Fund
JNL/Mellon Nasdaq® 100 Index Fund
JNL/MFS Mid Cap Value Fund
JNL/Neuberger Berman Commodity Strategy Fund
JNL/Neuberger Berman Strategic Income Fund
JNL/PPM America Floating Rate Income Fund
JNL/PPM America High Yield Bond Fund
JNL/PPM America Total Return Fund
JNL/RAFI® Fundamental U.S. Small Cap Fund
JNL/RAFI® Multi-Factor U.S. Equity Fund
JNL/T. Rowe Price Capital Appreciation Fund
JNL/T. Rowe Price Established Growth Fund
JNL/T. Rowe Price Balanced Fund
JNL/T. Rowe Price Mid-Cap Growth Fund
JNL/T. Rowe Price Short-Term Bond Fund
JNL/T. Rowe Price U.S. High Yield Fund
JNL/T. Rowe Price Value Fund
JNL/Westchester Capital Event Driven Fund

 

 

  A-1  
 

 

Fund: JNL Investors Series Trust, for the following Portfolio
[Reserved]

 

Fund: PPM Funds, for the following Portfolios
PPM Core Fixed Income Fund
PPM Core Plus Fixed Income Fund
PPM High Yield Core Fund
PPM Investment Grade Credit Fund
PPM Small Cap Value Fund

 

Cayman Islands Entity:

 

JNL Multi-Manager Alternative Fund (Boston Partners) Ltd.

 

 

  A-2