Trust Duties, Representations and Covenants in Connection with the Services. The provision of the Services to each Trust by State Street is subject to the following terms and conditions: 1. The parties acknowledge and agree on the following matters: The Services depend, directly or indirectly, on: (i) Required Data and (ii) information concerning each Trust or its affiliates or any Fund, pooled vehicle, security or other investment or portfolio regarding which each Trust or its affiliates provide services or is otherwise associated (“Trust Entities”) that is generated or aggregated by State Street or its affiliates in connection with services performed on each Trust’s behalf or otherwise prepared by State Street (“State Street Data,” together with Required Data and Third Party Data (as defined below), “Services-Related Data”). State Street’s obligations, responsibilities and liabilities with respect to any State Street Data used in connection with other services received by each Trust shall be as provided in such respective other agreements between State Street or its affiliates and each Trust relating to such other services (e.g., administration and/or custody services, etc.) from which the State Street Data is derived or sourced (“Other Trust Agreements”). Nothing in this Agreement or any service schedule(s) shall limit or modify State Street’s or its affiliates’ obligations to each Trust under the Other Trust Agreements. In connection with the provision of the Services by State Street, each Trust acknowledges and agrees that it will be responsible for providing State Street with any information requested by State Street, including, but not limited to, the following: (A) Arranging for the regular provision of all Required Data (including State Street Data, where applicable) and related information to State Street, in formats compatible with Administrator-provided data templates including, without limitation, Required Data and the information and assumptions required by State Street in connection with a Trust reporting profile and onboarding checklist, as it, or the information or assumptions required, may be revised at any time by State Street, in its discretion (collectively, the “Onboarding Checklist”) and such other forms and templates as may be used by State Street for such purposes from time to time, for all Trusts and/or Funds receiving services under this Agreement, including but not limited to those to be reported on Form N-PORT and Form N-CEN (as determined by each Trust), including, without limitation, arranging for the provision of data from each Trust, its affiliates, third party administrators, prime brokers, custodians, and other relevant parties. If and to the extent that Required Data is already accessible to State Street (or any of its affiliates) in its capacity as administrator to one or more Trusts, State Street and each Trust will agree on the scope of the information to be extracted from State Street’s or any of its affiliate’s systems for purposes of State Street’s provision of the Services, subject to the discretion of State Street, and State Street is hereby expressly authorized to use any such information as necessary in connection with providing the Services hereunder; and (B) Providing all required information and assumptions not otherwise included in Trust data and assumptions provided pursuant to Section 1(A) above, including but not limited to the Required Data, as may be required in order for State Street to provide the Services. The following are examples of certain types of information that each Trust is likely to be required to provide pursuant to Sections 1(A) and 1(B) above, and each Trust hereby acknowledges and understands that the following categories of information are merely illustrative examples, are by no means an exhaustive list of all such required information, and are subject to change as a result of any amendments to Form N-PORT and Form N-CEN: · SEC filing classification of each Trust (i.e., small or large filer); · Identification of any data sourced from third parties; and · Identification of any securities reported as Miscellaneous. 2. Each Trust acknowledges that it has provided to State Street all material assumptions used by each Trust or that are expected to be used by each Trust in connection with the completion of the Services, and that it has approved all material assumptions used by State Street in the provision of the Services prior to the first use of the Services. Each Trust will also be responsible for promptly notifying State Street of any changes in any such material assumptions previously notified to State Street by each Trust or otherwise previously approved by each Trust in connection with State Street’s provision of the Services. Each Trust acknowledges that the completion of the Services, and the data required thereby, requires the use of material assumptions in connection with many different categories of information and data, and the use and/or reporting thereof, including, but not limited to the following: · Investment classification of positions; · Assumptions necessary in converting data extracts; · General operational and process assumptions used by State Street in performing the Services; and · Assumptions specific to each Trust. Each Trust hereby acknowledges and understands that the foregoing categories of information that may involve the use of material assumptions are merely illustrative examples of certain subject matter areas in relation to which each Trust (and/or State Street on its behalf in connection with the Services) may rely on various material assumptions, and are by no means an exhaustive list of all such subject matter areas. 3. Each Trust acknowledges and agrees on the following matters: (A) Each Trust has independently reviewed the Services (including, without limitation, the assumptions, market data, securities prices, securities valuations, tests and calculations used in the Services), and each Trust has determined that the Services are suitable for its purposes. None of State Street or its affiliates, nor their respective officers, directors, employees, representatives, agents or service providers (collectively, including State Street, “State Street Parties”) make any express or implied warranties or representations with respect to the Services or otherwise. (B) Each Trust assumes full responsibility for complying with all securities, tax, commodities and other laws, rules and regulations applicable to it. State Street is not providing, and the Services do not constitute, legal, tax, investment, or regulatory advice, or accounting or auditing services advice. Unless otherwise agreed to in writing by the parties to this Agreement, the Services are of general application and State Street is not providing any customization, guidance, or recommendations. Where each Trust uses Services to comply with any law, regulation, agreement, or other Trust obligation, State Street makes no representation that any Service complies with such law, regulation, agreement, or other obligation, and State Street has no obligation of compliance with respect thereto. (C) Each Trust may use the Services and any reports, charts, graphs, data, analyses and other results generated by State Street in connection with the Services and provided by State Street to each Trust (“Materials”) (a) for the internal business purpose of each Trust relating to the applicable Service or (b) for submission to the U.S. Securities and Exchange Commission, as required, of a Form N-PORT template and a Form N-CEN update. Each Trust may also redistribute the Materials, or an excerpted portion thereof, to its investment managers, investment advisers, agents, clients, investors or participants, as applicable, that have a reasonable interest in the Materials in connection with their relationship with each Trust (each a “Permitted Person”); provided, however, (i) each Trust may not charge a fee, profit, or otherwise benefit from the redistribution of Materials to Permitted Persons, (ii) data provided by third party sources such as but not limited to market or index data (“Third Party Data”) contained in the Materials may not be redistributed other than Third Party Data that is embedded in the calculations presented in the Materials and not otherwise identifiable as Third Party Data, except to the extent each Trust has separate license rights with respect to the use of such Third Party Data, or (iii) each Trust may not use the Services or Materials in any way to compete or enable any third party to compete with State Street. No Permitted Person shall have any further rights of use or redistribution with respect to, or any ownership rights in, the Materials or any excerpted portion thereof. Except as expressly provided in this Section 3(C), each Trust, any of its affiliates, or any of their respective officers, directors, employees, investment managers, investment advisers, agents or any other third party, including any client of, or investor or participant in each Trust or any Permitted Persons (collectively, including each Trust, “Trust Parties”), may not directly or indirectly, sell, rent, lease, license or sublicense, transmit, transfer, distribute or redistribute, disclose display, or provide, or otherwise make available or permit access to, all or any part of the Services or the Materials (including any State Street Data or Third Party Data contained therein, except with respect to Third Party Data to the extent each Trust has separate license rights with respect to the use of such Third Party Data). Without limitation, Trust Parties shall not themselves nor permit any other person to in whole or in part (i) modify, enhance, create derivative works, reverse engineer, decompile, decompose or disassemble the Services or the Materials; (ii) make copies of the Services, the Materials or portions thereof; (iii) secure any source code used in the Services, or attempt to use any portions of the Services in any form other than machine readable object code; (iv) commercially exploit or otherwise use the Services or the Materials for the benefit of any third party in a service bureau or software-as-a-service environment (or similar structure), or otherwise use the Services or the Materials to perform services for any third party, including for, to, or with consultants and independent contractors; or (v) attempt any of the foregoing or otherwise use the Services or the Materials for any purpose other than as expressly authorized under this Agreement. (D) Each Trust shall limit the access and use of the Services and the Materials by any Trust Parties to a need-to-know basis and, in connection with its obligations under this Agreement, each Trust shall be responsible and liable for all acts and omissions of any Trust Parties. (E) The Services, the Materials and all confidential information of State Street (as confidential information is defined in the Agreement and other than Third Party Data and Required Data), are the sole property of State Street. Each Trust has no rights or interests with respect to all or any part of the Services, the Materials or State Street’s confidential information, other than its use and redistribution rights expressly set forth in Section 3(C) herein. Each Trust automatically and irrevocably assigns to State Street any right, title or interest that it has, or may be deemed to have, in the Services, the Materials or State Street’s confidential information, including, for the avoidance of doubt and without limitation, any Trust Party feedback, ideas, concepts, comments, suggestions, techniques or know-how shared with State Street (collectively, “Feedback”) and the State Street Parties shall be entitled to incorporate any Feedback in the Services or the Materials or to otherwise use such Feedback for its own commercial benefit without obligation to compensate each Trust. (F) State Street may rely on Services-Related Data used in connection with the Services without independent verification. Services-Related Data used in the Services may not be available or may contain errors, and the Services may not be complete or accurate as a result. Further to the Amendment dated as of March 6, 2018, effective as of March 1, 2018, to the Financial Administration and Accounting Services Agreement dated as of March 1, 2011, by and among each of the investment companies listed on Exhibit A thereto (each, a “Trust”) and State Street Bank and Trust Company (the “State Street”), the Trusts and State Street mutually agree to update this Annex 1 effective January 25, 2021 as follows: Bank Loan Core Fund Mortgage Core Fund High Yield Bond Core Fund Emerging Markets Core Fund (Data ONLY) Project and Trade Finance Core Fund (Data ONLY) Federated Hermes Clover Small Value Fund Federated Hermes ▇▇▇▇▇▇▇▇ Fund Federated ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Large Cap Fund Federated ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Small Cap Fund Federated Hermes MDT Mid Cap Growth Fund Federated Hermes Prudent Bear Fund (Data ONLY) Federated Hermes Strategic Income Fund (Data ONLY) Federated Hermes Opportunistic High Yield Bond Fund (Data ONLY) Federated Hermes Capital Income Fund Federated Hermes Floating Rate Strategic Income Fund Federated Hermes Fund for U.S. Government Securities Federated Hermes Intermediate Corporate Bond Fund Federated Hermes Real Return Bond Fund Federated Hermes Short-Term Income Fund (Data ONLY) Federated Hermes Government Ultrashort Duration Fund Federated Hermes Institutional High Yield Bond Fund Federated Hermes Short-Intermediate Total Return Bond Fund (Data ONLY) Federated Hermes Fund for U.S. Government Securities II Federated Hermes High Income Bond Fund II Federated Hermes ▇▇▇▇▇▇▇▇ Fund II Federated Hermes Managed Volatility Fund II Federated Hermes Quality Bond Fund II (Data ONLY) Federated Hermes Corporate Bond Fund (Data ONLY) Federated Hermes Corporate Bond Strategy Portfolio Federated Hermes High-Yield Strategy Portfolio Federated Hermes Mortgage Strategy Portfolio (Data ONLY) Federated Hermes MDT All Cap Core Fund Federated Hermes MDT Balanced Fund Federated Hermes MDT Large Cap Growth Fund Federated Hermes MDT Small Cap Growth Fund Federated Hermes MDT Small Cap Core Fund Federated Hermes Project and Trade Finance Tender Fund (Data ONLY) Federated Hermes Select Total Return Bond Fund Federated Hermes Total Return Bond Fund Federated Hermes Ultrashort Bond Fund (Data ONLY) FEDERATED ▇▇▇▇▇▇ ADVISER SERIES Standard N-PORT and N-CEN Reporting Solution (Data ONLY) Federated Hermes Conservative Municipal Microshort Fund Federated Hermes Conservative Microshort Fund (Data ONLY) IN WITNESS WHEREOF, the undersigned, by their authorized representatives, have executed this Annex 1 as of the last signature date set forth below. By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Title: Treasurer Title: Managing Director Date: January 27, 2021 Date: January 27, 2021
Appears in 126 contracts
Sources: Financial Administration and Accounting Services Agreement (Federated Hermes Money Market Obligations Trust), Financial Administration and Accounting Services Agreement (Federated Hermes Equity Funds), Financial Administration and Accounting Services Agreement (Federated Hermes Core Trust)
Trust Duties, Representations and Covenants in Connection with the Services. The provision of the Services to each Trust by State Street is subject to the following terms and conditions:
1. The parties acknowledge and agree on the following matters: The Services depend, directly or indirectly, on: (i) Required Data and (ii) information concerning each Trust or its affiliates or any Fund, pooled vehicle, security or other investment or portfolio regarding which each Trust or its affiliates provide services or is otherwise associated (“Trust Entities”) that is generated or aggregated by State Street or its affiliates in connection with services performed on each Trust’s behalf or otherwise prepared by State Street (“State Street Data,” together with Required Data and Third Party Data (as defined below), “Services-Related Data”). State Street’s obligations, responsibilities and liabilities with respect to any State Street Data used in connection with other services received by each Trust shall be as provided in such respective other agreements between State Street or its affiliates and each Trust relating to such other services (e.g., administration and/or custody services, etc.) from which the State Street Data is derived or sourced (“Other Trust Agreements”). Nothing in this Agreement or any service schedule(s) shall limit or modify State Street’s or its affiliates’ obligations to each Trust under the Other Trust Agreements. In connection with the provision of the Services by State Street, each Trust acknowledges and agrees that it will be responsible for providing State Street with any information requested by State Street, including, but not limited to, the following:
(A) Arranging for the regular provision of all Required Data (including State Street Data, where applicable) and related information to State Street, in formats compatible with Administrator-provided data templates including, without limitation, Required Data and the information and assumptions required by State Street in connection with a Trust reporting profile and onboarding checklist, as it, or the information or assumptions required, may be revised at any time by State Street, in its discretion (collectively, the “Onboarding Checklist”) and such other forms and templates as may be used by State Street for such purposes from time to time, for all Trusts and/or Funds receiving services under this Agreement, including but not limited to those to be reported on Form N-PORT and Form N-CEN (as determined by each Trust), including, without limitation, arranging for the provision of data from each Trust, its affiliates, third party administrators, prime brokers, custodians, and other relevant parties. If and to the extent that Required Data is already accessible to State Street (or any of its affiliates) in its capacity as administrator to one or more Trusts, State Street and each Trust will agree on the scope of the information to be extracted from State Street’s or any of its affiliate’s systems for purposes of State Street’s provision of the Services, subject to the discretion of State Street, and State Street is hereby expressly authorized to use any such information as necessary in connection with providing the Services hereunder; and
(B) Providing all required information and assumptions not otherwise included in Trust data and assumptions provided pursuant to Section 1(A) above, including but not limited to the Required Data, as may be required in order for State Street to provide the Services. The following are examples of certain types of information that each Trust is likely to be required to provide pursuant to Sections 1(A) and 1(B) above, and each Trust hereby acknowledges and understands that the following categories of information are merely illustrative examples, are by no means an exhaustive list of all such required information, and are subject to change as a result of any amendments to Form N-PORT and Form N-CEN: · SEC filing classification of each Trust (i.e., small or large filer); · Identification of any data sourced from third parties; and · Identification of any securities reported as Miscellaneous.
2. Each Trust acknowledges that it has provided to State Street all material assumptions used by each Trust or that are expected to be used by each Trust in connection with the completion of the Services, and that it has approved all material assumptions used by State Street in the provision of the Services prior to the first use of the Services. Each Trust will also be responsible for promptly notifying State Street of any changes in any such material assumptions previously notified to State Street by each Trust or otherwise previously approved by each Trust in connection with State Street’s provision of the Services. Each Trust acknowledges that the completion of the Services, and the data required thereby, requires the use of material assumptions in connection with many different categories of information and data, and the use and/or reporting thereof, including, but not limited to the following: · Investment classification of positions; · Assumptions necessary in converting data extracts; · General operational and process assumptions used by State Street in performing the Services; and · Assumptions specific to each Trust. Each Trust hereby acknowledges and understands that the foregoing categories of information that may involve the use of material assumptions are merely illustrative examples of certain subject matter areas in relation to which each Trust (and/or State Street on its behalf in connection with the Services) may rely on various material assumptions, and are by no means an exhaustive list of all such subject matter areas.
3. Each Trust acknowledges and agrees on the following matters:
(A) Each Trust has independently reviewed the Services (including, without limitation, the assumptions, market data, securities prices, securities valuations, tests and calculations used in the Services), and each Trust has determined that the Services are suitable for its purposes. None of State Street or its affiliates, nor their respective officers, directors, employees, representatives, agents or service providers (collectively, including State Street, “State Street Parties”) make any express or implied warranties or representations with respect to the Services or otherwise.
(B) Each Trust assumes full responsibility for complying with all securities, tax, commodities and other laws, rules and regulations applicable to it. State Street is not providing, and the Services do not constitute, legal, tax, investment, or regulatory advice, or accounting or auditing services advice. Unless otherwise agreed to in writing by the parties to this Agreement, the Services are of general application and State Street is not providing any customization, guidance, or recommendations. Where each Trust uses Services to comply with any law, regulation, agreement, or other Trust obligation, State Street makes no representation that any Service complies with such law, regulation, agreement, or other obligation, and State Street has no obligation of compliance with respect thereto.
(C) Each Trust may use the Services and any reports, charts, graphs, data, analyses and other results generated by State Street in connection with the Services and provided by State Street to each Trust (“Materials”) (a) for the internal business purpose of each Trust relating to the applicable Service or (b) for submission to the U.S. Securities and Exchange Commission, as required, of a Form N-PORT template and a Form N-CEN update. Each Trust may also redistribute the Materials, or an excerpted portion thereof, to its investment managers, investment advisers, agents, clients, investors or participants, as applicable, that have a reasonable interest in the Materials in connection with their relationship with each Trust (each a “Permitted Person”); provided, however, (i) each Trust may not charge a fee, profit, or otherwise benefit from the redistribution of Materials to Permitted Persons, (ii) data provided by third party sources such as but not limited to market or index data (“Third Party Data”) contained in the Materials may not be redistributed other than Third Party Data that is embedded in the calculations presented in the Materials and not otherwise identifiable as Third Party Data, except to the extent each Trust has separate license rights with respect to the use of such Third Party Data, or (iii) each Trust may not use the Services or Materials in any way to compete or enable any third party to compete with State Street. No Permitted Person shall have any further rights of use or redistribution with respect to, or any ownership rights in, the Materials or any excerpted portion thereof. Except as expressly provided in this Section 3(C), each Trust, any of its affiliates, or any of their respective officers, directors, employees, investment managers, investment advisers, agents or any other third party, including any client of, or investor or participant in each Trust or any Permitted Persons (collectively, including each Trust, “Trust Parties”), may not directly or indirectly, sell, rent, lease, license or sublicense, transmit, transfer, distribute or redistribute, disclose display, or provide, or otherwise make available or permit access to, all or any part of the Services or the Materials (including any State Street Data or Third Party Data contained therein, except with respect to Third Party Data to the extent each Trust has separate license rights with respect to the use of such Third Party Data). Without limitation, Trust Parties shall not themselves nor permit any other person to in whole or in part (i) modify, enhance, create derivative works, reverse engineer, decompile, decompose or disassemble the Services or the Materials; (ii) make copies of the Services, the Materials or portions thereof; (iii) secure any source code used in the Services, or attempt to use any portions of the Services in any form other than machine readable object code; (iv) commercially exploit or otherwise use the Services or the Materials for the benefit of any third party in a service bureau or software-as-a-service environment (or similar structure), or otherwise use the Services or the Materials to perform services for any third party, including for, to, or with consultants and independent contractors; or (v) attempt any of the foregoing or otherwise use the Services or the Materials for any purpose other than as expressly authorized under this Agreement.
(D) Each Trust shall limit the access and use of the Services and the Materials by any Trust Parties to a need-to-know basis and, in connection with its obligations under this Agreement, each Trust shall be responsible and liable for all acts and omissions of any Trust Parties.
(E) The Services, the Materials and all confidential information of State Street (as confidential information is defined in the Agreement and other than Third Party Data and Required Data), are the sole property of State Street. Each Trust has no rights or interests with respect to all or any part of the Services, the Materials or State Street’s confidential information, other than its use and redistribution rights expressly set forth in Section 3(C) herein. Each Trust automatically and irrevocably assigns to State Street any right, title or interest that it has, or may be deemed to have, in the Services, the Materials or State Street’s confidential information, including, for the avoidance of doubt and without limitation, any Trust Party feedback, ideas, concepts, comments, suggestions, techniques or know-how shared with State Street (collectively, “Feedback”) and the State Street Parties shall be entitled to incorporate any Feedback in the Services or the Materials or to otherwise use such Feedback for its own commercial benefit without obligation to compensate each Trust.
(F) State Street may rely on Services-Related Data used in connection with the Services without independent verification. Services-Related Data used in the Services may not be available or may contain errors, and the Services may not be complete or accurate as a result. Further to the Amendment dated as of March 6, 2018, effective as of March 1, 2018, to the Financial Administration and Accounting Services Agreement dated as of March 1, 2011, by and among each of the investment companies listed on Exhibit A thereto (each, a “Trust”) and State Street Bank and Trust Company (the “State Street”), the Trusts and State Street mutually agree to update this Annex 1 effective January 25, 2021 as follows: Bank Loan Core Fund Mortgage Core Fund High Yield Bond Core Fund Emerging Markets Core Fund (Data ONLY) Project and Trade Finance Core Fund (Data ONLY) Federated Hermes Clover Small Value Fund Federated Hermes ▇▇▇▇▇▇▇▇ Fund Federated ▇▇▇▇▇▇ Hermes ▇▇▇▇▇▇▇▇ Large Cap Fund Federated ▇▇▇▇▇▇ Hermes ▇▇▇▇▇▇▇▇ Small Cap Fund Federated Hermes MDT Mid Cap Growth Fund Federated Hermes Prudent Bear Fund (Data ONLY) Federated Hermes Strategic Income Fund (Data ONLY) Federated Hermes Opportunistic High Yield Bond Fund (Data ONLY) Federated Hermes Capital Income Fund Federated Hermes Floating Rate Strategic Income Fund Federated Hermes Fund for U.S. Government Securities Federated Hermes Intermediate Corporate Bond Fund Federated Hermes Real Return Bond Fund Federated Hermes Short-Term Income Fund (Data ONLY) Federated Hermes Government Ultrashort Duration Fund Federated Hermes Institutional High Yield Bond Fund Federated Hermes Short-Intermediate Total Return Bond Fund (Data ONLY) Federated Hermes Fund for U.S. Government Securities II Federated Hermes High Income Bond Fund II Federated Hermes ▇▇▇▇▇▇▇▇ Fund II Federated Hermes Managed Volatility Fund II Federated Hermes Quality Bond Fund II (Data ONLY) Federated Hermes Corporate Bond Fund (Data ONLY) Federated Hermes Corporate Bond Strategy Portfolio Federated Hermes High-Yield Strategy Portfolio Federated Hermes Mortgage Strategy Portfolio (Data ONLY) Federated Hermes MDT All Cap Core Fund Federated Hermes MDT Balanced Fund Federated Hermes MDT Large Cap Growth Fund Federated Hermes MDT Small Cap Growth Fund Federated Hermes MDT Small Cap Core Fund Federated Hermes Project and Trade Finance Tender Fund (Data ONLY) Federated Hermes Select Total Return Bond Fund Federated Hermes Total Return Bond Fund Federated Hermes Ultrashort Bond Fund (Data ONLY) FEDERATED ▇▇▇▇▇▇ HERMES ADVISER SERIES Standard N-PORT and N-CEN Reporting Solution (Data ONLY) Federated Hermes Conservative Municipal Microshort Fund Federated Hermes Conservative Microshort Fund (Data ONLY) IN WITNESS WHEREOF, the undersigned, by their authorized representatives, have executed this Annex 1 as of the last signature date set forth below. By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Title: Treasurer Title: Managing Director Date: January 27, 2021 Date: January 27, 2021
Appears in 48 contracts
Sources: Financial Administration and Accounting Services Agreement (Federated Hermes Adjustable Rate Securities Trust), Financial Administration and Accounting Services Agreement (Federated Hermes Adviser Series), Financial Administration and Accounting Services Agreement (Federated Hermes Core Trust III)
Trust Duties, Representations and Covenants in Connection with the Services. The provision of the Services to each Trust by State Street is subject to the following terms and conditions:
1. The parties acknowledge and agree on the following matters: The Services depend, directly or indirectly, on: (i) Required Data and (ii) information concerning each Trust or its affiliates or any Fund, pooled vehicle, security or other investment or portfolio regarding which each Trust or its affiliates provide services or is otherwise associated (“Trust Entities”) that is generated or aggregated by State Street or its affiliates in connection with services performed on each Trust’s behalf or otherwise prepared by State Street (“State Street Data,” together with Required Data and Third Party Data (as defined below), “Services-Related Data”). State Street’s obligations, responsibilities and liabilities with respect to any State Street Data used in connection with other services received by each Trust shall be as provided in such respective other agreements between State Street or its affiliates and each Trust relating to such other services (e.g., administration and/or custody services, etc.) from which the State Street Data is derived or sourced (“Other Trust Agreements”). Nothing in this Agreement or any service schedule(s) shall limit or modify State Street’s or its affiliates’ obligations to each Trust under the Other Trust Agreements. In connection with the provision of the Services by State Street, each Trust acknowledges and agrees that it will be responsible for providing State Street with any information requested by State Street, including, but not limited to, the following:
(A) Arranging for the regular provision of all Required Data (including State Street Data, where applicable) and related information to State Street, in formats compatible with Administrator-provided data templates including, without limitation, Required Data and the information and assumptions required by State Street in connection with a Trust reporting profile and onboarding checklist, as it, or the information or assumptions required, may be revised at any time by State Street, in its discretion (collectively, the “Onboarding Checklist”) and such other forms and templates as may be used by State Street for such purposes from time to time, for all Trusts and/or Funds receiving services under this Agreement, including but not limited to those to be reported on Form N-PORT and Form N-CEN (as determined by each Trust), including, without limitation, arranging for the provision of data from each Trust, its affiliates, third party administrators, prime brokers, custodians, and other relevant parties. If and to the extent that Required Data is already accessible to State Street (or any of its affiliates) in its capacity as administrator to one or more Trusts, State Street and each Trust will agree on the scope of the information to be extracted from State Street’s or any of its affiliate’s systems for purposes of State Street’s provision of the Services, subject to the discretion of State Street, and State Street is hereby expressly authorized to use any such information as necessary in connection with providing the Services hereunder; and
(B) Providing all required information and assumptions not otherwise included in Trust data and assumptions provided pursuant to Section 1(A) above, including but not limited to the Required Data, as may be required in order for State Street to provide the Services. The following are examples of certain types of information that each Trust is likely to be required to provide pursuant to Sections 1(A) and 1(B) above, and each Trust hereby acknowledges and understands that the following categories of information are merely illustrative examples, are by no means an exhaustive list of all such required information, and are subject to change as a result of any amendments to Form N-PORT and Form N-CEN: · SEC filing classification of each Trust (i.e., small or large filer); · Identification of any data sourced from third parties; and · Identification of any securities reported as Miscellaneous.
2. Each Trust acknowledges that it has provided to State Street all material assumptions used by each Trust or that are expected to be used by each Trust in connection with the completion of the Services, and that it has approved all material assumptions used by State Street in the provision of the Services prior to the first use of the Services. Each Trust will also be responsible for promptly notifying State Street of any changes in any such material assumptions previously notified to State Street by each Trust or otherwise previously approved by each Trust in connection with State Street’s provision of the Services. Each Trust acknowledges that the completion of the Services, and the data required thereby, requires the use of material assumptions in connection with many different categories of information and data, and the use and/or reporting thereof, including, but not limited to the following: · Investment classification of positions; · Assumptions necessary in converting data extracts; · General operational and process assumptions used by State Street in performing the Services; and · Assumptions specific to each Trust. Each Trust hereby acknowledges and understands that the foregoing categories of information that may involve the use of material assumptions are merely illustrative examples of certain subject matter areas in relation to which each Trust (and/or State Street on its behalf in connection with the Services) may rely on various material assumptions, and are by no means an exhaustive list of all such subject matter areas.
3. Each Trust acknowledges and agrees on the following matters:
(A) Each Trust has independently reviewed the Services (including, without limitation, the assumptions, market data, securities prices, securities valuations, tests and calculations used in the Services), and each Trust has determined that the Services are suitable for its purposes. None of State Street or its affiliates, nor their respective officers, directors, employees, representatives, agents or service providers (collectively, including State Street, “State Street Parties”) make any express or implied warranties or representations with respect to the Services or otherwise.
(B) Each Trust assumes full responsibility for complying with all securities, tax, commodities and other laws, rules and regulations applicable to it. State Street is not providing, and the Services do not constitute, legal, tax, investment, or regulatory advice, or accounting or auditing services advice. Unless otherwise agreed to in writing by the parties to this Agreement, the Services are of general application and State Street is not providing any customization, guidance, or recommendations. Where each Trust uses Services to comply with any law, regulation, agreement, or other Trust obligation, State Street makes no representation that any Service complies with such law, regulation, agreement, or other obligation, and State Street has no obligation of compliance with respect thereto.
(C) Each Trust may use the Services and any reports, charts, graphs, data, analyses and other results generated by State Street in connection with the Services and provided by State Street to each Trust (“Materials”) (a) for the internal business purpose of each Trust relating to the applicable Service or (b) for submission to the U.S. Securities and Exchange Commission, as required, of a Form N-PORT template and a Form N-CEN update. Each Trust may also redistribute the Materials, or an excerpted portion thereof, to its investment managers, investment advisers, agents, clients, investors or participants, as applicable, that have a reasonable interest in the Materials in connection with their relationship with each Trust (each a “Permitted Person”); provided, however, (i) each Trust may not charge a fee, profit, or otherwise benefit from the redistribution of Materials to Permitted Persons, (ii) data provided by third party sources such as but not limited to market or index data (“Third Party Data”) contained in the Materials may not be redistributed other than Third Party Data that is embedded in the calculations presented in the Materials and not otherwise identifiable as Third Party Data, except to the extent each Trust has separate license rights with respect to the use of such Third Party Data, or (iii) each Trust may not use the Services or Materials in any way to compete or enable any third party to compete with State Street. No Permitted Person shall have any further rights of use or redistribution with respect to, or any ownership rights in, the Materials or any excerpted portion thereof. Except as expressly provided in this Section 3(C), each Trust, any of its affiliates, or any of their respective officers, directors, employees, investment managers, investment advisers, agents or any other third party, including any client of, or investor or participant in each Trust or any Permitted Persons (collectively, including each Trust, “Trust Parties”), may not directly or indirectly, sell, rent, lease, license or sublicense, transmit, transfer, distribute or redistribute, disclose display, or provide, or otherwise make available or permit access to, all or any part of the Services or the Materials (including any State Street Data or Third Party Data contained therein, except with respect to Third Party Data to the extent each Trust has separate license rights with respect to the use of such Third Party Data). Without limitation, Trust Parties shall not themselves nor permit any other person to in whole or in part (i) modify, enhance, create derivative works, reverse engineer, decompile, decompose or disassemble the Services or the Materials; (ii) make copies of the Services, the Materials or portions thereof; (iii) secure any source code used in the Services, or attempt to use any portions of the Services in any form other than machine readable object code; (iv) commercially exploit or otherwise use the Services or the Materials for the benefit of any third party in a service bureau or software-as-a-service environment (or similar structure), or otherwise use the Services or the Materials to perform services for any third party, including for, to, or with consultants and independent contractors; or (v) attempt any of the foregoing or otherwise use the Services or the Materials for any purpose other than as expressly authorized under this Agreement.
(D) Each Trust shall limit the access and use of the Services and the Materials by any Trust Parties to a need-to-know basis and, in connection with its obligations under this Agreement, each Trust shall be responsible and liable for all acts and omissions of any Trust Parties.
(E) The Services, the Materials and all confidential information of State Street (as confidential information is defined in the Agreement and other than Third Party Data and Required Data), are the sole property of State Street. Each Trust has no rights or interests with respect to all or any part of the Services, the Materials or State Street’s confidential information, other than its use and redistribution rights expressly set forth in Section 3(C) herein. Each Trust automatically and irrevocably assigns to State Street any right, title or interest that it has, or may be deemed to have, in the Services, the Materials or State Street’s confidential information, including, for the avoidance of doubt and without limitation, any Trust Party feedback, ideas, concepts, comments, suggestions, techniques or know-how shared with State Street (collectively, “Feedback”) and the State Street Parties shall be entitled to incorporate any Feedback in the Services or the Materials or to otherwise use such Feedback for its own commercial benefit without obligation to compensate each Trust.
(F) State Street may rely on Services-Related Data used in connection with the Services without independent verification. Services-Related Data used in the Services may not be available or may contain errors, and the Services may not be complete or accurate as a result. Further to the Amendment dated as of March 6, 2018, effective as of March 1, 2018, to the Financial Administration and Accounting Services Agreement dated as of March 1, 2011, by and among each of the investment companies listed on Exhibit A thereto (each, a “Trust”) and State Street Bank and Trust Company (the “State Street”), the Trusts and State Street mutually agree to update this Annex 1 effective January 25, 2021 as follows: Bank Loan Core Fund Mortgage Core Fund High Yield Bond Core Fund Emerging Markets Core Fund (Data ONLY) Project and Trade Finance Core Fund (Data ONLY) Federated Hermes Clover Small Value Fund Federated Hermes ▇▇▇▇▇▇▇▇ Fund Federated ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Large Cap Fund Federated ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Small Cap Fund Federated Hermes MDT Mid Cap Growth Fund Federated Hermes Prudent Bear Fund (Data ONLY) Federated Hermes Strategic Income Fund (Data ONLY) Federated Hermes Opportunistic High Yield Bond Fund (Data ONLY) Federated Hermes Capital Income Fund Federated Hermes Floating Rate Strategic Income Fund Federated Hermes Fund for U.S. Government Securities Federated Hermes Intermediate Corporate Bond Fund Federated Hermes Real Return Bond Fund Federated Hermes Short-Term Income Fund (Data ONLY) Federated Hermes Government Ultrashort Duration Fund Federated Hermes Institutional High Yield Bond Fund Federated Hermes Short-Intermediate Total Return Bond Fund (Data ONLY) Federated Hermes Fund for U.S. Government Securities II Federated Hermes High Income Bond Fund II Federated Hermes ▇▇▇▇▇▇▇▇ Fund II Federated Hermes Managed Volatility Fund II Federated Hermes Quality Bond Fund II (Data ONLY) Federated Hermes Corporate Bond Fund (Data ONLY) Federated Hermes Corporate Bond Strategy Portfolio Federated Hermes High-Yield Strategy Portfolio Federated Hermes Mortgage Strategy Portfolio (Data ONLY) Federated Hermes MDT All Cap Core Fund Federated Hermes MDT Balanced Fund Federated Hermes MDT Large Cap Growth Fund Federated Hermes MDT Small Cap Growth Fund Federated Hermes MDT Small Cap Core Fund Federated Hermes Project and Trade Finance Tender Fund (Data ONLY) Federated Hermes Select Total Return Bond Fund Federated Hermes Total Return Bond Fund Federated Hermes Ultrashort Bond Fund (Data ONLY) FEDERATED ▇▇▇▇▇▇ ADVISER SERIES Standard N-PORT and N-CEN Reporting Solution (Data ONLY) Federated Hermes Conservative Municipal Microshort Fund Federated Hermes Conservative Microshort Fund (Data ONLY) IN WITNESS WHEREOF, the undersigned, by their authorized representatives, have executed this Annex 1 as of the last signature date set forth below. By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Title: Treasurer Title: Managing Director Date: January 27, 2021 Date: January 27, 2021.
Appears in 16 contracts
Sources: Financial Administration and Accounting Services Agreement (Federated Project & Trade Finance Tender Fund), Financial Administration and Accounting Services Agreement (Federated Hermes Money Market Obligations Trust), Financial Administration and Accounting Services Agreement (Federated Hermes Core Trust III)
Trust Duties, Representations and Covenants in Connection with the Services. The provision of the Services to each Trust by State Street is subject to the following terms and conditions:
1. The parties acknowledge and agree on the following matters: The Services depend, directly or indirectly, on: (i) Required Data and (ii) information concerning each Trust or its affiliates or any Fund, pooled vehicle, security or other investment or portfolio regarding which each Trust or its affiliates provide services or is otherwise associated (“Trust Entities”) that is generated or aggregated by State Street or its affiliates in connection with services performed on each Trust’s behalf or otherwise prepared by State Street (“State Street Data,” together with Required Data and Third Party Data (as defined below), “Services-Related Data”). State Street’s obligations, responsibilities and liabilities with respect to any State Street Data used in connection with other services received by each Trust shall be as provided in such respective other agreements between State Street or its affiliates and each Trust relating to such other services (e.g., administration and/or custody services, etc.) from which the State Street Data is derived or sourced (“Other Trust Agreements”). Nothing in this Agreement or any service schedule(s) shall limit or modify State Street’s or its affiliates’ obligations to each Trust under the Other Trust Agreements. In connection with the provision of the Services by State Street, each Trust acknowledges and agrees that it will be responsible for providing State Street with any information requested by State Street, including, but not limited to, the following:
(A) Arranging for the regular provision of all Required Data (including State Street Data, where applicable) and related information to State Street, in formats compatible with Administrator-provided data templates including, without limitation, Required Data and the information and assumptions required by State Street in connection with a Trust reporting profile and onboarding checklist, as it, or the information or assumptions required, may be revised at any time by State Street, in its discretion (collectively, the “Onboarding Checklist”) and such other forms and templates as may be used by State Street for such purposes from time to time, for all Trusts and/or Funds receiving services under this Agreement, including but not limited to those to be reported on Form N-PORT and Form N-CEN (as determined by each Trust), including, without limitation, arranging for the provision of data from each Trust, its affiliates, third party administrators, prime brokers, custodians, and other relevant parties. If and to the extent that Required Data is already accessible to State Street (or any of its affiliates) in its capacity as administrator to one or more Trusts, State Street and each Trust will agree on the scope of the information to be extracted from State Street’s or any of its affiliate’s systems for purposes of State Street’s provision of the Services, subject to the discretion of State Street, and State Street is hereby expressly authorized to use any such information as necessary in connection with providing the Services hereunder; and
(B) Providing all required information and assumptions not otherwise included in Trust data and assumptions provided pursuant to Section 1(A) above, including but not limited to the Required Data, as may be required in order for State Street to provide the Services. The following are examples of certain types of information that each Trust is likely to be required to provide pursuant to Sections 1(A) and 1(B) above, and each Trust hereby acknowledges and understands that the following categories of information are merely illustrative examples, are by no means an exhaustive list of all such required information, and are subject to change as a result of any amendments to Form N-PORT and Form N-CEN: · SEC filing classification of each Trust (i.e., small or large filer); · Identification of any data sourced from third parties; and · Identification of any securities reported as Miscellaneous.
2. Each Trust acknowledges that it has provided to State Street all material assumptions used by each Trust or that are expected to be used by each Trust in connection with the completion of the Services, and that it has approved all material assumptions used by State Street in the provision of the Services prior to the first use of the Services. Each Trust will also be responsible for promptly notifying State Street of any changes in any such material assumptions previously notified to State Street by each Trust or otherwise previously approved by each Trust in connection with State Street’s provision of the Services. Each Trust acknowledges that the completion of the Services, and the data required thereby, requires the use of material assumptions in connection with many different categories of information and data, and the use and/or reporting thereof, including, but not limited to the following: · Investment classification of positions; · Assumptions necessary in converting data extracts; · General operational and process assumptions used by State Street in performing the Services; and · Assumptions specific to each Trust. Each Trust hereby acknowledges and understands that the foregoing categories of information that may involve the use of material assumptions are merely illustrative examples of certain subject matter areas in relation to which each Trust (and/or State Street on its behalf in connection with the Services) may rely on various material assumptions, and are by no means an exhaustive list of all such subject matter areas.
3. Each Trust acknowledges and agrees on the following matters:
(A) Each Trust has independently reviewed the Services (including, without limitation, the assumptions, market data, securities prices, securities valuations, tests and calculations used in the Services), and each Trust has determined that the Services are suitable for its purposes. None of State Street or its affiliates, nor their respective officers, directors, employees, representatives, agents or service providers (collectively, including State Street, “State Street Parties”) make any express or implied warranties or representations with respect to the Services or otherwise.
(B) Each Trust assumes full responsibility for complying with all securities, tax, commodities and other laws, rules and regulations applicable to it. State Street is not providing, and the Services do not constitute, legal, tax, investment, or regulatory advice, or accounting or auditing services advice. Unless otherwise agreed to in writing by the parties to this Agreement, the Services are of general application and State Street is not providing any customization, guidance, or recommendations. Where each Trust uses Services to comply with any law, regulation, agreement, or other Trust obligation, State Street makes no representation that any Service complies with such law, regulation, agreement, or other obligation, and State Street has no obligation of compliance with respect thereto.
(C) Each Trust may use the Services and any reports, charts, graphs, data, analyses and other results generated by State Street in connection with the Services and provided by State Street to each Trust (“Materials”) (a) for the internal business purpose of each Trust relating to the applicable Service or (b) for submission to the U.S. Securities and Exchange Commission, as required, of a Form N-PORT template and a Form N-CEN update. Each Trust may also redistribute the Materials, or an excerpted portion thereof, to its investment managers, investment advisers, agents, clients, investors or participants, as applicable, that have a reasonable interest in the Materials in connection with their relationship with each Trust (each a “Permitted Person”); provided, however, (i) each Trust may not charge a fee, profit, or otherwise benefit from the redistribution of Materials to Permitted Persons, (ii) data provided by third party sources such as but not limited to market or index data (“Third Party Data”) contained in the Materials may not be redistributed other than Third Party Data that is embedded in the calculations presented in the Materials and not otherwise identifiable as Third Party Data, except to the extent each Trust has separate license rights with respect to the use of such Third Party Data, or (iii) each Trust may not use the Services or Materials in any way to compete or enable any third party to compete with State Street. No Permitted Person shall have any further rights of use or redistribution with respect to, or any ownership rights in, the Materials or any excerpted portion thereof. Except as expressly provided in this Section 3(C), each Trust, any of its affiliates, or any of their respective officers, directors, employees, investment managers, investment advisers, agents or any other third party, including any client of, or investor or participant in each Trust or any Permitted Persons (collectively, including each Trust, “Trust Parties”), may not directly or indirectly, sell, rent, lease, license or sublicense, transmit, transfer, distribute or redistribute, disclose display, or provide, or otherwise make available or permit access to, all or any part of the Services or the Materials (including any State Street Data or Third Party Data contained therein, except with respect to Third Party Data to the extent each Trust has separate license rights with respect to the use of such Third Party Data). Without limitation, Trust Parties shall not themselves nor permit any other person to in whole or in part (i) modify, enhance, create derivative works, reverse engineer, decompile, decompose or disassemble the Services or the Materials; (ii) make copies of the Services, the Materials or portions thereof; (iii) secure any source code used in the Services, or attempt to use any portions of the Services in any form other than machine readable object code; (iv) commercially exploit or otherwise use the Services or the Materials for the benefit of any third party in a service bureau or software-as-a-service environment (or similar structure), or otherwise use the Services or the Materials to perform services for any third party, including for, to, or with consultants and independent contractors; or (v) attempt any of the foregoing or otherwise use the Services or the Materials for any purpose other than as expressly authorized under this Agreement.
(D) Each Trust shall limit the access and use of the Services and the Materials by any Trust Parties to a need-to-know basis and, in connection with its obligations under this Agreement, each Trust shall be responsible and liable for all acts and omissions of any Trust Parties.
(E) The Services, the Materials and all confidential information of State Street (as confidential information is defined in the Agreement and other than Third Party Data and Required Data), are the sole property of State Street. Each Trust has no rights or interests with respect to all or any part of the Services, the Materials or State Street’s confidential information, other than its use and redistribution rights expressly set forth in Section 3(C) herein. Each Trust automatically and irrevocably assigns to State Street any right, title or interest that it has, or may be deemed to have, in the Services, the Materials or State Street’s confidential information, including, for the avoidance of doubt and without limitation, any Trust Party feedback, ideas, concepts, comments, suggestions, techniques or know-how shared with State Street (collectively, “Feedback”) and the State Street Parties shall be entitled to incorporate any Feedback in the Services or the Materials or to otherwise use such Feedback for its own commercial benefit without obligation to compensate each Trust.
(F) State Street may rely on Services-Related Data used in connection with the Services without independent verification. Services-Related Data used in the Services may not be available or may contain errors, and the Services may not be complete or accurate as a result. Further to the Amendment dated as of March 65, 2018, effective as of March 1, 2018, to the Financial Administration and Accounting Services Agreement dated as of March 1, 2011, by and among each of the investment companies listed on Exhibit A thereto (each, a “Trust”) and State Street Bank and Trust Company (the “State Street”), the Trusts and State Street mutually agree to update this Annex 1 effective January 25, 2021 by adding/removing Portfolios as followsapplicable: Bank Loan Core Fund Mortgage Core Fund High Yield Bond Core Fund Emerging Markets Core Fund (Data ONLY) Project and Trade Finance Core Fund (Data ONLY) Federated Hermes Clover Small Value Fund Federated Hermes ▇▇▇▇▇▇▇▇ Fund Federated ▇▇▇▇▇▇ Hermes ▇▇▇▇▇▇▇▇ Large Cap Fund Federated ▇▇▇▇▇▇ Hermes ▇▇▇▇▇▇▇▇ Small Cap Fund Federated Hermes MDT Mid Cap Growth Fund Federated Hermes Prudent Bear Fund Federated Hermes Strategic Value Dividend Fund (Data ONLY) Federated Hermes Strategic Income Fund (Data ONLY) Federated Hermes Equity Advantage Fund Federated Hermes Opportunistic High Yield Bond Fund (Data ONLY) Federated Hermes Capital Income Fund Federated Hermes Floating Rate Strategic Income Fund Federated Hermes Fund for U.S. Government Securities Federated Hermes Intermediate Corporate Bond Fund Federated Hermes Real Return Bond Fund Federated Hermes Short-Term Income Fund (Data ONLY) Federated Hermes Max-Cap Index Fund Federated Hermes Mid-Cap Index Fund (Data ONLY) Federated Hermes Government Ultrashort Duration Fund Federated Hermes Institutional High Yield Bond Fund Federated Hermes Short-Intermediate Total Return Bond Fund (Data ONLY) Federated Hermes Managed Tail Risk Fund II Federated Hermes Fund for U.S. Government Securities II Federated Hermes High Income Bond Fund II Federated Hermes ▇▇▇▇▇▇▇▇ Fund II Federated Hermes Managed Volatility Fund II Federated Hermes Quality Bond Fund II (Data ONLY) Federated Hermes Corporate Bond Fund (Data ONLY) Federated Hermes Corporate Bond Strategy Portfolio Federated Hermes High-Yield Strategy Portfolio Federated Hermes Mortgage Strategy Portfolio (Data ONLY) Federated Hermes MDT All Cap Core Fund Federated Hermes MDT Balanced Fund Federated Hermes MDT Large Cap Growth Fund Federated Hermes MDT Small Cap Growth Fund Federated Hermes MDT Small Cap Core Fund Federated Hermes Project and Trade Finance Tender Fund (Data ONLY) Federated Hermes Select Total Return Bond Fund Federated Hermes Total Return Bond Fund Federated Hermes Ultrashort Bond Fund (Data ONLY) FEDERATED ▇▇▇▇▇▇ ADVISER SERIES Standard N-PORT and N-CEN Reporting Solution (Data ONLY) Federated Hermes Conservative Municipal Microshort Fund Federated Hermes Conservative Microshort Fund (Data ONLY) IN WITNESS WHEREOF, the undersigned, by their authorized representatives, have executed this Annex 1 as of the last signature date set forth below. By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Title: Treasurer Title: Managing Director Executive Vice President Address: ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Address: ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Date: January 27March 6, 2021 2018 Date: January 27June 26, 20212018
Appears in 15 contracts
Sources: Financial Administration and Accounting Services Agreement (Federated Hermes Core Trust), Financial Administration and Accounting Services Agreement (Federated Hermes Institutional Trust), Financial Administration and Accounting Services Agreement (Federated Hermes Managed Pool Series)
Trust Duties, Representations and Covenants in Connection with the Services. The provision of the Services to each Trust by State Street is subject to the following terms and conditions:
1. The parties acknowledge and agree on the following matters: The Services depend, directly or indirectly, on: (i) Required Data and (ii) information concerning each Trust or its affiliates or any Fund, pooled vehicle, security or other investment or portfolio regarding which each Trust or its affiliates provide services or is otherwise associated (“Trust Entities”) that is generated or aggregated by State Street or its affiliates in connection with services performed on each Trust’s behalf or otherwise prepared by State Street (“State Street Data,” together with Required Data and Third Party Data (as defined below), “Services-Related Data”). State Street’s obligations, responsibilities and liabilities with respect to any State Street Data used in connection with other services received by each Trust shall be as provided in such respective other agreements between State Street or its affiliates and each Trust relating to such other services (e.g., administration and/or custody services, etc.) from which the State Street Data is derived or sourced (“Other Trust Agreements”). Nothing in this Agreement or any service schedule(s) shall limit or modify State Street’s or its affiliates’ obligations to each Trust under the Other Trust Agreements. In connection with the provision of the Services by State Street, each Trust acknowledges and agrees that it will be responsible for providing State Street with any information requested by State Street, including, but not limited to, the following:
(A) Arranging for the regular provision of all Required Data (including State Street Data, where applicable) and related information to State Street, in formats compatible with Administrator-provided data templates including, without limitation, Required Data and the information and assumptions required by State Street in connection with a Trust reporting profile and onboarding checklist, as it, or the information or assumptions required, may be revised at any time by State Street, in its discretion (collectively, the “Onboarding Checklist”) and such other forms and templates as may be used by State Street for such purposes from time to time, for all Trusts and/or Funds receiving services under this Agreement, including but not limited to those to be reported on Form N-PORT and Form N-CEN (as determined by each Trust), including, without limitation, arranging for the provision of data from each Trust, its affiliates, third party administrators, prime brokers, custodians, and other relevant parties. If and to the extent that Required Data is already accessible to State Street (or any of its affiliates) in its capacity as administrator to one or more Trusts, State Street and each Trust will agree on the scope of the information to be extracted from State Street’s or any of its affiliate’s systems for purposes of State Street’s provision of the Services, subject to the discretion of State Street, and State Street is hereby expressly authorized to use any such information as necessary in connection with providing the Services hereunder; and
(B) Providing all required information and assumptions not otherwise included in Trust data and assumptions provided pursuant to Section 1(A) above, including but not limited to the Required Data, as may be required in order for State Street to provide the Services. The following are examples of certain types of information that each Trust is likely to be required to provide pursuant to Sections 1(A) and 1(B) above, and each Trust hereby acknowledges and understands that the following categories of information are merely illustrative examples, are by no means an exhaustive list of all such required information, and are subject to change as a result of any amendments to Form N-PORT and Form N-CEN: · SEC filing classification of each Trust (i.e., small or large filer); · Identification of any data sourced from third parties; and · Identification of any securities reported as Miscellaneous.
2. Each Trust acknowledges that it has provided to State Street all material assumptions used by each Trust or that are expected to be used by each Trust in connection with the completion of the Services, and that it has approved all material assumptions used by State Street in the provision of the Services prior to the first use of the Services. Each Trust will also be responsible for promptly notifying State Street of any changes in any such material assumptions previously notified to State Street by each Trust or otherwise previously approved by each Trust in connection with State Street’s provision of the Services. Each Trust acknowledges that the completion of the Services, and the data required thereby, requires the use of material assumptions in connection with many different categories of information and data, and the use and/or reporting thereof, including, but not limited to the following: · Investment classification of positions; · Assumptions necessary in converting data extracts; · General operational and process assumptions used by State Street in performing the Services; and · Assumptions specific to each Trust. Each Trust hereby acknowledges and understands that the foregoing categories of information that may involve the use of material assumptions are merely illustrative examples of certain subject matter areas in relation to which each Trust (and/or State Street on its behalf in connection with the Services) may rely on various material assumptions, and are by no means an exhaustive list of all such subject matter areas.
3. Each Trust acknowledges and agrees on the following matters:
(A) Each Trust has independently reviewed the Services (including, without limitation, the assumptions, market data, securities prices, securities valuations, tests and calculations used in the Services), and each Trust has determined that the Services are suitable for its purposes. None of State Street or its affiliates, nor their respective officers, directors, employees, representatives, agents or service providers (collectively, including State Street, “State Street Parties”) make any express or implied warranties or representations with respect to the Services or otherwise.
(B) Each Trust assumes full responsibility for complying with all securities, tax, commodities and other laws, rules and regulations applicable to it. State Street is not providing, and the Services do not constitute, legal, tax, investment, or regulatory advice, or accounting or auditing services advice. Unless otherwise agreed to in writing by the parties to this Agreement, the Services are of general application and State Street is not providing any customization, guidance, or recommendations. Where each Trust uses Services to comply with any law, regulation, agreement, or other Trust obligation, State Street makes no representation that any Service complies with such law, regulation, agreement, or other obligation, and State Street has no obligation of compliance with respect thereto.
(C) Each Trust may use the Services and any reports, charts, graphs, data, analyses and other results generated by State Street in connection with the Services and provided by State Street to each Trust (“Materials”) (a) for the internal business purpose of each Trust relating to the applicable Service or (b) for submission to the U.S. Securities and Exchange Commission, as required, of a Form N-PORT template and a Form N-CEN update. Each Trust may also redistribute the Materials, or an excerpted portion thereof, to its investment managers, investment advisers, agents, clients, investors or participants, as applicable, that have a reasonable interest in the Materials in connection with their relationship with each Trust (each a “Permitted Person”); provided, however, (i) each Trust may not charge a fee, profit, or otherwise benefit from the redistribution of Materials to Permitted Persons, (ii) data provided by third party sources such as but not limited to market or index data (“Third Party Data”) contained in the Materials may not be redistributed other than Third Party Data that is embedded in the calculations presented in the Materials and not otherwise identifiable as Third Party Data, except to the extent each Trust has separate license rights with respect to the use of such Third Party Data, or (iii) each Trust may not use the Services or Materials in any way to compete or enable any third party to compete with State Street. No Permitted Person shall have any further rights of use or redistribution with respect to, or any ownership rights in, the Materials or any excerpted portion thereof. Except as expressly provided in this Section 3(C), each Trust, any of its affiliates, or any of their respective officers, directors, employees, investment managers, investment advisers, agents or any other third party, including any client of, or investor or participant in each Trust or any Permitted Persons (collectively, including each Trust, “Trust Parties”), may not directly or indirectly, sell, rent, lease, license or sublicense, transmit, transfer, distribute or redistribute, disclose display, or provide, or otherwise make available or permit access to, all or any part of the Services or the Materials (including any State Street Data or Third Party Data contained therein, except with respect to Third Party Data to the extent each Trust has separate license rights with respect to the use of such Third Party Data). Without limitation, Trust Parties shall not themselves nor permit any other person to in whole or in part (i) modify, enhance, create derivative works, reverse engineer, decompile, decompose or disassemble the Services or the Materials; (ii) make copies of the Services, the Materials or portions thereof; (iii) secure any source code used in the Services, or attempt to use any portions of the Services in any form other than machine readable object code; (iv) commercially exploit or otherwise use the Services or the Materials for the benefit of any third party in a service bureau or software-as-a-service environment (or similar structure), or otherwise use the Services or the Materials to perform services for any third party, including for, to, or with consultants and independent contractors; or (v) attempt any of the foregoing or otherwise use the Services or the Materials for any purpose other than as expressly authorized under this Agreement.
(D) Each Trust shall limit the access and use of the Services and the Materials by any Trust Parties to a need-to-know basis and, in connection with its obligations under this Agreement, each Trust shall be responsible and liable for all acts and omissions of any Trust Parties.
(E) The Services, the Materials and all confidential information of State Street (as confidential information is defined in the Agreement and other than Third Party Data and Required Data), are the sole property of State Street. Each Trust has no rights or interests with respect to all or any part of the Services, the Materials or State Street’s confidential information, other than its use and redistribution rights expressly set forth in Section 3(C) herein. Each Trust automatically and irrevocably assigns to State Street any right, title or interest that it has, or may be deemed to have, in the Services, the Materials or State Street’s confidential information, including, for the avoidance of doubt and without limitation, any Trust Party feedback, ideas, concepts, comments, suggestions, techniques or know-how shared with State Street (collectively, “Feedback”) and the State Street Parties shall be entitled to incorporate any Feedback in the Services or the Materials or to otherwise use such Feedback for its own commercial benefit without obligation to compensate each Trust.
(F) State Street may rely on Services-Related Data used in connection with the Services without independent verification. Services-Related Data used in the Services may not be available or may contain errors, and the Services may not be complete or accurate as a result. Further to the Amendment dated as of March 65, 2018, effective as of March 1, 2018, to the Financial Administration and Accounting Services Agreement dated as of March 1, 2011, by and among each of the investment companies listed on Exhibit A thereto (each, a “Trust”) and State Street Bank and Trust Company (the “State Street”), the Trusts and State Street mutually agree to update this Annex 1 effective January 25, 2021 by adding/removing Portfolios as followsapplicable: Bank Loan Core Fund Mortgage Core Fund High Yield Bond Core Fund Emerging Markets Core Fund (Data ONLY) Project and Trade Finance Core Fund (Data ONLY) Federated Hermes Clover Small Value Fund Federated Hermes ▇▇▇▇▇▇▇▇ Fund Federated ▇▇▇▇▇▇ Hermes ▇▇▇▇▇▇▇▇ Large Cap Fund Federated ▇▇▇▇▇▇ Hermes ▇▇▇▇▇▇▇▇ Small Cap Fund Federated Hermes MDT Mid Cap Growth Fund Federated Hermes Prudent Bear Fund Federated Hermes Strategic Value Dividend Fund (Data ONLY) Federated Hermes Strategic Income Fund (Data ONLY) Federated Hermes Opportunistic High Yield Bond Fund (Data ONLY) Federated Hermes Capital Income Fund Federated Hermes Floating Rate Strategic Income Fund Federated Hermes Fund for U.S. Government Securities Federated Hermes Intermediate Corporate Bond Fund Federated Hermes Real Return Bond Fund Federated Hermes Short-Term Income Fund (Data ONLY) Federated Hermes Max-Cap Index Fund Federated Hermes Mid-Cap Index Fund (Data ONLY) Federated Hermes Government Ultrashort Duration Fund Federated Hermes Institutional High Yield Bond Fund Federated Hermes Short-Intermediate Total Return Bond Fund (Data ONLY) Federated Hermes Managed Tail Risk Fund II Federated Hermes Fund for U.S. Government Securities II Federated Hermes High Income Bond Fund II Federated Hermes ▇▇▇▇▇▇▇▇ Fund II Federated Hermes Managed Volatility Fund II Federated Hermes Quality Bond Fund II (Data ONLY) Federated Hermes Corporate Bond Fund (Data ONLY) Federated Hermes Corporate Bond Strategy Portfolio Federated Hermes High-Yield Strategy Portfolio Federated Hermes Mortgage Strategy Portfolio (Data ONLY) Federated Hermes MDT All Cap Core Fund Federated Hermes MDT Balanced Fund Federated Hermes MDT Large Cap Growth Fund Federated Hermes MDT Small Cap Growth Fund Federated Hermes MDT Small Cap Core Fund Federated Hermes Project and Trade Finance Tender Fund (Data ONLY) Federated Hermes Select Total Return Bond Fund Federated Hermes Total Return Bond Fund Federated Hermes Ultrashort Bond Fund (Data ONLY) FEDERATED ▇▇▇▇▇▇ ADVISER SERIES Standard N-PORT and N-CEN Reporting Solution (Data ONLY) Federated Hermes Conservative Municipal Microshort Fund Federated Hermes Conservative Microshort Fund (Data ONLY) IN WITNESS WHEREOF, the undersigned, by their authorized representatives, have executed this Annex 1 as of the last signature date set forth below. By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Title: Treasurer Title: Managing Director Executive Vice President Address: ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Address: ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Date: January 27March 6, 2021 2018 Date: January 27June 26, 20212018
Appears in 8 contracts
Sources: Financial Administration and Accounting Services Agreement (Federated Hermes Global Allocation Fund), Financial Administration and Accounting Services Agreement (Federated Hermes Total Return Series, Inc.), Financial Administration and Accounting Services Agreement (Federated Hermes Investment Series Funds, Inc.)
Trust Duties, Representations and Covenants in Connection with the Services. The provision of the Services to each Trust by State Street is subject to the following terms and conditions:
1. The parties acknowledge and agree on the following matters: The Services depend, directly or indirectly, on: (i) Required Data and (ii) information concerning each Trust or its affiliates or any Fund, pooled vehicle, security or other investment or portfolio regarding which each Trust or its affiliates provide services or is otherwise associated (“Trust Entities”) that is generated or aggregated by State Street or its affiliates in connection with services performed on each Trust’s behalf or otherwise prepared by State Street (“State Street Data,” together with Required Data and Third Party Data (as defined below), “Services-Related Data”). State Street’s obligations, responsibilities and liabilities with respect to any State Street Data used in connection with other services received by each Trust shall be as provided in such respective other agreements between State Street or its affiliates and each Trust relating to such other services (e.g., administration and/or custody services, etc.) from which the State Street Data is derived or sourced (“Other Trust Agreements”). Nothing in this Agreement or any service schedule(s) shall limit or modify State Street’s or its affiliates’ obligations to each Trust under the Other Trust Agreements. In connection with the provision of the Services by State Street, each Trust acknowledges and agrees that it will be responsible for providing State Street with any information requested by State Street, including, but not limited to, the following:
(A) Arranging for the regular provision of all Required Data (including State Street Data, where applicable) and related information to State Street, in formats compatible with Administrator-provided data templates including, without limitation, Required Data and the information and assumptions required by State Street in connection with a Trust reporting profile and onboarding checklist, as it, or the information or assumptions required, may be revised at any time by State Street, in its discretion (collectively, the “Onboarding Checklist”) and such other forms and templates as may be used by State Street for such purposes from time to time, for all Trusts and/or Funds receiving services under this Agreement, including but not limited to those to be reported on Form N-PORT and Form N-CEN (as determined by each Trust), including, without limitation, arranging for the provision of data from each Trust, its affiliates, third party administrators, prime brokers, custodians, and other relevant parties. If and to the extent that Required Data is already accessible to State Street (or any of its affiliates) in its capacity as administrator to one or more Trusts, State Street and each Trust will agree on the scope of the information to be extracted from State Street’s or any of its affiliate’s systems for purposes of State Street’s provision of the Services, subject to the discretion of State Street, and State Street is hereby expressly authorized to use any such information as necessary in connection with providing the Services hereunder; and
(B) Providing all required information and assumptions not otherwise included in Trust data and assumptions provided pursuant to Section 1(A) above, including but not limited to the Required Data, as may be required in order for State Street to provide the Services. The following are examples of certain types of information that each Trust is likely to be required to provide pursuant to Sections 1(A) and 1(B) above, and each Trust hereby acknowledges and understands that the following categories of information are merely illustrative examples, are by no means an exhaustive list of all such required information, and are subject to change as a result of any amendments to Form N-PORT and Form N-CEN: · SEC filing classification of each Trust (i.e., small or large filer); · Identification of any data sourced from third parties; and · Identification of any securities reported as Miscellaneous.
2. Each Trust acknowledges that it has provided to State Street all material assumptions used by each Trust or that are expected to be used by each Trust in connection with the completion of the Services, and that it has approved all material assumptions used by State Street in the provision of the Services prior to the first use of the Services. Each Trust will also be responsible for promptly notifying State Street of any changes in any such material assumptions previously notified to State Street by each Trust or otherwise previously approved by each Trust in connection with State Street’s provision of the Services. Each Trust acknowledges that the completion of the Services, and the data required thereby, requires the use of material assumptions in connection with many different categories of information and data, and the use and/or reporting thereof, including, but not limited to the following: · Investment classification of positions; · Assumptions necessary in converting data extracts; · General operational and process assumptions used by State Street in performing the Services; and · Assumptions specific to each Trust. Each Trust hereby acknowledges and understands that the foregoing categories of information that may involve the use of material assumptions are merely illustrative examples of certain subject matter areas in relation to which each Trust (and/or State Street on its behalf in connection with the Services) may rely on various material assumptions, and are by no means an exhaustive list of all such subject matter areas.
3. Each Trust acknowledges and agrees on the following matters:
(A) Each Trust has independently reviewed the Services (including, without limitation, the assumptions, market data, securities prices, securities valuations, tests and calculations used in the Services), and each Trust has determined that the Services are suitable for its purposes. None of State Street or its affiliates, nor their respective officers, directors, employees, representatives, agents or service providers (collectively, including State Street, “State Street Parties”) make any express or implied warranties or representations with respect to the Services or otherwise.
(B) Each Trust assumes full responsibility for complying with all securities, tax, commodities and other laws, rules and regulations applicable to it. State Street is not providing, and the Services do not constitute, legal, tax, investment, or regulatory advice, or accounting or auditing services advice. Unless otherwise agreed to in writing by the parties to this Agreement, the Services are of general application and State Street is not providing any customization, guidance, or recommendations. Where each Trust uses Services to comply with any law, regulation, agreement, or other Trust obligation, State Street makes no representation that any Service complies with such law, regulation, agreement, or other obligation, and State Street has no obligation of compliance with respect thereto.
(C) Each Trust may use the Services and any reports, charts, graphs, data, analyses and other results generated by State Street in connection with the Services and provided by State Street to each Trust (“Materials”) (a) for the internal business purpose of each Trust relating to the applicable Service or (b) for submission to the U.S. Securities and Exchange Commission, as required, of a Form N-PORT template and a Form N-CEN update. Each Trust may also redistribute the Materials, or an excerpted portion thereof, to its investment managers, investment advisers, agents, clients, investors or participants, as applicable, that have a reasonable interest in the Materials in connection with their relationship with each Trust (each a “Permitted Person”); provided, however, (i) each Trust may not charge a fee, profit, or otherwise benefit from the redistribution of Materials to Permitted Persons, (ii) data provided by third party sources such as but not limited to market or index data (“Third Party Data”) contained in the Materials may not be redistributed other than Third Party Data that is embedded in the calculations presented in the Materials and not otherwise identifiable as Third Party Data, except to the extent each Trust has separate license rights with respect to the use of such Third Party Data, or (iii) each Trust may not use the Services or Materials in any way to compete or enable any third party to compete with State Street. No Permitted Person shall have any further rights of use or redistribution with respect to, or any ownership rights in, the Materials or any excerpted portion thereof. Except as expressly provided in this Section 3(C), each Trust, any of its affiliates, or any of their respective officers, directors, employees, investment managers, investment advisers, agents or any other third party, including any client of, or investor or participant in each Trust or any Permitted Persons (collectively, including each Trust, “Trust Parties”), may not directly or indirectly, sell, rent, lease, license or sublicense, transmit, transfer, distribute or redistribute, disclose display, or provide, or otherwise make available or permit access to, all or any part of the Services or the Materials (including any State Street Data or Third Party Data contained therein, except with respect to Third Party Data to the extent each Trust has separate license rights with respect to the use of such Third Party Data). Without limitation, Trust Parties shall not themselves nor permit any other person to in whole or in part (i) modify, enhance, create derivative works, reverse engineer, decompile, decompose or disassemble the Services or the Materials; (ii) make copies of the Services, the Materials or portions thereof; (iii) secure any source code used in the Services, or attempt to use any portions of the Services in any form other than machine readable object code; (iv) commercially exploit or otherwise use the Services or the Materials for the benefit of any third party in a service bureau or software-as-a-service environment (or similar structure), or otherwise use the Services or the Materials to perform services for any third party, including for, to, or with consultants and independent contractors; or (v) attempt any of the foregoing or otherwise use the Services or the Materials for any purpose other than as expressly authorized under this Agreement.
(D) Each Trust shall limit the access and use of the Services and the Materials by any Trust Parties to a need-to-know basis and, in connection with its obligations under this Agreement, each Trust shall be responsible and liable for all acts and omissions of any Trust Parties.
(E) The Services, the Materials and all confidential information of State Street (as confidential information is defined in the Agreement and other than Third Party Data and Required Data), are the sole property of State Street. Each Trust has no rights or interests with respect to all or any part of the Services, the Materials or State Street’s confidential information, other than its use and redistribution rights expressly set forth in Section 3(C) herein. Each Trust automatically and irrevocably assigns to State Street any right, title or interest that it has, or may be deemed to have, in the Services, the Materials or State Street’s confidential information, including, for the avoidance of doubt and without limitation, any Trust Party feedback, ideas, concepts, comments, suggestions, techniques or know-how shared with State Street (collectively, “Feedback”) and the State Street Parties shall be entitled to incorporate any Feedback in the Services or the Materials or to otherwise use such Feedback for its own commercial benefit without obligation to compensate each Trust.
(F) State Street may rely on Services-Related Data used in connection with the Services without independent verification. Services-Related Data used in the Services may not be available or may contain errors, and the Services may not be complete or accurate as a result. Further to the Amendment dated as of March 6, 2018, effective as of March 1, 2018, to the Financial Administration and Accounting Services Agreement dated as of March 1, 2011, by and among each of the investment companies listed on Exhibit A thereto (each, a “Trust”) and State Street Bank and Trust Company (the “State Street”), the Trusts and State Street mutually agree to update this Annex 1 effective January 25, 2021 as follows: Bank Loan Core Fund Mortgage Core Fund High Yield Bond Core Fund Emerging Markets Core Fund (Data ONLY) Project and Trade Finance Core Fund (Data ONLY) Federated Hermes Clover Small Value Fund Federated Hermes ▇▇▇▇▇▇▇▇ Fund Federated ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Large Cap Fund Federated ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Small Cap Fund Federated Hermes MDT Mid Cap Growth Fund Federated Hermes Prudent Bear Fund (Data ONLY) Federated Hermes Strategic Income Fund (Data ONLY) Federated Hermes Opportunistic High Yield Bond Fund (Data ONLY) Federated Hermes Capital Income Fund Federated Hermes Floating Rate Strategic Income Fund Federated Hermes Fund for U.S. Government Securities Federated Hermes Intermediate Corporate Bond Fund Federated Hermes Real Return Bond Fund Federated Hermes Short-Term Income Fund (Data ONLY) Federated Hermes Government Ultrashort Duration Fund Federated Hermes Institutional High Yield Bond Fund Federated Hermes Short-Intermediate Total Return Bond Fund (Data ONLY) Federated Hermes Fund for U.S. Government Securities II Federated Hermes High Income Bond Fund II Federated Hermes ▇▇▇▇▇▇▇▇ Fund II Federated Hermes Managed Volatility Fund II Federated Hermes Quality Bond Fund II (Data ONLY) Federated Hermes Corporate Bond Fund (Data ONLY) Federated Hermes Corporate Bond Strategy Portfolio Federated Hermes High-Yield Strategy Portfolio Federated Hermes Mortgage Strategy Portfolio (Data ONLY) Federated Hermes MDT All Cap Core Fund Federated Hermes MDT Balanced Fund Federated Hermes MDT Large Cap Growth Fund Federated Hermes MDT Small Cap Growth Fund Federated Hermes MDT Small Cap Core Fund Federated Hermes Project and Trade Finance Tender Fund (Data ONLY) Federated Hermes Select Total Return Bond Fund Federated Hermes Total Return Bond Fund Federated Hermes Ultrashort Bond Fund (Data ONLY) FEDERATED ▇▇▇▇▇▇ ADVISER SERIES Standard N-PORT and N-CEN Reporting Solution (Data ONLY) Federated Hermes Conservative Municipal Microshort Fund Federated Hermes Conservative Microshort Fund (Data ONLY) IN WITNESS WHEREOF, the undersigned, by their authorized representatives, have executed this Annex 1 as of the last signature date set forth below. By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Title: Treasurer Title: Managing Director Date: January 27, 2021 Date: January 27, 2021
Appears in 7 contracts
Sources: Financial Administration and Accounting Services Agreement (Federated Hermes MDT Series), Financial Administration and Accounting Services Agreement (Federated Hermes ETF Trust), Financial Administration and Accounting Services Agreement (Federated Hermes Money Market Obligations Trust)
Trust Duties, Representations and Covenants in Connection with the Services. The provision of the Services to each Trust by State Street is subject to the following terms and conditions:
1. The parties acknowledge and agree on the following matters: The Services depend, directly or indirectly, on: (i) Required Data and (ii) information concerning each Trust or its affiliates or any Fund, pooled vehicle, security or other investment or portfolio regarding which each Trust or its affiliates provide services or is otherwise associated (“Trust Entities”) that is generated or aggregated by State Street or its affiliates in connection with services performed on each Trust’s behalf or otherwise prepared by State Street (“State Street Data,” together with Required Data and Third Party Data (as defined below), “Services-Related Data”). State Street’s obligations, responsibilities and liabilities with respect to any State Street Data used in connection with other services received by each Trust shall be as provided in such respective other agreements between State Street or its affiliates and each Trust relating to such other services (e.g., administration and/or custody services, etc.) from which the State Street Data is derived or sourced (“Other Trust Agreements”). Nothing in this Agreement or any service schedule(s) shall limit or modify State Street’s or its affiliates’ obligations to each Trust under the Other Trust Agreements. In connection with the provision of the Services by State Street, each Trust acknowledges and agrees that it will be responsible for providing State Street with any information requested by State Street, including, but not limited to, the following:
(A) Arranging for the regular provision of all Required Data (including State Street Data, where applicable) and related information to State Street, in formats compatible with Administrator-provided data templates including, without limitation, Required Data and the information and assumptions required by State Street in connection with a Trust reporting profile and onboarding checklist, as it, or the information or assumptions required, may be revised at any time by State Street, in its discretion (collectively, the “Onboarding Checklist”) and such other forms and templates as may be used by State Street for such purposes from time to time, for all Trusts and/or Funds receiving services under this Agreement, including but not limited to those to be reported on Form N-PORT and Form N-CEN (as determined by each Trust), including, without limitation, arranging for the provision of data from each Trust, its affiliates, third party administrators, prime brokers, custodians, and other relevant parties. If and to the extent that Required Data is already accessible to State Street (or any of its affiliates) in its capacity as administrator to one or more Trusts, State Street and each Trust will agree on the scope of the information to be extracted from State Street’s or any of its affiliate’s systems for purposes of State Street’s provision of the Services, subject to the discretion of State Street, and State Street is hereby expressly authorized to use any such information as necessary in connection with providing the Services hereunder; and
(B) Providing all required information and assumptions not otherwise included in Trust data and assumptions provided pursuant to Section 1(A) above, including but not limited to the Required Data, as may be required in order for State Street to provide the Services. The following are examples of certain types of information that each Trust is likely to be required to provide pursuant to Sections 1(A) and 1(B) above, and each Trust hereby acknowledges and understands that the following categories of information are merely illustrative examples, are by no means an exhaustive list of all such required information, and are subject to change as a result of any amendments to Form N-PORT and Form N-CEN: · SEC filing classification of each Trust (i.e., small or large filer); · Identification of any data sourced from third parties; and · Identification of any securities reported as Miscellaneous.
2. Each Trust acknowledges that it has provided to State Street all material assumptions used by each Trust or that are expected to be used by each Trust in connection with the completion of the Services, and that it has approved all material assumptions used by State Street in the provision of the Services prior to the first use of the Services. Each Trust will also be responsible for promptly notifying State Street of any changes in any such material assumptions previously notified to State Street by each Trust or otherwise previously approved by each Trust in connection with State Street’s provision of the Services. Each Trust acknowledges that the completion of the Services, and the data required thereby, requires the use of material assumptions in connection with many different categories of information and data, and the use and/or reporting thereof, including, but not limited to the following: · Investment classification of positions; · Assumptions necessary in converting data extracts; · General operational and process assumptions used by State Street in performing the Services; and · Assumptions specific to each Trust. Each Trust hereby acknowledges and understands that the foregoing categories of information that may involve the use of material assumptions are merely illustrative examples of certain subject matter areas in relation to which each Trust (and/or State Street on its behalf in connection with the Services) may rely on various material assumptions, and are by no means an exhaustive list of all such subject matter areas.
3. Each Trust acknowledges and agrees on the following matters:
(A) Each Trust has independently reviewed the Services (including, without limitation, the assumptions, market data, securities prices, securities valuations, tests and calculations used in the Services), and each Trust has determined that the Services are suitable for its purposes. None of State Street or its affiliates, nor their respective officers, directors, employees, representatives, agents or service providers (collectively, including State Street, “State Street Parties”) make any express or implied warranties or representations with respect to the Services or otherwise.
(B) Each Trust assumes full responsibility for complying with all securities, tax, commodities and other laws, rules and regulations applicable to it. State Street is not providing, and the Services do not constitute, legal, tax, investment, or regulatory advice, or accounting or auditing services advice. Unless otherwise agreed to in writing by the parties to this Agreement, the Services are of general application and State Street is not providing any customization, guidance, or recommendations. Where each Trust uses Services to comply with any law, regulation, agreement, or other Trust obligation, State Street makes no representation that any Service complies with such law, regulation, agreement, or other obligation, and State Street has no obligation of compliance with respect thereto.
(C) Each Trust may use the Services and any reports, charts, graphs, data, analyses and other results generated by State Street in connection with the Services and provided by State Street to each Trust (“Materials”) (a) for the internal business purpose of each Trust relating to the applicable Service or (b) for submission to the U.S. Securities and Exchange Commission, as required, of a Form N-PORT template and a Form N-CEN update. Each Trust may also redistribute the Materials, or an excerpted portion thereof, to its investment managers, investment advisers, agents, clients, investors or participants, as applicable, that have a reasonable interest in the Materials in connection with their relationship with each Trust (each a “Permitted Person”); provided, however, (i) each Trust may not charge a fee, profit, or otherwise benefit from the redistribution of Materials to Permitted Persons, (ii) data provided by third party sources such as but not limited to market or index data (“Third Party Data”) contained in the Materials may not be redistributed other than Third Party Data that is embedded in the calculations presented in the Materials and not otherwise identifiable as Third Party Data, except to the extent each Trust has separate license rights with respect to the use of such Third Party Data, or (iii) each Trust may not use the Services or Materials in any way to compete or enable any third party to compete with State Street. No Permitted Person shall have any further rights of use or redistribution with respect to, or any ownership rights in, the Materials or any excerpted portion thereof. Except as expressly provided in this Section 3(C), each Trust, any of its affiliates, or any of their respective officers, directors, employees, investment managers, investment advisers, agents or any other third party, including any client of, or investor or participant in each Trust or any Permitted Persons (collectively, including each Trust, “Trust Parties”), may not directly or indirectly, sell, rent, lease, license or sublicense, transmit, transfer, distribute or redistribute, disclose display, or provide, or otherwise make available or permit access to, all or any part of the Services or the Materials (including any State Street Data or Third Party Data contained therein, except with respect to Third Party Data to the extent each Trust has separate license rights with respect to the use of such Third Party Data). Without limitation, Trust Parties shall not themselves nor permit any other person to in whole or in part (i) modify, enhance, create derivative works, reverse engineer, decompile, decompose or disassemble the Services or the Materials; (ii) make copies of the Services, the Materials or portions thereof; (iii) secure any source code used in the Services, or attempt to use any portions of the Services in any form other than machine readable object code; (iv) commercially exploit or otherwise use the Services or the Materials for the benefit of any third party in a service bureau or software-as-a-service environment (or similar structure), or otherwise use the Services or the Materials to perform services for any third party, including for, to, or with consultants and independent contractors; or (v) attempt any of the foregoing or otherwise use the Services or the Materials for any purpose other than as expressly authorized under this Agreement.
(D) Each Trust shall limit the access and use of the Services and the Materials by any Trust Parties to a need-to-know basis and, in connection with its obligations under this Agreement, each Trust shall be responsible and liable for all acts and omissions of any Trust Parties.
(E) The Services, the Materials and all confidential information of State Street (as confidential information is defined in the Agreement and other than Third Party Data and Required Data), are the sole property of State Street. Each Trust has no rights or interests with respect to all or any part of the Services, the Materials or State Street’s confidential information, other than its use and redistribution rights expressly set forth in Section 3(C) herein. Each Trust automatically and irrevocably assigns to State Street any right, title or interest that it has, or may be deemed to have, in the Services, the Materials or State Street’s confidential information, including, for the avoidance of doubt and without limitation, any Trust Party feedback, ideas, concepts, comments, suggestions, techniques or know-how shared with State Street (collectively, “Feedback”) and the State Street Parties shall be entitled to incorporate any Feedback in the Services or the Materials or to otherwise use such Feedback for its own commercial benefit without obligation to compensate each Trust.
(F) State Street may rely on Services-Related Data used in connection with the Services without independent verification. Services-Related Data used in the Services may not be available or may contain errors, and the Services may not be complete or accurate as a result. Further to the Amendment dated as of March 65, 2018, effective as of March 1, 2018, to the Financial Administration and Accounting Services Agreement dated as of March 1, 2011, by and among each of the investment companies listed on Exhibit A thereto (each, a “Trust”) and State Street Bank and Trust Company (the “State Street”), the Trusts and State Street mutually agree to update this Annex 1 effective January 25, 2021 as follows: Bank Loan Core Fund Mortgage Core Fund High Yield Bond Core Fund Emerging Markets Core Fund (Data ONLY) Project and Trade Finance Core Fund (Data ONLY) Federated Hermes Clover Small Value Fund Federated Hermes ▇▇▇▇▇▇▇▇ Fund Federated ▇▇▇▇▇▇ Hermes ▇▇▇▇▇▇▇▇ Large Cap Fund Federated ▇▇▇▇▇▇ Hermes ▇▇▇▇▇▇▇▇ Small Cap Fund Federated Hermes MDT Mid Cap Growth Fund Federated Hermes Prudent Bear Fund (Data ONLY) Federated Hermes Strategic Income Fund (Data ONLY) Federated Hermes Opportunistic High Yield Bond Fund (Data ONLY) Federated Hermes Capital Income Fund Federated Hermes Floating Rate Strategic Income Fund Federated Hermes Fund for U.S. Government Securities Federated Hermes Intermediate Corporate Bond Fund Federated Hermes Real Return Bond Fund Federated Hermes Short-Term Income Fund (Data ONLY) Federated Hermes Government Ultrashort Duration Fund Federated Hermes Institutional High Yield Bond Fund Federated Hermes Short-Intermediate Total Return Bond Fund (Data ONLY) Federated Hermes Fund for U.S. Government Securities II Federated Hermes High Income Bond Fund II Federated Hermes ▇▇▇▇▇▇▇▇ Fund II Federated Hermes Managed Volatility Fund II Federated Hermes Quality Bond Fund II (Data ONLY) Federated Hermes Corporate Bond Fund (Data ONLY) Federated Hermes Corporate Bond Strategy Portfolio Federated Hermes High-Yield Strategy Portfolio Federated Hermes Mortgage Strategy Portfolio (Data ONLY) Federated Hermes MDT All Cap Core Fund Federated Hermes MDT Balanced Fund Federated Hermes MDT Large Cap Growth Fund Federated Hermes MDT Small Cap Growth Fund Federated Hermes MDT Small Cap Core Fund Federated Hermes Project and Trade Finance Tender Fund (Data ONLY) Federated Hermes Select Total Return Bond Fund Federated Hermes Total Return Bond Fund Federated Hermes Ultrashort Bond Fund (Data ONLY) FEDERATED ▇▇▇▇▇▇ HERMES ADVISER SERIES Standard N-PORT and N-CEN Reporting Solution (Data ONLY) Federated Hermes Conservative Municipal Microshort Fund Federated Hermes Conservative Microshort Fund (Data ONLY) IN WITNESS WHEREOF, the undersigned, by their authorized representatives, have executed this Annex 1 as of the last signature date set forth below. By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Title: Treasurer Title: Managing Director Date: January 27, 2021 Date: January 27, 2021
Appears in 3 contracts
Sources: Financial Administration and Accounting Services Agreement (Federated Hermes Core Trust), Financial Administration and Accounting Services Agreement (Federated Hermes Money Market Obligations Trust), Financial Administration and Accounting Services Agreement (Federated Hermes Managed Pool Series)
Trust Duties, Representations and Covenants in Connection with the Services. The provision of the Services to each the Trust by State Street the Administrator is subject to the following terms and conditions:
1. The parties acknowledge and agree on the following matters: The Services depend, directly or indirectly, on: (i) Required Data and (ii) information concerning each the Trust or its affiliates or any Fund, pooled vehicle, security or other investment or portfolio regarding which each the Trust or its affiliates provide services or is otherwise associated (“Trust Entities”) that is generated or aggregated by State Street the Administrator or its affiliates in connection with services performed on each the Trust’s behalf or otherwise prepared by State Street the Administrator (“State Street Data,” together with Required Data and Third Party Data (as defined below), “Services-Related Data”). State StreetThe Administrator’s obligations, responsibilities and liabilities with respect to any State Street Data used in connection with other services received by each the Trust shall be as provided in such respective other agreements between State Street the Administrator or its affiliates and each the Trust relating to such other services (e.g., administration and/or custody services, etc.) from which the State Street Data is derived or sourced (“Other Trust Agreements”). Nothing in this Agreement or any service schedule(s) shall limit or modify State Streetthe Administrator’s or its affiliates’ obligations to each the Trust under the Other Trust Agreements. In connection with the provision of the Services by State Streetthe Administrator, each the Trust acknowledges and agrees that it will be responsible for providing State Street the Administrator with any information requested by State Streetthe Administrator, including, but not limited to, the following:
(A) Arranging for the regular provision of all Required Data (including State Street Data, where applicable) and related information to State Streetthe Administrator, in formats compatible with Administrator-provided data templates including, without limitation, Required Data and the information and assumptions required by State Street the Administrator in connection with a Trust reporting profile and onboarding checklist, as it, or the information or assumptions required, may be revised at any time by State Streetthe Administrator, in its discretion (collectively, the “Onboarding Checklist”) and such other Information Classification: Limited Access forms and templates as may be used by State Street the Administrator for such purposes from time to time, for all Trusts and/or Funds receiving services under this Agreement, including but not limited to those to be reported on Form N-PORT and Form N-CEN (as determined by each the Trust), including, without limitation, arranging for the provision of data from each the Trust, its affiliates, third party administrators, prime brokers, custodians, and other relevant parties. If and to the extent that Required Data is already accessible to State Street the Administrator (or any of its affiliates) in its capacity as administrator to one or more Trusts, State Street the Administrator and each the Trust will agree on the scope of the information to be extracted from State Streetthe Administrator’s or any of its affiliate’s systems for purposes of State Streetthe Administrator’s provision of the Services, subject to the discretion of State Streetthe Administrator, and State Street the Administrator is hereby expressly authorized to use any such information as necessary in connection with providing the Services hereunder; and
(B) Providing all required information and assumptions not otherwise included in Trust data and assumptions provided pursuant to Section 1(A) above, including but not limited to the Required Data, as may be required in order for State Street the Administrator to provide the Services. The following are examples of certain types of information that each the Trust is likely to be required to provide pursuant to Sections 1(A) and 1(B) above, and each the Trust hereby acknowledges and understands that the following categories of information are merely illustrative examples, are by no means an exhaustive list of all such required information, and are subject to change as a result of any amendments to Form N-PORT and Form N-CENCEN or any changes in requirements relating to the provision of Liquidity Risk Measurement Services: · • SEC filing classification of each the Trust (i.e., small or large filer); · • Identification of any data sourced from third parties; and · • Identification of any securities reported as Miscellaneous.; and • Any Explanatory Notes included in N-PORT Section E.
2. Each The Trust acknowledges that it has provided to State Street the Administrator all material assumptions used by each the Trust or that are expected to be used by each the Trust in connection with the completion of the Services, and that it has approved all material assumptions used by State Street the Administrator in the provision of the Services prior to the first use of the Services. Each The Trust will also be responsible for promptly notifying State Street the Administrator of any changes in any such material assumptions previously notified to State Street the Administrator by each the Trust or otherwise previously approved by each the Trust in connection with State Streetthe Administrator’s provision of the Services. Each The Trust acknowledges that the completion of the Services, and the data required thereby, requires the use of material assumptions in connection with many different categories of information and data, and the use and/or reporting thereof, including, but not limited to the following: · • Investment classification of positions; · • Assumptions necessary in converting data extracts; · • General operational and process assumptions used by State Street the Administrator in performing the Services; and · • Assumptions specific to each the Trust. Each The Trust hereby acknowledges and understands that the foregoing categories of information that may involve the use of material assumptions are merely illustrative examples of certain subject matter areas in relation to which each the Trust (and/or State Street the Administrator on its behalf in connection with the Services) may rely on various material assumptions, and are by no means an exhaustive list of all such subject matter areas.. Information Classification: Limited Access
3. Each The Trust acknowledges and agrees on the following matters:
(A) Each The Trust has independently reviewed the Services (including, without limitation, the assumptions, market data, securities prices, securities valuations, tests and calculations used in the Services), and each the Trust has determined that the Services are suitable for its purposes. None of State Street the Administrator or its affiliates, nor their respective officers, directors, employees, representatives, agents or service providers (collectively, including State Streetthe Administrator, “State Street Parties”) make any express or implied warranties or representations with respect to the Services or otherwise.
(B) Each The Trust assumes full responsibility for complying with all securities, tax, commodities and other laws, rules and regulations applicable to it. State Street The Administrator is not providing, and the Services do not constitute, legal, tax, investment, or regulatory advice, or accounting or auditing services advice. Unless otherwise agreed to in writing by the parties to this Agreement, the Services are of general application and State Street the Administrator is not providing any customization, guidance, or recommendations. Where each the Trust uses Services to comply with any law, regulation, agreement, or other Trust obligation, State Street the Administrator makes no representation that any Service complies with such law, regulation, agreement, or other obligation, and State Street the Administrator has no obligation of compliance with respect thereto.
(C) Each The Trust may use the Services and any reports, charts, graphs, data, analyses and other results generated by State Street the Administrator in connection with the Services and provided by State Street the Administrator to each the Trust (“Materials”) (a) for the internal business purpose of each the Trust relating to the applicable Service or (b) for submission to the U.S. Securities and Exchange Commission, as required, of a Form N-PORT template and a Form N-CEN update, including any Portfolio of Investments, if applicable. Each The Trust may also redistribute the Materials, or an excerpted portion thereof, to its investment managers, investment advisers, agents, clients, investors or participants, as applicable, that have a reasonable interest in the Materials in connection with their relationship with each the Trust (each a “Permitted Person”); provided, however, (i) each the Trust may not charge a fee, profit, or otherwise benefit from the redistribution of Materials to Permitted Persons, (ii) data provided by third party sources such as but not limited to market or index data (“Third Party Data”) contained in the Materials may not be redistributed other than Third Party Data that is embedded in the calculations presented in the Materials and not otherwise identifiable as Third Party Data, except to the extent each the Trust has separate license rights with respect to the use of such Third Party Data, or (iii) each the Trust may not use the Services or Materials in any way to compete or enable any third party to compete with State Streetthe Administrator. No Permitted Person shall have any further rights of use or redistribution with respect to, or any ownership rights in, the Materials or any excerpted portion thereof. Except as expressly provided in this Section 3(C), each the Trust, any of its affiliates, or any of their respective officers, directors, employees, investment managers, investment advisers, agents or any other third party, including any client of, or investor or participant in each the Trust or any Permitted Persons (collectively, including each the Trust, “Trust Parties”), may not directly or indirectly, sell, rent, lease, license or sublicense, transmit, transfer, distribute or redistribute, disclose display, or provide, or otherwise make available or permit access to, all or any part of the Services or the Materials (including any State Street Data or Third Party Data contained therein, except with respect to Third Party Data to the extent each the Trust has separate license rights with respect to the use of such Third Party Data). Without limitation, Trust Parties shall not themselves nor permit any other person to in whole or in part (i) modify, enhance, create derivative works, reverse engineer, decompile, decompose or disassemble the Services or the Materials; (ii) make copies of the Services, the Materials or portions thereof; (iii) secure any source code used in the Services, or attempt to use any portions of the Services in any form other than machine readable object code; (iv) commercially exploit or otherwise use the Services or the Materials for the benefit of any third party in a service bureau or software-as-a-service environment (or similar structure), or otherwise use the Services or the Materials to perform services for any third party, including for, to, or with consultants and independent Information Classification: Limited Access contractors; or (v) attempt any of the foregoing or otherwise use the Services or the Materials for any purpose other than as expressly authorized under this Agreement.
(D) Each The Trust shall limit the access and use of the Services and the Materials by any Trust Parties to a need-to-know basis and, in connection with its obligations under this Agreement, each the Trust shall be responsible and liable for all acts and omissions of any Trust Parties.
(E) The Services, the Materials and all confidential information of State Street the Administrator (as confidential information is defined in the Agreement and other than Third Party Data and Required Data), are the sole property of State Streetthe Administrator. Each The Trust has no rights or interests with respect to all or any part of the Services, the Materials or State Streetthe Administrator’s confidential information, other than its use and redistribution rights expressly set forth in Section 3(C) herein. Each The Trust automatically and irrevocably assigns to State Street the Administrator any right, title or interest that it has, or may be deemed to have, in the Services, the Materials or State Streetthe Administrator’s confidential information, including, for the avoidance of doubt and without limitation, any Trust Party feedback, ideas, concepts, comments, suggestions, techniques or know-how shared with State Street the Administrator (collectively, “Feedback”) and the State Street Parties shall be entitled to incorporate any Feedback in the Services or the Materials or to otherwise use such Feedback for its own commercial benefit without obligation to compensate each the Trust.
(F) State Street The Administrator may rely on Services-Related Data used in connection with the Services without independent verification. Services-Related Data used in the Services may not be available or may contain errors, and the Services may not be complete or accurate as a result. Information Classification: Limited Access Further to the Amendment Fund Accounting and Financial Administration Agreement (“Agreement”) dated as of March 6[August , 2018, 2024] and effective as of March 1, 2018, to the Financial Administration and Accounting Services Agreement dated as of March 1, 2011, dates set forth therein by and among each of the investment companies listed on Exhibit A thereto (each, a “Trust”) and between State Street Bank and Trust Company (the “State StreetAdministrator”), and Lincoln Funds Trust (the “Trust”), the Trusts Trust and State Street the Administrator mutually agree to update this Annex 1 effective January 25, 2021 by adding/removing Funds as followsapplicable: Bank Loan Core Lincoln Inflation Plus Fund Mortgage Core Lincoln U.S. Equity Income Maximizer Fund High Yield Bond Core Fund Emerging Markets Core Fund (Data ONLY) Project and Trade Finance Core Fund (Data ONLY) Federated Hermes Clover Small Value Fund Federated Hermes ▇▇▇▇▇▇▇▇ Fund Federated ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Large Cap Fund Federated ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Small Cap Fund Federated Hermes MDT Mid Cap Growth Fund Federated Hermes Prudent Bear Fund (Data ONLY) Federated Hermes Strategic Income Fund (Data ONLY) Federated Hermes Opportunistic High Yield Bond Fund (Data ONLY) Federated Hermes Capital Income Fund Federated Hermes Floating Rate Strategic Income Fund Federated Hermes Fund for U.S. Government Securities Federated Hermes Intermediate Corporate Bond Fund Federated Hermes Real Return Bond Fund Federated Hermes Short-Term Income Fund (Data ONLY) Federated Hermes Government Ultrashort Duration Fund Federated Hermes Institutional High Yield Bond Fund Federated Hermes Short-Intermediate Total Return Bond Fund (Data ONLY) Federated Hermes Fund for U.S. Government Securities II Federated Hermes High Income Bond Fund II Federated Hermes ▇▇▇▇▇▇▇▇ Fund II Federated Hermes Managed Volatility Fund II Federated Hermes Quality Bond Fund II (Data ONLY) Federated Hermes Corporate Bond Fund (Data ONLY) Federated Hermes Corporate Bond Strategy Portfolio Federated Hermes High-Yield Strategy Portfolio Federated Hermes Mortgage Strategy Portfolio (Data ONLY) Federated Hermes MDT All Cap Core Fund Federated Hermes MDT Balanced Fund Federated Hermes MDT Large Cap Growth Fund Federated Hermes MDT Small Cap Growth Fund Federated Hermes MDT Small Cap Core Fund Federated Hermes Project and Trade Finance Tender Fund (Data ONLY) Federated Hermes Select Total Return Bond Fund Federated Hermes Total Return Bond Fund Federated Hermes Ultrashort Bond Fund (Data ONLY) FEDERATED ▇▇▇▇▇▇ ADVISER SERIES Standard of Funds are identified by a double asterisk** Form N-PORT Services and Quarterly Portfolio of Investments Services Fund Type Service Type Lincoln Inflation Plus Fund Lincoln U.S. Equity Income Maximizer Fund Fund of Funds are identified by a double asterisk** Standard Form N-CEN Reporting Solution (Data ONLY) Federated Hermes Conservative Municipal Microshort Services Information Classification: Limited Access LINCOLN FUNDS TRUST Lincoln Inflation Plus Fund Federated Hermes Conservative Microshort Lincoln U.S. Equity Income Maximizer Fund (Data ONLY) IN WITNESS WHEREOF, the undersigned, by their authorized representatives, have executed this Annex 1 as of the last signature date set forth below. ByInformation Classification: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Title: Treasurer Title: Managing Director Date: January 27, 2021 Date: January 27, 2021Limited Access
Appears in 2 contracts
Sources: Fund Accounting and Financial Administration Agreement (Lincoln Funds Trust), Fund Accounting and Financial Administration Agreement (Lincoln Funds Trust)
Trust Duties, Representations and Covenants in Connection with the Services. The provision of the Services to each the Trust by State Street the Administrator is subject to the following terms and conditions:
1. The parties Parties acknowledge and agree on the following matters: Information Classification: Limited Access The Services depend, directly or indirectly, on: (i) Required Data and (ii) information concerning each the Trust or its affiliates or any FundInvestment Funds, pooled vehicle, security or other investment or portfolio Investment Fund regarding which each the Trust or its affiliates provide services or is otherwise associated (“Trust Entities”) that is generated or aggregated by State Street the Administrator or its affiliates in connection with services performed on each the Trust’s behalf or otherwise prepared by State Street the Administrator (“State Street Data,” together with Required Data and Third Party Data (as defined below), “Services-Related Data”). State StreetThe Administrator’s obligations, responsibilities and liabilities with respect to any State Street Data used in connection with other services received by each the Trust shall be as provided in such respective other agreements between State Street the Administrator or its affiliates and each the Trust relating to such other services (e.g., administration and/or custody services, etc.) from which the State Street Data is derived or sourced (“Other Trust Agreements”). Nothing in this Agreement or any service schedule(s) shall limit or modify State Streetthe Administrator’s or its affiliates’ obligations to each the Trust under the Other Trust Agreements. In connection with the provision of the Services by State Streetthe Administrator, each the Trust acknowledges and agrees that it will be responsible for providing State Street the Administrator with any information requested by State Streetthe Administrator, including, but not limited to, the following:
(A) Arranging for the regular provision of all Required Data (including State Street Data, where applicable) and related information to State Streetthe Administrator, in formats compatible with Administrator-provided data templates including, without limitation, Required Data and the information and assumptions required by State Street the Administrator in connection with a Trust reporting profile and onboarding checklist, as it, or the information or assumptions required, may be revised at any time by State Streetthe Administrator, in its discretion (collectively, the “Onboarding Checklist”) and such other forms and templates as may be used by State Street the Administrator for such purposes from time to time, for all Trusts and/or Investment Funds receiving Trust services under this Agreement, including but not limited to those to be reported on Form N-PORT and Form N-CEN (as determined by each the Trust), including, without limitation, arranging for the provision of data from each the Trust, its affiliates, third party administrators, prime brokers, custodians, and other relevant parties. If and to the extent that Required Data is already accessible to State Street the Administrator (or any of its affiliates) in its capacity as administrator to one or more TrustsTrust, State Street the Administrator and each the Trust will agree on the scope of the information to be extracted from State Streetthe Administrator’s or any of its affiliate’s systems for purposes of State Streetthe Administrator’s provision of the Services, Services subject to the discretion of State Streetthe Administrator, and State Street the Administrator is hereby expressly authorized to use any such information as necessary in connection with providing the Services hereunder; and
(B) Providing all required information and assumptions not otherwise included in Trust data and assumptions provided pursuant to Section 1(A) above, including but not limited to the Required Data, as may be required in order for State Street the Administrator to provide the Services. Information Classification: Limited Access The following are examples of certain types of information that each the Trust is likely to be required to provide pursuant to Sections 1(A) and 1(B) above, and each the Trust hereby acknowledges and understands that the following categories of information are merely illustrative examples, are by no means an exhaustive list of all such required information, and are subject to change as a result of any amendments to Form N-PORT and Form N-CENCEN or any changes in requirements relating to the provision of Liquidity Risk Measurement Services: · ● SEC filing classification of each the Trust (i.e., small or large filer); · ● Identification of any data sourced from third parties; and · ● Identification of any securities reported as Miscellaneous.; and ● Any Explanatory Notes included in N-PORT Section E.
2. Each The Trust acknowledges that it has provided to State Street the Administrator all material assumptions used by each the Trust or that are expected to be used by each the Trust in connection with the completion of Form N-PORT and Form N-CEN and the Services, provision of the Services and that it has approved all material assumptions used by State Street the Administrator in the provision of the Services prior to the first use of the Services. Each The Trust will also be responsible for promptly notifying State Street the Administrator of any changes in any such material assumptions previously notified to State Street the Administrator by each the Trust or otherwise previously approved by each the Trust in connection with State Streetthe Administrator’s provision of the Services. Each The Trust acknowledges that the completion of Form N-PORT and Form N-CEN and the Services, provision of the Services and the data required thereby, requires the use of material assumptions in connection with many different categories of information and data, and the use and/or reporting thereof, including, but not limited to the following: · ● Investment classification of positions; · ● Assumptions necessary in converting data extracts; · ● General operational and process assumptions used by State Street the Administrator in performing the Services; and · ● Assumptions specific to each the Trust. Each The Trust hereby acknowledges and understands that the foregoing categories of information that may involve the use of material assumptions are merely illustrative examples of certain subject matter areas in relation to which each the Trust (and/or State Street the Administrator on its behalf in connection with the Services) may rely on various material assumptions, and are by no means an exhaustive list of all such subject matter areas.
3. Each The Trust acknowledges and agrees on the following matters:
(A) Each The Trust has independently reviewed the Services (including, without limitation, the assumptions, market data, securities prices, securities valuations, tests and calculations used in the Services), and each the Trust has determined that the Services are suitable for its purposes. None of State Street the Administrator or its affiliates, nor their respective officers, directors, employees, representatives, agents or service providers (collectively, including State Streetthe Administrator, “State Street Parties”) make any express or implied warranties or representations with respect to the Services or otherwise.. Information Classification: Limited Access
(B) Each The Trust assumes full responsibility for complying with all securities, tax, commodities and other laws, rules and regulations applicable to it. State Street The Administrator is not providing, and the Services do not constitute, legal, tax, investment, or regulatory advice, or accounting or auditing services advice. Unless otherwise agreed to in writing by the parties to this Agreement, the Services are of general application and State Street the Administrator is not providing any customization, guidance, or recommendations. Where each the Trust uses Services to comply with any law, regulation, agreement, or other Trust obligation, State Street the Administrator makes no representation that any Service complies with such law, regulation, agreement, or other obligation, and State Street the Administrator has no obligation of compliance with respect thereto.
(C) Each The Trust may use the Services and any reports, charts, graphs, data, analyses and other results generated by State Street the Administrator in connection with the Services and provided by State Street the Administrator to each the Trust (“Materials”) (a) for the internal business purpose of each the Trust relating to the applicable Service or (b) for submission to the U.S. Securities and Exchange Commission, as required, of a Form N-PORT template and a Form N-CEN update, including any Portfolio of Investments, if applicable. Each The Trust may also redistribute the Materials, or an excerpted portion thereof, to its investment managers, investment advisers, agents, clients, investors or participants, as applicable, that have a reasonable interest in the Materials in connection with their relationship with each the Trust (each a “Permitted Person”); provided, however, (i) each the Trust may not charge a fee, profit, or otherwise benefit from the redistribution of Materials to Permitted Persons, (ii) data provided by third party sources such as but not limited to market or index data (“Third Party Data”) contained in the Materials may not be redistributed other than Third Party Data that is embedded in the calculations presented in the Materials and not otherwise identifiable as Third Party Data, except to the extent each the Trust has separate license rights with respect to the use of such Third Party Data, or (iii) each the Trust may not use the Services or Materials in any way to compete or enable any third party to compete with State Streetthe Administrator. No Permitted Person shall have any further rights of use or redistribution with respect to, or any ownership rights in, the Materials or any excerpted portion thereof. Except as expressly provided in this Section 3(C), each the Trust, any of its affiliates, or any of their respective officers, directors, employees, investment managers, investment advisers, agents or any other third party, including any client of, or investor or participant in each the Trust or any Permitted Persons (collectively, including each the Trust, “Trust Parties”), may not directly or indirectly, sell, rent, lease, license or sublicense, transmit, transfer, distribute or redistribute, disclose display, or provide, or otherwise make available or permit access to, all or any part of the Services or the Materials (including any State Street Data or Third Party Data contained therein, except with respect to Third Party Data to the extent each the Trust has separate license rights with respect to the use of such Third Party Data). Without limitation, Trust Parties shall not themselves nor permit any other person to in whole or in part (i) modify, enhance, create derivative works, reverse engineer, decompile, decompose or disassemble the Services or the Information Classification: Limited Access Materials; (ii) make copies of the Services, the Materials or portions thereof; (iii) secure any source code used in the Services, or attempt to use any portions of the Services in any form other than machine readable object code; (iv) commercially exploit or otherwise use the Services or the Materials for the benefit of any third party in a service bureau or software-as-a-service environment (or similar structure), or otherwise use the Services or the Materials to perform services for any third party, including for, to, or with consultants and independent contractors; or (v) attempt any of the foregoing or otherwise use the Services or the Materials for any purpose other than as expressly authorized under this Agreement.
(D) Each The Trust shall limit the access and use of the Services and the Materials by any Trust Parties to a need-to-know basis and, in connection with its obligations under this Agreement, each the Trust shall be responsible and liable for all acts and omissions of any Trust Parties.
(E) The Services, the Materials and all confidential information of State Street the Administrator (as confidential information is defined in the Agreement and other than Third Party Data and Required Data), are the sole property of State Streetthe Administrator. Each The Trust has no rights or interests with respect to all or any part of the Services, the Materials or State Streetthe Administrator’s confidential information, other than its use and redistribution rights expressly set forth in Section 3(C) herein. Each The Trust automatically and irrevocably assigns to State Street the Administrator any right, title or interest that it has, or may be deemed to have, in the Services, the Materials or State Streetthe Administrator’s confidential information, including, for the avoidance of doubt and without limitation, any Trust Party feedback, ideas, concepts, comments, suggestions, techniques or know-how shared with State Street the Administrator (collectively, “Feedback”) and the State Street Parties shall be entitled to incorporate any Feedback in the Services or the Materials or to otherwise use such Feedback for its own commercial benefit without obligation to compensate each the Trust.
(F) State Street The Administrator may rely on Services-Related Data used in connection with the Services without independent verification. Services-Related Data used in the Services may not be available or may contain errors, and the Services may not be complete or accurate as a result. Further to the Amendment dated as of March 6, 2018, effective as of March 1, 2018, to the Financial Administration and Accounting Services Agreement dated as of March 1, 2011, by and among each of the investment companies listed on Exhibit A thereto (each, a “Trust”) and State Street Bank and Trust Company (the “State Street”), the Trusts and State Street mutually agree to update this Annex 1 effective January 25, 2021 as follows: Bank Loan Core Fund Mortgage Core Fund High Yield Bond Core Fund Emerging Markets Core Fund (Data ONLY) Project and Trade Finance Core Fund (Data ONLY) Federated Hermes Clover Small Value Fund Federated Hermes ▇▇▇▇▇▇▇▇ Fund Federated ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Large Cap Fund Federated ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Small Cap Fund Federated Hermes MDT Mid Cap Growth Fund Federated Hermes Prudent Bear Fund (Data ONLY) Federated Hermes Strategic Income Fund (Data ONLY) Federated Hermes Opportunistic High Yield Bond Fund (Data ONLY) Federated Hermes Capital Income Fund Federated Hermes Floating Rate Strategic Income Fund Federated Hermes Fund for U.S. Government Securities Federated Hermes Intermediate Corporate Bond Fund Federated Hermes Real Return Bond Fund Federated Hermes Short-Term Income Fund (Data ONLY) Federated Hermes Government Ultrashort Duration Fund Federated Hermes Institutional High Yield Bond Fund Federated Hermes Short-Intermediate Total Return Bond Fund (Data ONLY) Federated Hermes Fund for U.S. Government Securities II Federated Hermes High Income Bond Fund II Federated Hermes ▇▇▇▇▇▇▇▇ Fund II Federated Hermes Managed Volatility Fund II Federated Hermes Quality Bond Fund II (Data ONLY) Federated Hermes Corporate Bond Fund (Data ONLY) Federated Hermes Corporate Bond Strategy Portfolio Federated Hermes High-Yield Strategy Portfolio Federated Hermes Mortgage Strategy Portfolio (Data ONLY) Federated Hermes MDT All Cap Core Fund Federated Hermes MDT Balanced Fund Federated Hermes MDT Large Cap Growth Fund Federated Hermes MDT Small Cap Growth Fund Federated Hermes MDT Small Cap Core Fund Federated Hermes Project and Trade Finance Tender Fund (Data ONLY) Federated Hermes Select Total Return Bond Fund Federated Hermes Total Return Bond Fund Federated Hermes Ultrashort Bond Fund (Data ONLY) FEDERATED ▇▇▇▇▇▇ ADVISER SERIES Standard N-PORT and N-CEN Reporting Solution (Data ONLY) Federated Hermes Conservative Municipal Microshort Fund Federated Hermes Conservative Microshort Fund (Data ONLY) IN WITNESS WHEREOF, the undersigned, by their authorized representatives, have executed this Annex 1 as of the last signature date set forth below. By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Title: Treasurer Title: Managing Director Date: January 27, 2021 Date: January 27, 2021.
Appears in 2 contracts
Sources: Master Administration Agreement (Brighthouse Funds Trust II), Amendment No. 2 to Amended and Restated Master Administration Agreement (Brighthouse Funds Trust I)
Trust Duties, Representations and Covenants in Connection with the Services. The provision of the Services to each Trust by State Street is subject to the following terms and conditions:
1. The parties acknowledge and agree on the following matters: The Services depend, directly or indirectly, on: (i) Required Data and (ii) information concerning each Trust or its affiliates or any Fund, pooled vehicle, security or other investment or portfolio regarding which each Trust or its affiliates provide services or is otherwise associated (“Trust Entities”) that is generated or aggregated by State Street or its affiliates in connection with services performed on each Trust’s behalf or otherwise prepared by State Street (“State Street Data,” together with Required Data and Third Party Data (as defined below), “Services-Related Data”). State Street’s obligations, responsibilities and liabilities with respect to any State Street Data used in connection with other services received by each Trust shall be as provided in such respective other agreements between State Street or its affiliates and each Trust relating to such other services (e.g., administration and/or custody services, etc.) from which the State Street Data is derived or sourced (“Other Trust Agreements”). Nothing in this Agreement or any service schedule(s) shall limit or modify State Street’s or its affiliates’ obligations to each Trust under the Other Trust Agreements. In connection with the provision of the Services by State Street, each Trust acknowledges and agrees that it will be responsible for providing State Street with any information requested by State Street, including, but not limited to, the following:
(A) Arranging for the regular provision of all Required Data (including State Street Data, where applicable) and related information to State Street, in formats compatible with Administrator-provided data templates including, without limitation, Required Data and the information and assumptions required by State Street in connection with a Trust reporting profile and onboarding checklist, as it, or the information or assumptions required, may be revised at any time by State Street, in its discretion (collectively, the “Onboarding Checklist”) and such other forms and templates as may be used by State Street for such purposes from time to time, for all Trusts and/or Funds receiving services under this Agreement, including but not limited to those to be reported on Form N-PORT and Form N-CEN (as determined by each Trust), including, without limitation, arranging for the provision of data from each Trust, its affiliates, third party administrators, prime brokers, custodians, and other relevant parties. If and to the extent that Required Data is already accessible to State Street (or any of its affiliates) in its capacity as administrator to one or more Trusts, State Street and each Trust will agree on the scope of the information to be extracted from State Street’s or any of its affiliate’s systems for purposes of State Street’s provision of the Services, subject to the discretion of State Street, and State Street is hereby expressly authorized to use any such information as necessary in connection with providing the Services hereunder; and
(B) Providing all required information and assumptions not otherwise included in Trust data and assumptions provided pursuant to Section 1(A) above, including but not limited to the Required Data, as may be required in order for State Street to provide the Services. The following are examples of certain types of information that each Trust is likely to be required to provide pursuant to Sections 1(A) and 1(B) above, and each Trust hereby acknowledges and understands that the following categories of information are merely illustrative examples, are by no means an exhaustive list of all such required information, and are subject to change as a result of any amendments to Form N-PORT and Form N-CEN: · SEC filing classification of each Trust (i.e., small or large filer); · Identification of any data sourced from third parties; and · Identification of any securities reported as Miscellaneous.
2. Each Trust acknowledges that it has provided to State Street all material assumptions used by each Trust or that are expected to be used by each Trust in connection with the completion of the Services, and that it has approved all material assumptions used by State Street in the provision of the Services prior to the first use of the Services. Each Trust will also be responsible for promptly notifying State Street of any changes in any such material assumptions previously notified to State Street by each Trust or otherwise previously approved by each Trust in connection with State Street’s provision of the Services. Each Trust acknowledges that the completion of the Services, and the data required thereby, requires the use of material assumptions in connection with many different categories of information and data, and the use and/or reporting thereof, including, but not limited to the following: · Investment classification of positions; · Assumptions necessary in converting data extracts; · General operational and process assumptions used by State Street in performing the Services; and · Assumptions specific to each Trust. Each Trust hereby acknowledges and understands that the foregoing categories of information that may involve the use of material assumptions are merely illustrative examples of certain subject matter areas in relation to which each Trust (and/or State Street on its behalf in connection with the Services) may rely on various material assumptions, and are by no means an exhaustive list of all such subject matter areas.
3. Each Trust acknowledges and agrees on the following matters:
(A) Each Trust has independently reviewed the Services (including, without limitation, the assumptions, market data, securities prices, securities valuations, tests and calculations used in the Services), and each Trust has determined that the Services are suitable for its purposes. None of State Street or its affiliates, nor their respective officers, directors, employees, representatives, agents or service providers (collectively, including State Street, “State Street Parties”) make any express or implied warranties or representations with respect to the Services or otherwise.
(B) Each Trust assumes full responsibility for complying with all securities, tax, commodities and other laws, rules and regulations applicable to it. State Street is not providing, and the Services do not constitute, legal, tax, investment, or regulatory advice, or accounting or auditing services advice. Unless otherwise agreed to in writing by the parties to this Agreement, the Services are of general application and State Street is not providing any customization, guidance, or recommendations. Where each Trust uses Services to comply with any law, regulation, agreement, or other Trust obligation, State Street makes no representation that any Service complies with such law, regulation, agreement, or other obligation, and State Street has no obligation of compliance with respect thereto.
(C) Each Trust may use the Services and any reports, charts, graphs, data, analyses and other results generated by State Street in connection with the Services and provided by State Street to each Trust (“Materials”) (a) for the internal business purpose of each Trust relating to the applicable Service or (b) for submission to the U.S. Securities and Exchange Commission, as required, of a Form N-PORT template and a Form N-CEN update. Each Trust may also redistribute the Materials, or an excerpted portion thereof, to its investment managers, investment advisers, agents, clients, investors or participants, as applicable, that have a reasonable interest in the Materials in connection with their relationship with each Trust (each a “Permitted Person”); provided, however, (i) each Trust may not charge a fee, profit, or otherwise benefit from the redistribution of Materials to Permitted Persons, (ii) data provided by third party sources such as but not limited to market or index data (“Third Party Data”) contained in the Materials may not be redistributed other than Third Party Data that is embedded in the calculations presented in the Materials and not otherwise identifiable as Third Party Data, except to the extent each Trust has separate license rights with respect to the use of such Third Party Data, or (iii) each Trust may not use the Services or Materials in any way to compete or enable any third party to compete with State Street. No Permitted Person shall have any further rights of use or redistribution with respect to, or any ownership rights in, the Materials or any excerpted portion thereof. Except as expressly provided in this Section 3(C), each Trust, any of its affiliates, or any of their respective officers, directors, employees, investment managers, investment advisers, agents or any other third party, including any client of, or investor or participant in each Trust or any Permitted Persons (collectively, including each Trust, “Trust Parties”), may not directly or indirectly, sell, rent, lease, license or sublicense, transmit, transfer, distribute or redistribute, disclose display, or provide, or otherwise make available or permit access to, all or any part of the Services or the Materials (including any State Street Data or Third Party Data contained therein, except with respect to Third Party Data to the extent each Trust has separate license rights with respect to the use of such Third Party Data). Without limitation, Trust Parties shall not themselves nor permit any other person to in whole or in part (i) modify, enhance, create derivative works, reverse engineer, decompile, decompose or disassemble the Services or the Materials; (ii) make copies of the Services, the Materials or portions thereof; (iii) secure any source code used in the Services, or attempt to use any portions of the Services in any form other than machine readable object code; (iv) commercially exploit or otherwise use the Services or the Materials for the benefit of any third party in a service bureau or software-as-a-service environment (or similar structure), or otherwise use the Services or the Materials to perform services for any third party, including for, to, or with consultants and independent contractors; or (v) attempt any of the foregoing or otherwise use the Services or the Materials for any purpose other than as expressly authorized under this Agreement.
(D) Each Trust shall limit the access and use of the Services and the Materials by any Trust Parties to a need-to-know basis and, in connection with its obligations under this Agreement, each Trust shall be responsible and liable for all acts and omissions of any Trust Parties.
(E) The Services, the Materials and all confidential information of State Street (as confidential information is defined in the Agreement and other than Third Party Data and Required Data), are the sole property of State Street. Each Trust has no rights or interests with respect to all or any part of the Services, the Materials or State Street’s confidential information, other than its use and redistribution rights expressly set forth in Section 3(C) herein. Each Trust automatically and irrevocably assigns to State Street any right, title or interest that it has, or may be deemed to have, in the Services, the Materials or State Street’s confidential information, including, for the avoidance of doubt and without limitation, any Trust Party feedback, ideas, concepts, comments, suggestions, techniques or know-how shared with State Street (collectively, “Feedback”) and the State Street Parties shall be entitled to incorporate any Feedback in the Services or the Materials or to otherwise use such Feedback for its own commercial benefit without obligation to compensate each Trust.
(F) State Street may rely on Services-Related Data used in connection with the Services without independent verification. Services-Related Data used in the Services may not be available or may contain errors, and the Services may not be complete or accurate as a result. Further to the Amendment dated as of March 6, 2018, effective as of March 1, 2018, to the Financial Administration and Accounting Services Agreement dated as of March 1, 2011, by and among each of the investment companies listed on Exhibit A thereto (each, a “Trust”) and State Street Bank and Trust Company (the “State Street”), the Trusts and State Street mutually agree to update this Annex 1 effective January 25, 2021 as follows: Bank Loan Core Fund Mortgage Core Fund High Yield Bond Core Fund Emerging Markets Core Fund (Data ONLY) Project and Trade Finance Core Fund (Data ONLY) Federated Hermes Clover Small Value Fund Federated Hermes ▇K▇▇▇▇▇▇▇ Fund Federated ▇H▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Large Cap Fund Federated ▇H▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Small Cap Fund Federated Hermes MDT Mid Cap Growth Fund Federated Hermes Prudent Bear Fund (Data ONLY) Federated Hermes Strategic Income Fund (Data ONLY) Federated Hermes Opportunistic High Yield Bond Fund (Data ONLY) Federated Hermes Capital Income Fund Federated Hermes Floating Rate Strategic Income Fund Federated Hermes Fund for U.S. Government Securities Federated Hermes Intermediate Corporate Bond Fund Federated Hermes Real Return Bond Fund Federated Hermes Short-Term Income Fund (Data ONLY) Federated Hermes Government Ultrashort Duration Fund Federated Hermes Institutional High Yield Bond Fund Federated Hermes Short-Intermediate Total Return Bond Fund (Data ONLY) Federated Hermes Fund for U.S. Government Securities II Federated Hermes High Income Bond Fund II Federated Hermes ▇K▇▇▇▇▇▇▇ Fund II Federated Hermes Managed Volatility Fund II Federated Hermes Quality Bond Fund II (Data ONLY) Federated Hermes Corporate Bond Fund (Data ONLY) Federated Hermes Corporate Bond Strategy Portfolio Federated Hermes High-Yield Strategy Portfolio Federated Hermes Mortgage Strategy Portfolio (Data ONLY) Federated Hermes MDT All Cap Core Fund Federated Hermes MDT Balanced Fund Federated Hermes MDT Large Cap Growth Fund Federated Hermes MDT Small Cap Growth Fund Federated Hermes MDT Small Cap Core Fund Federated Hermes Project and Trade Finance Tender Fund (Data ONLY) Federated Hermes Select Total Return Bond Fund Federated Hermes Total Return Bond Fund Federated Hermes Ultrashort Bond Fund (Data ONLY) FEDERATED ▇H▇▇▇▇▇ ADVISER SERIES Standard N-PORT and N-CEN Reporting Solution (Data ONLY) Federated Hermes Conservative Municipal Microshort Fund Federated Hermes Conservative Microshort Fund (Data ONLY) IN WITNESS WHEREOF, the undersigned, by their authorized representatives, have executed this Annex 1 as of the last signature date set forth below. By: /s/ ▇L▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇S▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Name: ▇L▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇S▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Title: Treasurer Title: Managing Director Date: January 27, 2021 Date: January 27, 2021
Appears in 1 contract
Trust Duties, Representations and Covenants in Connection with the Services. The provision of the Services to each the Trust by State Street the Administrator is subject to the following terms and conditions:
1. The parties acknowledge and agree on the following matters: The Services depend, directly or indirectly, on: (i) Required Data and (ii) information concerning each the Trust or its affiliates or any Fund, pooled vehicle, security or other investment or portfolio regarding which each the Trust or its affiliates provide services or is otherwise associated (“Trust Entities”) that is generated or aggregated by State Street the Administrator or its affiliates in connection with services performed on each the Trust’s behalf or otherwise prepared by State Street the Administrator (“State Street Data,” together with Required Data and Third Party Data (as defined below), “Services-Related Data”). State StreetThe Administrator’s obligations, responsibilities and liabilities with respect to any State Street Data used in connection with other services received by each the Trust shall be as provided in such respective other agreements between State Street the Administrator or its affiliates and each the Trust relating to such other services (e.g., administration and/or custody services, etc.) from which the State Street Data is derived or sourced (“Other Trust Agreements”). Nothing in this Agreement or any service schedule(s) shall limit or modify State Streetthe Administrator’s or its affiliates’ obligations to each the Trust under the Other Trust Agreements. In connection with the provision of the Services by State Streetthe Administrator, each the Trust acknowledges and agrees that it will be responsible for providing State Street the Administrator with any information requested by State Streetthe Administrator, including, but not limited to, the following:
(A) Arranging for the regular provision of all Required Data (including State Street Data, where applicable) and related information to State Streetthe Administrator, in formats compatible with Administrator-provided data templates including, without limitation, Required Data and the information and assumptions required by State Street the Administrator in connection with a Trust reporting profile and onboarding checklist, as it, or the information or assumptions required, may be revised at any time by State Streetthe Administrator, in its discretion (collectively, the “Onboarding Checklist”) and such other forms and templates as may be used by State Street the Administrator for such purposes from time to time, for all Trusts and/or Funds receiving services under this Agreement, including but not limited to those to be reported on Form N-PORT and Form N-CEN (as determined by each the Trust), including, without limitation, arranging for the provision of data from each the Trust, its affiliates, third party administrators, prime brokers, custodians, custodians and other relevant parties. If and to the extent that Required Data is already accessible to State Street the Administrator (or any of its affiliates) in its capacity as administrator to one or more Trusts, State Street the Administrator and each the Trust will agree on the scope of the information to be extracted from State Streetthe Administrator’s or any of its affiliate’s systems for purposes of State Streetthe Administrator’s provision of the Services, subject to the discretion of State Streetthe Administrator, and State Street the Administrator is hereby expressly authorized to use any such information as necessary in connection with providing the Services hereunder; and
(B) Providing all required information and assumptions not otherwise included in Trust data and assumptions provided pursuant to Section 1(A) above, including but not limited to the Required Data, as may be required in order for State Street the Administrator to provide the Services. The following are examples of certain types of information that each the Trust is likely to be required to provide pursuant to Sections 1(A) and 1(B) above, and each the Trust hereby acknowledges and understands that the following categories of information are merely illustrative examples, are by no means an exhaustive list of all such required information, and are subject to change as a result of any amendments to Form N-PORT and Form N-CEN: · • SEC filing classification of each the Trust (i.e., small or large filer); · • Identification of any data sourced from third parties; and · • Identification of any securities reported as Miscellaneous.; and • Any Explanatory Notes included in N-PORT Section E.
2. Each The Trust acknowledges that it has provided to State Street the Administrator all material assumptions used by each the Trust or that are expected to be used by each the Trust in connection with the completion of Form N-PORT and Form N-CEN and the Services, provision of the Services and that it has approved all material assumptions used by State Street the Administrator in the provision of the Services prior to the first use of the Services. Each The Trust will also be responsible for promptly notifying State Street the Administrator of any changes in any such material assumptions previously notified to State Street the Administrator by each the Trust or otherwise previously approved by each the Trust in connection with State Streetthe Administrator’s provision of the Services. Each The Trust acknowledges that the completion of Form N-PORT and Form N-CEN and the provision of the Services, and the data required thereby, requires the use of material assumptions in connection with many different categories of information and data, and the use and/or reporting thereof, including, but not limited to the following: · • Investment classification of positions; · • Assumptions necessary in converting data extracts; · • General operational and process assumptions used by State Street the Administrator in performing the Services; and · • Assumptions specific to each Trustthe Trust or the Funds. Each The Trust hereby acknowledges and understands that the foregoing categories of information that may involve the use of material assumptions are merely illustrative examples of certain subject matter areas in relation to which each the Trust (and/or State Street the Administrator on its behalf in connection with the Services) may rely on various material assumptions, and are by no means an exhaustive list of all such subject matter areas.
3. Each The Trust acknowledges and agrees on the following matters:
(A) Each The Trust has independently reviewed the Services (including, without limitation, the assumptions, market data, securities prices, securities valuations, tests and calculations used in the Services), and each the Trust has determined that the Services are suitable for its purposes. None of State Street the Administrator or its affiliates, nor their respective officers, directors, employees, representatives, agents or service providers (collectively, including State Streetthe Administrator, “State Street Parties”) make any express or implied warranties or representations with respect to the Services or otherwise.
(B) Each The Trust assumes full responsibility for complying with all securities, tax, commodities and other laws, rules and regulations applicable to it. State Street The Administrator is not providing, and the Services do not constitute, legal, tax, investment, or regulatory advice, or accounting or auditing services advice. Unless otherwise agreed to in writing by the parties to this Agreement, the Services are of general application and State Street the Administrator is not providing any customization, guidance, or recommendations. Where each the Trust uses Services to comply with any law, regulation, agreement, or other Trust obligation, State Street the Administrator makes no representation that any Service complies with such law, regulation, agreement, or other obligation, and State Street the Administrator has no obligation of compliance with respect thereto.
(C) Each The Trust may use the Services and any reports, charts, graphs, data, analyses and other results generated by State Street the Administrator in connection with the Services and provided by State Street the Administrator to each the Trust (“Materials”) (a) for the internal business purpose of each the Trust relating to the applicable Service or (b) for submission to the U.S. Securities and Exchange Commission, as required, of a Form N-PORT template and a Form N-CEN update, including any Portfolio of Investments, if applicable. Each The Trust may also redistribute the Materials, or an excerpted portion thereof, to its investment managers, investment advisers, agents, clients, Trustees, investors or participants, as applicable, that have a reasonable interest in the Materials in connection with their relationship with each the Trust (each a “Permitted Person”); provided, however, (i) each the Trust may not charge a fee, profit, or otherwise benefit from the redistribution of Materials to Permitted Persons, (ii) data provided by third party sources such as but not limited to market or index data (“Third Party Data”) contained in the Materials may not be redistributed other than Third Party Data that is embedded in the calculations presented in the Materials and not otherwise identifiable as Third Party Data, except to the extent each the Trust has separate license rights with respect to the use of such Third Party Data, or (iii) each the Trust may not use the Services or Materials in any way to compete or enable any third party to compete with State Streetthe Administrator. No Permitted Person shall have any further rights of use or redistribution with respect to, or any ownership rights in, the Materials or any excerpted portion thereof. Except as expressly provided in this Section 3(C), each the Trust, any of its affiliates, or any of their respective officers, directors, employees, investment managers, investment advisers, agents or any other third party, including any client of, or investor or participant in each the Trust or any Permitted Persons (collectively, including each the Trust, “Trust Parties”), may not directly or indirectly, sell, rent, lease, license or sublicense, transmit, transfer, distribute or redistribute, disclose display, or provide, or otherwise make available or permit access to, all or any part of the Services or the Materials (including any State Street Data or Third Party Data contained therein, except with respect to Third Party Data to the extent each the Trust has separate license rights with respect to the use of such Third Party Data). Without limitation, Trust Parties shall not themselves nor permit any other person to in whole or in part (i) modify, enhance, create derivative works, reverse engineer, decompile, decompose or disassemble the Services or the Materials; (ii) make copies of the Services, the Materials or portions thereof; (iii) secure any source code used in the Services, or attempt to use any portions of the Services in any form other than machine readable object code; (iviii) commercially exploit or otherwise use the Services or the Materials for the benefit of any third party in a service bureau or software-as-a-service environment (or similar structure), or otherwise use the Services or the Materials to perform services for any third party, including for, to, or with consultants and independent contractors; or (viv) attempt any of the foregoing or otherwise use the Services or the Materials for any purpose other than as expressly authorized under this Agreement.
(D) Each The Trust shall limit the access and use of the Services and the Materials by any Trust Parties to a need-to-know basis and, in connection with its obligations under this Agreement, each the Trust shall be responsible and liable for all acts and omissions of any Trust Parties.
(E) The Services, the Materials and all confidential information of State Street the Administrator (as confidential information is defined in the Agreement and other than Third Party Data and Required Data), are the sole property of State Streetthe Administrator. Each The Trust has no rights or interests with respect to all or any part of the Services, the Materials or State Streetthe Administrator’s confidential information, other than its use and redistribution rights expressly set forth in Section 3(C) herein. Each The Trust automatically and irrevocably assigns to State Street the Administrator any right, title or interest that it has, or may be deemed to have, in the Services, the Materials or State Streetthe Administrator’s confidential information, including, for the avoidance of doubt and without limitation, any Trust Party feedback, ideas, concepts, comments, suggestions, techniques or know-how shared with State Street the Administrator (collectively, “Feedback”) and the State Street Parties shall be entitled to incorporate any Feedback in the Services or the Materials or to otherwise use such Feedback for its own commercial benefit without obligation to compensate each the Trust.
(F) State Street The Administrator may rely on Services-Related Data used in connection with the Services without independent verification. Services-Related Data used in the Services may not be available or may contain errors, and the Services may not be complete or accurate as a result. Further to the Amendment dated as of March 6, 2018, effective as of March 1, 2018, to the Financial Administration and Accounting Services Agreement dated as of March 1, 2011, by and among each of the investment companies listed on Exhibit A thereto (each, a “Trust”) and State Street Bank and Trust Company (the “State Street”), the Trusts and State Street mutually agree to update this Annex 1 effective January 25, 2021 as follows: Bank Loan Core Fund Mortgage Core Fund High Yield Bond Core Fund Emerging Markets Core Fund (Data ONLY) Project and Trade Finance Core Fund (Data ONLY) Federated Hermes Clover Small Value Fund Federated Hermes ▇▇▇▇▇▇▇▇ Fund Federated ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Large Cap Fund Federated ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Small Cap Fund Federated Hermes MDT Mid Cap Growth Fund Federated Hermes Prudent Bear Fund (Data ONLY) Federated Hermes Strategic Income Fund (Data ONLY) Federated Hermes Opportunistic High Yield Bond Fund (Data ONLY) Federated Hermes Capital Income Fund Federated Hermes Floating Rate Strategic Income Fund Federated Hermes Fund for U.S. Government Securities Federated Hermes Intermediate Corporate Bond Fund Federated Hermes Real Return Bond Fund Federated Hermes Short-Term Income Fund (Data ONLY) Federated Hermes Government Ultrashort Duration Fund Federated Hermes Institutional High Yield Bond Fund Federated Hermes Short-Intermediate Total Return Bond Fund (Data ONLY) Federated Hermes Fund for U.S. Government Securities II Federated Hermes High Income Bond Fund II Federated Hermes ▇▇▇▇▇▇▇▇ Fund II Federated Hermes Managed Volatility Fund II Federated Hermes Quality Bond Fund II (Data ONLY) Federated Hermes Corporate Bond Fund (Data ONLY) Federated Hermes Corporate Bond Strategy Portfolio Federated Hermes High-Yield Strategy Portfolio Federated Hermes Mortgage Strategy Portfolio (Data ONLY) Federated Hermes MDT All Cap Core Fund Federated Hermes MDT Balanced Fund Federated Hermes MDT Large Cap Growth Fund Federated Hermes MDT Small Cap Growth Fund Federated Hermes MDT Small Cap Core Fund Federated Hermes Project and Trade Finance Tender Fund (Data ONLY) Federated Hermes Select Total Return Bond Fund Federated Hermes Total Return Bond Fund Federated Hermes Ultrashort Bond Fund (Data ONLY) FEDERATED ▇▇▇▇▇▇ ADVISER SERIES Standard N-PORT and N-CEN Reporting Solution (Data ONLY) Federated Hermes Conservative Municipal Microshort Fund Federated Hermes Conservative Microshort Fund (Data ONLY) IN WITNESS WHEREOF, the undersigned, by their authorized representatives, have executed this Annex 1 as of the last signature date set forth below. By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Title: Treasurer Title: Managing Director Date: January 27, 2021 Date: January 27, 2021.
Appears in 1 contract
Sources: Master Administration Agreement (Natixis Funds Trust I)
Trust Duties, Representations and Covenants in Connection with the Services. The provision of the Services to each the Trust by State Street is subject to the following terms and conditions:
1. The parties acknowledge and agree on the following matters: The Services depend, directly or indirectly, on: (i) Required Data and (ii) information concerning each the Trust or its affiliates or any Fund, pooled vehicle, security or other investment or portfolio regarding which each the Trust or its affiliates provide services or is otherwise associated (“Trust Entities”) that is generated or aggregated by State Street or its affiliates in connection with services performed on each the Trust’s behalf or otherwise prepared by State Street (“State Street Data,” together with Required Data and Third Party Data (as defined below), “Services-Related Data”). State Street’s obligations, responsibilities and liabilities with respect to any State Street Data used in connection with other services received by each the Trust shall be as provided in such respective other agreements between State Street or its affiliates and each the Trust relating to such other services (e.g., administration and/or custody services, etc.) from which the State Street Data is derived or sourced (“Other Trust Agreements”). Nothing in this Agreement or any service schedule(s) shall limit or modify State Street’s or its affiliates’ obligations to each the Trust under the Other Trust Agreements. In connection with the provision of the Services by State Street, each the Trust acknowledges and agrees that it will be responsible for providing State Street with any information requested by State Street, including, but not limited to, the following:
(A) Arranging for the regular provision of all Required Data (including State Street Data, where applicable) and related information to State Street, in formats compatible with AdministratorState Street-provided data templates including, without limitation, Required Data and the information and assumptions required by State Street in connection with a Trust reporting profile and onboarding checklist, as it, or the information or assumptions required, may be revised at any time by State Street, in its discretion (collectively, the “Onboarding Checklist”) and such other forms and templates as may be used by State Street for such purposes from time to time, for the Trust and all Trusts and/or Funds receiving with respect to which services are provided under this Agreement, including but not limited to those to be reported on Form N-PORT and Form N-CEN (as determined by each the Trust), including, without limitation, arranging for the provision of data from each the Trust, its affiliates, third party administratorsState Streets, prime brokers, custodians, and other relevant parties. If and to the extent that Required Data is already accessible to State Street (or any of its affiliates) in its capacity as administrator State Street to one or more Trusts, State Street and each the Trust will agree on the scope of the information to be extracted from State Street’s or any of its affiliate’s systems for purposes of State Street’s provision of the Services, subject to the discretion of State Street, and State Street is hereby expressly authorized to use any such information as necessary in connection with providing the Services Services, hereunder; and
(B) Providing all required information and assumptions not otherwise included in Trust data and assumptions provided pursuant to Section 1(A) above, including but not limited to the Required Data, as may be required in order for State Street to provide the Services. The following are examples of certain types of information that each the Trust is likely to be required to provide with respect to the Trust and each Fund thereof pursuant to Sections 1(A) and 1(B) above, and each the Trust hereby acknowledges and understands that the following categories of information are merely illustrative examples, are by no means an exhaustive list of all such required information, and are subject to change as a result of any amendments to Form N-PORT and Form N-CEN: · SEC filing classification of each the Trust (i.e., small or large filer); · Identification of any data sourced from third parties; and · Identification of any securities reported as Miscellaneous.; and · Any Explanatory Notes included in N-PORT Section E.
2. Each The Trust acknowledges that it has provided to State Street all material assumptions used by each the Trust or that are expected to be used by each the Trust in connection with the completion of Form N-PORT and Form N-CEN and the provision of the Services, and that it has approved all material assumptions used by State Street in the provision of the Services prior to the first use of the Services. Each The Trust will also be responsible for promptly notifying State Street of any changes in any such material assumptions previously notified to State Street by each the Trust or otherwise previously approved by each the Trust in connection with State Street’s provision of the Services. Each The Trust acknowledges that the completion of Form N-PORT and Form N-CEN and the provision of the Services, and the data required thereby, requires the use of material assumptions in connection with many different categories of information and data, and the use and/or reporting thereof, including, but not limited to the following: · Investment classification of positions; · Assumptions necessary in converting data extracts; · General operational and process assumptions used by State Street in performing the Services; and · Assumptions specific to each the Trust. Each The Trust hereby acknowledges and understands that the foregoing categories of information that may involve the use of material assumptions are merely illustrative examples of certain subject matter areas in relation to which each the Trust (and/or State Street on its behalf in connection with the Services) may rely on various material assumptions, and are by no means an exhaustive list of all such subject matter areas.
3. Each The Trust acknowledges and agrees on the following matters:
(A) Each The Trust has independently reviewed the Services (including, without limitation, the assumptions, market data, securities prices, securities valuations, tests and calculations used in the Services), and each the Trust has determined that the Services are suitable for its purposes. None of State Street or its affiliates, nor their respective officers, directors, employees, representatives, agents or service providers (collectively, including State Street, “State Street Parties”) make any express or implied warranties or representations with respect to the Services or otherwise.
(B) Each The Trust assumes full responsibility for complying with all securities, tax, commodities and other laws, rules and regulations applicable to it. State Street is not providing, and the Services do not constitute, legal, tax, investment, or regulatory advice, or accounting or auditing services advice. Unless otherwise agreed to in writing by the parties to this Agreement, the Services are of general application and State Street is not providing any customization, guidance, or recommendations. Where each the Trust uses Services to comply with any law, regulation, agreement, or other Trust obligation, State Street makes no representation that any Service complies with such law, regulation, agreement, or other obligation, and State Street has no obligation of compliance with respect thereto.
(C) Each The Trust may use the Services and any reports, charts, graphs, data, analyses and other results generated by State Street in connection with the Services and provided by State Street to each the Trust (“Materials”) (a) for the internal business purpose of each the Trust relating to the applicable Service or (b) for submission to the U.S. Securities and Exchange Commission, as required, of a Form N-PORT template filing and a Form N-CEN update, including any Portfolio of Investments, if applicable. Each The Trust may also redistribute the Materials, or an excerpted portion thereof, to its investment managers, investment advisers, agents, clients, investors or participants, as applicable, that have a reasonable interest in the Materials in connection with their relationship with each the Trust (each a “Permitted Person”); provided, however, (i) each the Trust may not charge a fee, profit, or otherwise benefit from the redistribution of Materials to Permitted Persons, (ii) data provided by third party sources such as but not limited to market or index data (“Third Party Data”) contained in the Materials may not be redistributed other than Third Party Data that is embedded in the calculations presented in the Materials and not otherwise identifiable as Third Party Data, except to the extent each the Trust has separate license rights with respect to the use of such Third Party Data, or (iii) each the Trust may not use the Services or Materials in any way to compete or enable any third party to compete with State Street. No Permitted Person shall have any further rights of use or redistribution with respect to, or any ownership rights in, the Materials or any excerpted portion thereof. Except as expressly provided in this Section 3(C), each the Trust, any of its affiliates, or any of their respective officers, directors, employees, investment managers, investment advisers, agents or any other third party, including any client of, or investor or participant in each the Trust or any Permitted Persons (collectively, including each the Trust, “Trust Parties”), may not directly or indirectly, sell, rent, lease, license or sublicense, transmit, transfer, distribute or redistribute, disclose display, or provide, or otherwise make available or permit access to, all or any part of the Services or the Materials (including any State Street Data or Third Party Data contained therein, except with respect to Third Party Data to the extent each the Trust has separate license rights with respect to the use of such Third Party Data). Without limitation, Trust Parties shall not themselves nor permit any other person to in whole or in part (i) modify, enhance, create derivative works, reverse engineer, decompile, decompose or disassemble the Services or the Materials; (ii) make copies of the Services, the Materials or portions thereof; (iii) secure any source code used in the Services, or attempt to use any portions of the Services in any form other than machine readable object code; (iv) commercially exploit or otherwise use the Services or the Materials for the benefit of any third party in a service bureau or software-as-a-service environment (or similar structure), or otherwise use the Services or the Materials to perform services for any third party, including for, to, or with consultants and independent contractors; or (v) attempt any of the foregoing or otherwise use the Services or the Materials for any purpose other than as expressly authorized under this Agreement.
(D) Each The Trust shall limit the access and use of the Services and the Materials by any Trust Parties to a need-to-know basis and, in connection with its obligations under this Agreement, each the Trust shall be responsible and liable for all acts and omissions of any Trust Parties.
(E) The Services, the Materials and all confidential information of State Street (as confidential information is defined in the Agreement and other than Third Party Data and Required Data), are the sole property of State Street. Each The Trust has no rights or interests with respect to all or any part of the Services, the Materials or State Street’s confidential information, other than its use and redistribution rights expressly set forth in Section 3(C) herein. Each The Trust automatically and irrevocably assigns to State Street any right, title or interest that it has, or may be deemed to have, in the Services, the Materials or State Street’s confidential information, including, for the avoidance of doubt and without limitation, any Trust Party feedback, ideas, concepts, comments, suggestions, techniques or know-how shared with State Street (collectively, “Feedback”) and the State Street Parties shall be entitled to incorporate any Feedback in the Services or the Materials or to otherwise use such Feedback for its own commercial benefit without obligation to compensate each the Trust.
(F) State Street may rely on Services-Related Data used in connection with the Services without independent verification. Services-Related Data used in the Services may not be available or may contain errors, and the Services may not be complete or accurate as a result. Further to the Amendment dated as of March 6, 2018, effective as of March 1May 18, 2018, to the Financial Administration and Accounting Services Agreement dated as of March 1April 17, 2011, by and among each of 2013 between The Arbitrage Funds (the investment companies listed on Exhibit A thereto (each, a “Trust”) and State Street Bank and Trust Company (the “State Street”), the Trusts Trust and State Street mutually agree to update this Annex 1 effective January 25, 2021 by adding/removing Funds as follows: Bank Loan Core Fund Mortgage Core Fund High Yield Bond Core Fund Emerging Markets Core Fund (Data ONLY) Project and Trade Finance Core Fund (Data ONLY) Federated Hermes Clover Small Value Fund Federated Hermes ▇▇▇▇▇▇▇▇ Fund Federated ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Large Cap Fund Federated ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Small Cap Fund Federated Hermes MDT Mid Cap Growth Fund Federated Hermes Prudent Bear Fund (Data ONLY) Federated Hermes Strategic Income Fund (Data ONLY) Federated Hermes Opportunistic High Yield Bond Fund (Data ONLY) Federated Hermes Capital Income Fund Federated Hermes Floating Rate Strategic Income Fund Federated Hermes Fund for U.S. Government Securities Federated Hermes Intermediate Corporate Bond Fund Federated Hermes Real Return Bond Fund Federated Hermes Short-Term Income Fund (Data ONLY) Federated Hermes Government Ultrashort Duration Fund Federated Hermes Institutional High Yield Bond Fund Federated Hermes Short-Intermediate Total Return Bond Fund (Data ONLY) Federated Hermes Fund for U.S. Government Securities II Federated Hermes High Income Bond Fund II Federated Hermes ▇▇▇▇▇▇▇▇ Fund II Federated Hermes Managed Volatility Fund II Federated Hermes Quality Bond Fund II (Data ONLY) Federated Hermes Corporate Bond Fund (Data ONLY) Federated Hermes Corporate Bond Strategy Portfolio Federated Hermes High-Yield Strategy Portfolio Federated Hermes Mortgage Strategy Portfolio (Data ONLY) Federated Hermes MDT All Cap Core Fund Federated Hermes MDT Balanced Fund Federated Hermes MDT Large Cap Growth Fund Federated Hermes MDT Small Cap Growth Fund Federated Hermes MDT Small Cap Core Fund Federated Hermes Project and Trade Finance Tender Fund (Data ONLY) Federated Hermes Select Total Return Bond Fund Federated Hermes Total Return Bond Fund Federated Hermes Ultrashort Bond Fund (Data ONLY) FEDERATED ▇▇▇▇▇▇ ADVISER SERIES Standard N-PORT and N-CEN Reporting Solution (Data ONLY) Federated Hermes Conservative Municipal Microshort Fund Federated Hermes Conservative Microshort Fund (Data ONLY) IN WITNESS WHEREOF, the undersigned, by their authorized representatives, have executed this Annex 1 as of the last signature date set forth below. By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Title: Treasurer Title: Managing Director Date: January 27, 2021 Date: January 27, 2021applicable:
Appears in 1 contract
Trust Duties, Representations and Covenants in Connection with the Services. The provision of the Services to each the Trust by State Street the Administrator is subject to the following terms and conditions:
1. The parties acknowledge and agree on the following matters: The Services depend, directly or indirectly, on: (i) Required Data and (ii) information concerning each the Trust or its affiliates or any Fund, pooled vehicle, security or other investment or portfolio regarding which each the Trust or its affiliates provide services or is otherwise associated (“Trust Entities”) that is generated or aggregated by State Street the Administrator or its affiliates in connection with services performed on each the Trust’s behalf or otherwise prepared by State Street the Administrator (“State Street Data,” together with Required Data and Third Party Data (as defined below), “Services-Related Data”). State StreetThe Administrator’s obligations, responsibilities and liabilities with respect to any State Street Data used in connection with other services received by each the Trust shall be as provided in such respective other agreements between State Street the Administrator or its affiliates and each the Trust relating to such other services (e.g., administration and/or custody services, etc.) from which the State Street Data is derived or sourced (“Other Trust Agreements”). Nothing in this Agreement or any service schedule(s) shall limit or modify State Streetthe Administrator’s or its affiliates’ obligations to each the Trust under the Other Trust Agreements. In connection with the provision of the Services by State Streetthe Administrator, each the Trust acknowledges and agrees that it will be responsible for providing State Street the Administrator with any information requested by State Streetthe Administrator, including, but not limited to, the following:
(A) Arranging for the regular provision of all Required Data (including State Street Data, where applicable) and related information to State Streetthe Administrator, in formats compatible with Administrator-provided data templates including, without limitation, Required Data and the information and assumptions required by State Street the Administrator in connection with a Trust reporting profile and onboarding checklist, as it, or the information or assumptions required, may be revised at any time by State Streetthe Administrator, in its discretion (collectively, the “Onboarding Checklist”) and such other forms and templates as may be used by State Street the Administrator for such purposes from time to time, for all Trusts and/or Funds receiving services under this Agreement, including but not limited to those to be reported on Form N-PORT and Information Classification: Limited Access Form N-CEN (as determined by each the Trust), including, without limitation, arranging for the provision of data from each the Trust, its affiliates, third party administrators, prime brokers, custodians, custodians and other relevant parties. If and to the extent that Required Data is already accessible to State Street the Administrator (or any of its affiliates) in its capacity as administrator to one or more Trusts, State Street the Administrator and each the Trust will agree on the scope of the information to be extracted from State Streetthe Administrator’s or any of its affiliate’s systems for purposes of State Streetthe Administrator’s provision of the Services, subject to the discretion of State Streetthe Administrator, and State Street the Administrator is hereby expressly authorized to use any such information as necessary in connection with providing the Services hereunder; and
(B) Providing all required information and assumptions not otherwise included in Trust data and assumptions provided pursuant to Section 1(A) above, including but not limited to the Required Data, as may be required in order for State Street the Administrator to provide the Services. The following are examples of certain types of information that each the Trust is likely to be required to provide pursuant to Sections 1(A) and 1(B) above, and each the Trust hereby acknowledges and understands that the following categories of information are merely illustrative examples, are by no means an exhaustive list of all such required information, and are subject to change as a result of any amendments to Form N-PORT and Form N-CEN: · • SEC filing classification of each the Trust (i.e., small or large filer); · • Identification of any data sourced from third parties; and · • Identification of any securities reported as Miscellaneous.; and • Any Explanatory Notes included in N-PORT Section E.
2. Each The Trust acknowledges that it has provided to State Street the Administrator all material assumptions used by each the Trust or that are expected to be used by each the Trust in connection with the completion of Form N-PORT and Form N-CEN and the Services, provision of the Services and that it has approved all material assumptions used by State Street the Administrator in the provision of the Services prior to the first use of the Services. Each The Trust will also be responsible for promptly notifying State Street the Administrator of any changes in any such material assumptions previously notified to State Street the Administrator by each the Trust or otherwise previously approved by each the Trust in connection with State Streetthe Administrator’s provision of the Services. Each The Trust acknowledges that the completion of Form N-PORT and Form N-CEN and the provision of the Services, and the data required thereby, requires the use of material assumptions in connection with many different categories of information and data, and the use and/or reporting thereof, including, but not limited to the following: · • Investment classification of positions; · • Assumptions necessary in converting data extracts; · • General operational and process assumptions used by State Street the Administrator in performing the Services; and · • Assumptions specific to each Trustthe Trust or the Funds. Each Information Classification: Limited Access The Trust hereby acknowledges and understands that the foregoing categories of information that may involve the use of material assumptions are merely illustrative examples of certain subject matter areas in relation to which each the Trust (and/or State Street the Administrator on its behalf in connection with the Services) may rely on various material assumptions, and are by no means an exhaustive list of all such subject matter areas.
3. Each The Trust acknowledges and agrees on the following matters:
(A) Each The Trust has independently reviewed the Services (including, without limitation, the assumptions, market data, securities prices, securities valuations, tests and calculations used in the Services), and each the Trust has determined that the Services are suitable for its purposes. None of State Street the Administrator or its affiliates, nor their respective officers, directors, employees, representatives, agents or service providers (collectively, including State Streetthe Administrator, “State Street Parties”) make any express or implied warranties or representations with respect to the Services or otherwise.
(B) Each The Trust assumes full responsibility for complying with all securities, tax, commodities and other laws, rules and regulations applicable to it. State Street The Administrator is not providing, and the Services do not constitute, legal, tax, investment, or regulatory advice, or accounting or auditing services advice. Unless otherwise agreed to in writing by the parties to this Agreement, the Services are of general application and State Street the Administrator is not providing any customization, guidance, or recommendations. Where each the Trust uses Services to comply with any law, regulation, agreement, or other Trust obligation, State Street the Administrator makes no representation that any Service complies with such law, regulation, agreement, or other obligation, and State Street the Administrator has no obligation of compliance with respect thereto.
(C) Each The Trust may use the Services and any reports, charts, graphs, data, analyses and other results generated by State Street the Administrator in connection with the Services and provided by State Street the Administrator to each the Trust (“Materials”) (a) for the internal business purpose of each the Trust relating to the applicable Service or (b) for submission to the U.S. Securities and Exchange Commission, as required, of a Form N-PORT template and a Form N-CEN update, including any Portfolio of Investments, if applicable. Each The Trust may also redistribute the Materials, or an excerpted portion thereof, to its investment managers, investment advisers, agents, clients, Trustees, investors or participants, as applicable, that have a reasonable interest in the Materials in connection with their relationship with each the Trust (each a “Permitted Person”); provided, however, (i) each the Trust may not charge a fee, profit, or otherwise benefit from the redistribution of Materials to Permitted Persons, (ii) data provided by third party sources such as but not limited to market or index data (“Third Party Data”) contained in the Materials may not be redistributed other than Third Party Data that is embedded in the calculations presented in the Materials and not otherwise identifiable as Third Party Data, except to the extent each the Trust has separate license rights with respect to the use of such Third Party Data, or (iii) each the Trust may not use the Services or Materials in any way to compete or enable any third party to compete with State Streetthe Administrator. No Permitted Person shall have any further rights of use or redistribution with respect to, or any ownership rights in, the Materials or any excerpted portion thereof. Information Classification: Limited Access Except as expressly provided in this Section 3(C), each the Trust, any of its affiliates, or any of their respective officers, directors, employees, investment managers, investment advisers, agents or any other third party, including any client of, or investor or participant in each the Trust or any Permitted Persons (collectively, including each the Trust, “Trust Parties”), may not directly or indirectly, sell, rent, lease, license or sublicense, transmit, transfer, distribute or redistribute, disclose display, or provide, or otherwise make available or permit access to, all or any part of the Services or the Materials (including any State Street Data or Third Party Data contained therein, except with respect to Third Party Data to the extent each the Trust has separate license rights with respect to the use of such Third Party Data). Without limitation, Trust Parties shall not themselves nor permit any other person to in whole or in part (i) modify, enhance, create derivative works, reverse engineer, decompile, decompose or disassemble the Services or the Materials; (ii) make copies of the Services, the Materials or portions thereof; (iii) secure any source code used in the Services, or attempt to use any portions of the Services in any form other than machine readable object code; (iviii) commercially exploit or otherwise use the Services or the Materials for the benefit of any third party in a service bureau or software-as-a-service environment (or similar structure), or otherwise use the Services or the Materials to perform services for any third party, including for, to, or with consultants and independent contractors; or (viv) attempt any of the foregoing or otherwise use the Services or the Materials for any purpose other than as expressly authorized under this Agreement.
(D) Each The Trust shall limit the access and use of the Services and the Materials by any Trust Parties to a need-to-know basis and, in connection with its obligations under this Agreement, each the Trust shall be responsible and liable for all acts and omissions of any Trust Parties.
(E) The Services, the Materials and all confidential information of State Street the Administrator (as confidential information is defined in the Agreement and other than Third Party Data and Required Data), are the sole property of State Streetthe Administrator. Each The Trust has no rights or interests with respect to all or any part of the Services, the Materials or State Streetthe Administrator’s confidential information, other than its use and redistribution rights expressly set forth in Section 3(C) herein. Each The Trust automatically and irrevocably assigns to State Street the Administrator any right, title or interest that it has, or may be deemed to have, in the Services, the Materials or State Streetthe Administrator’s confidential information, including, for the avoidance of doubt and without limitation, any Trust Party feedback, ideas, concepts, comments, suggestions, techniques or know-how shared with State Street the Administrator (collectively, “Feedback”) and the State Street Parties shall be entitled to incorporate any Feedback in the Services or the Materials or to otherwise use such Feedback for its own commercial benefit without obligation to compensate each the Trust.
(F) State Street The Administrator may rely on Services-Related Data used in connection with the Services without independent verification. Services-Related Data used in the Services may not be available or may contain errors, and the Services may not be complete or accurate as a result. Further to the Amendment dated as of March 6, 2018, effective as of March 1, 2018, to the Financial Administration and Accounting Services Agreement dated as of March 1, 2011, by and among each of the investment companies listed on Exhibit A thereto (each, a “Trust”) and State Street Bank and Trust Company (the “State Street”), the Trusts and State Street mutually agree to update this Annex 1 effective January 25, 2021 as follows: Bank Loan Core Fund Mortgage Core Fund High Yield Bond Core Fund Emerging Markets Core Fund (Data ONLY) Project and Trade Finance Core Fund (Data ONLY) Federated Hermes Clover Small Value Fund Federated Hermes ▇▇▇▇▇▇▇▇ Fund Federated ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Large Cap Fund Federated ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Small Cap Fund Federated Hermes MDT Mid Cap Growth Fund Federated Hermes Prudent Bear Fund (Data ONLY) Federated Hermes Strategic Income Fund (Data ONLY) Federated Hermes Opportunistic High Yield Bond Fund (Data ONLY) Federated Hermes Capital Income Fund Federated Hermes Floating Rate Strategic Income Fund Federated Hermes Fund for U.S. Government Securities Federated Hermes Intermediate Corporate Bond Fund Federated Hermes Real Return Bond Fund Federated Hermes Short-Term Income Fund (Data ONLY) Federated Hermes Government Ultrashort Duration Fund Federated Hermes Institutional High Yield Bond Fund Federated Hermes Short-Intermediate Total Return Bond Fund (Data ONLY) Federated Hermes Fund for U.S. Government Securities II Federated Hermes High Income Bond Fund II Federated Hermes ▇▇▇▇▇▇▇▇ Fund II Federated Hermes Managed Volatility Fund II Federated Hermes Quality Bond Fund II (Data ONLY) Federated Hermes Corporate Bond Fund (Data ONLY) Federated Hermes Corporate Bond Strategy Portfolio Federated Hermes High-Yield Strategy Portfolio Federated Hermes Mortgage Strategy Portfolio (Data ONLY) Federated Hermes MDT All Cap Core Fund Federated Hermes MDT Balanced Fund Federated Hermes MDT Large Cap Growth Fund Federated Hermes MDT Small Cap Growth Fund Federated Hermes MDT Small Cap Core Fund Federated Hermes Project and Trade Finance Tender Fund (Data ONLY) Federated Hermes Select Total Return Bond Fund Federated Hermes Total Return Bond Fund Federated Hermes Ultrashort Bond Fund (Data ONLY) FEDERATED ▇▇▇▇▇▇ ADVISER SERIES Standard N-PORT and N-CEN Reporting Solution (Data ONLY) Federated Hermes Conservative Municipal Microshort Fund Federated Hermes Conservative Microshort Fund (Data ONLY) IN WITNESS WHEREOF, the undersigned, by their authorized representatives, have executed this Annex 1 as of the last signature date set forth below. By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Title: Treasurer Title: Managing Director Date: January 27, 2021 Date: January 27, 2021.
Appears in 1 contract
Sources: Master Administration Agreement (Natixis Funds Trust IV)
Trust Duties, Representations and Covenants in Connection with the Services. The provision of the Services to each the Trust by State Street the Administrator is subject to the following terms and conditions:
1. The parties acknowledge and agree on the following matters: The Services depend, directly or indirectly, on: (i) Required Data and (ii) information concerning each the Trust or its affiliates or any Fund, pooled vehicle, security or other investment or portfolio regarding which each the Trust or its affiliates provide services or is otherwise associated (“Trust Entities”) that is generated or aggregated by State Street the Administrator or its affiliates in connection with services performed on each the Trust’s behalf or otherwise prepared by State Street the Administrator (“State Street Data,” together with Required Data and Third Party Data (as defined below), “Services-Related Data”). State StreetThe Administrator’s obligations, responsibilities and liabilities with respect to any State Street Data used in connection with other services received by each the Trust shall be as provided in such respective other agreements between State Street the Administrator or its affiliates and each the Trust relating to such other services (e.g., administration and/or custody services, etc.) from which the State Street Data is derived or sourced (“Other Trust Agreements”). Nothing in this Agreement or any service schedule(s) shall limit or modify State Streetthe Administrator’s or its affiliates’ obligations to each the Trust under the Other Trust Agreements. In connection with the provision of the Services by State Streetthe Administrator, each the Trust acknowledges and agrees that it will be responsible for providing State Street the Administrator with any information requested by State Streetthe Administrator, including, but not limited to, the following:
(A) Arranging for the regular provision of all Required Data (including State Street Data, where applicable) and related information to State Streetthe Administrator, in formats compatible with Administrator-provided data templates including, without limitation, Required Data and the information and assumptions required by State Street the Administrator in connection with a Trust reporting profile and onboarding checklist, as it, or the information or assumptions required, may be revised at any time by State Streetthe Administrator, in its discretion (collectively, the “Onboarding Checklist”) and such other forms and templates as may be used by State Street the Administrator for such purposes from time to time, for all Trusts and/or Funds receiving services under this Agreement, including but not limited to those to be reported on Form N-PORT and Form N-CEN (as determined by each the Trust), including, without limitation, arranging for the provision of data from each the Trust, its affiliates, third party administrators, prime brokers, custodians, and other relevant parties. If and to the extent that Required Data is already accessible to State Street the Administrator (or any of its affiliates) in its capacity as administrator to one or more Trusts, State Street the Administrator and each the Trust will agree on the scope of the information to be extracted from State Streetthe Administrator’s or any of its affiliate’s systems for purposes of State Streetthe Administrator’s provision of the Services, subject to the discretion of State Streetthe Administrator, and State Street the Administrator is hereby expressly authorized to use any such information as necessary in connection with providing the Services hereunder; and
(B) Providing all required information and assumptions not otherwise included in Trust data and assumptions provided pursuant to Section 1(A) above, including but not limited to the Required Data, as may be required in order for State Street the Administrator to provide the Services. The following are examples of certain types of information that each the Trust is likely to be required to provide pursuant to Sections 1(A) and 1(B) above, and each the Trust hereby acknowledges and understands that the following categories of information are merely illustrative examples, are by no means an exhaustive list of all such required information, and are subject to change as a result of any amendments to Form N-PORT and Form N-CENCEN or any changes in requirements relating to the provision of Services: · • SEC filing classification of each the Trust (i.e., small or large filer); · • Identification of any data sourced from third parties; and · • Identification of any securities reported as Miscellaneous.; and • Any Explanatory Notes included in N-PORT Section E.
2. Each The Trust acknowledges that it has provided to State Street the Administrator all material assumptions used by each the Trust or that are expected to be used by each the Trust in connection with the completion of Form N-PORT and Form N-CEN and the provision of the Services, and that it has approved all material assumptions used by State Street the Administrator in the provision of the Services prior to the first use of the Services. Each The Trust will also be responsible for promptly notifying State Street the Administrator of any changes in any such material assumptions previously notified to State Street the Administrator by each the Trust or otherwise previously approved by each the Trust in connection with State Streetthe Administrator’s provision of the Services. Each The Trust acknowledges that the completion of Form N-PORT and Form N-CEN and the provision of the Services, and the data required thereby, requires the use of material assumptions in connection with many different categories of information and data, and the use and/or reporting thereof, including, but not limited to the following: · • Investment classification of positions; · • Assumptions necessary in converting data extracts; · • General operational and process assumptions used by State Street the Administrator in performing the Services; and · • Assumptions specific to each the Trust. Each The Trust hereby acknowledges and understands that the foregoing categories of information that may involve the use of material assumptions are merely illustrative examples of certain subject matter areas in relation to which each the Trust (and/or State Street the Administrator on its behalf in connection with the Services) may rely on various material assumptions, and are by no means an exhaustive list of all such subject matter areas.
3. Each The Trust acknowledges and agrees on the following matters:
(A) Each The Trust has independently reviewed the Services (including, without limitation, the assumptions, market data, securities prices, securities valuations, tests and calculations used in the Services), and each the Trust has determined that the Services are suitable for its purposes. None of State Street the Administrator or its affiliates, nor their respective officers, directors, employees, representatives, agents or service providers (collectively, including State Streetthe Administrator, “State Street Parties”) make any express or implied warranties or representations with respect to the Services or otherwise.
(B) Each The Trust assumes full responsibility for complying with all securities, tax, commodities and other laws, rules and regulations applicable to it. State Street The Administrator is not providing, and the Services do not constitute, legal, tax, investment, or regulatory advice, or accounting or auditing services advice. Unless otherwise agreed to in writing by the parties to this Agreement, the Services are of general application and State Street the Administrator is not providing any customization, guidance, or recommendations. Where each the Trust uses Services to comply with any law, regulation, agreement, or other Trust obligation, State Street the Administrator makes no representation that any Service complies with such law, regulation, agreement, or other obligation, and State Street the Administrator has no obligation of compliance with respect thereto.
(C) Each The Trust may use the Services and any reports, charts, graphs, data, analyses and other results generated by State Street the Administrator in connection with the Services and provided by State Street the Administrator to each the Trust (“Materials”) (a) for the internal business purpose of each the Trust relating to the applicable Service or (b) for submission to the U.S. Securities and Exchange Commission, as required, of a Form N-PORT template and a Form N-CEN update, including any Portfolio of Investments, if applicable. Each The Trust may also redistribute the Materials, or an excerpted portion thereof, to its investment managers, investment advisers, agents, clients, investors or participants, as applicable, that have a reasonable interest in the Materials in connection with their relationship with each the Trust (each a “Permitted Person”); provided, however, (i) each the Trust may not charge a fee, profit, or otherwise benefit from the redistribution of Materials to Permitted Persons, (ii) data provided by third party sources such as but not limited to market or index data (“Third Party Data”) contained in the Materials may not be redistributed other than Third Party Data that is embedded in the calculations presented in the Materials and not otherwise identifiable as Third Party Data, except to the extent each the Trust has separate license rights with respect to the use of such Third Party Data, or (iii) each the Trust may not use the Services or Materials in any way to compete or enable any third party to compete with State Streetthe Administrator. No Permitted Person shall have any further rights of use or redistribution with respect to, or any ownership rights in, the Materials or any excerpted portion thereof. Except as expressly provided in this Section 3(C), each the Trust, any of its affiliates, or any of their respective officers, directors, employees, investment managers, investment advisers, agents or any other third party, including any client of, or investor or participant in each the Trust or any Permitted Persons (collectively, including each the Trust, “Trust Parties”), may not directly or indirectly, sell, rent, lease, license or sublicense, transmit, transfer, distribute or redistribute, disclose display, or provide, or otherwise make available or permit access to, all or any part of the Services or the Materials (including any State Street Data or Third Party Data contained therein, except with respect to Third Party Data to the extent each the Trust has separate license rights with respect to the use of such Third Party Data). Without limitation, Trust Parties shall not themselves nor permit any other person to in whole or in part (i) modify, enhance, create derivative works, reverse engineer, decompile, decompose or disassemble the Services or the Materials; (ii) make copies of the Services, the Materials or portions thereof; (iii) secure any source code used in the Services, or attempt to use any portions of the Services in any form other than machine readable object code; (iv) commercially exploit or otherwise use the Services or the Materials for the benefit of any third party in a service bureau or software-as-a-service environment (or similar structure), or otherwise use the Services or the Materials to perform services for any third party, including for, to, or with consultants and independent contractors; or (v) attempt any of the foregoing or otherwise use the Services or the Materials for any purpose other than as expressly authorized under this Agreement.
(D) Each The Trust shall limit the access and use of the Services and the Materials by any Trust Parties to a need-to-know basis and, in connection with its obligations under this Agreement, each the Trust shall be responsible and liable for all acts and omissions of any Trust Parties.
(E) The Services, the Materials and all confidential information of State Street the Administrator (as confidential information is defined in the Agreement and other than Third Party Data and Required Data), are the sole property of State Streetthe Administrator. Each The Trust has no rights or interests with respect to all or any part of the Services, the Materials or State Streetthe Administrator’s confidential information, other than its use and redistribution rights expressly set forth in Section 3(C) herein. Each The Trust automatically and irrevocably assigns to State Street the Administrator any right, title or interest that it has, or may be deemed to have, in the Services, the Materials or State Streetthe Administrator’s confidential information, including, for the avoidance of doubt and without limitation, any Trust Party feedback, ideas, concepts, comments, suggestions, techniques or know-how shared with State Street the Administrator (collectively, “Feedback”) and the State Street Parties shall be entitled to incorporate any Feedback in the Services or the Materials or to otherwise use such Feedback for its own commercial benefit without obligation to compensate each the Trust.
(F) State Street The Administrator may rely on Services-Related Data used in connection with the Services without independent verification. Services-Related Data used in the Services may not be available or may contain errors, and the Services may not be complete or accurate as a result. Further to the Amendment dated as of March 6, 2018, effective as of March 1, 2018, to the Financial Administration and Accounting Services Agreement dated as of March 1, 2011, by and among each of the investment companies listed on Exhibit A thereto (each, a “Trust”) and State Street Bank and Trust Company (the “State Street”), the Trusts and State Street mutually agree to update this Annex 1 effective January 25, 2021 as follows: Bank Loan Core Fund Mortgage Core Fund High Yield Bond Core Fund Emerging Markets Core Fund (Data ONLY) Project and Trade Finance Core Fund (Data ONLY) Federated Hermes Clover Small Value Fund Federated Hermes ▇▇▇▇▇▇▇▇ Fund Federated ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Large Cap Fund Federated ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Small Cap Fund Federated Hermes MDT Mid Cap Growth Fund Federated Hermes Prudent Bear Fund (Data ONLY) Federated Hermes Strategic Income Fund (Data ONLY) Federated Hermes Opportunistic High Yield Bond Fund (Data ONLY) Federated Hermes Capital Income Fund Federated Hermes Floating Rate Strategic Income Fund Federated Hermes Fund for U.S. Government Securities Federated Hermes Intermediate Corporate Bond Fund Federated Hermes Real Return Bond Fund Federated Hermes Short-Term Income Fund (Data ONLY) Federated Hermes Government Ultrashort Duration Fund Federated Hermes Institutional High Yield Bond Fund Federated Hermes Short-Intermediate Total Return Bond Fund (Data ONLY) Federated Hermes Fund for U.S. Government Securities II Federated Hermes High Income Bond Fund II Federated Hermes ▇▇▇▇▇▇▇▇ Fund II Federated Hermes Managed Volatility Fund II Federated Hermes Quality Bond Fund II (Data ONLY) Federated Hermes Corporate Bond Fund (Data ONLY) Federated Hermes Corporate Bond Strategy Portfolio Federated Hermes High-Yield Strategy Portfolio Federated Hermes Mortgage Strategy Portfolio (Data ONLY) Federated Hermes MDT All Cap Core Fund Federated Hermes MDT Balanced Fund Federated Hermes MDT Large Cap Growth Fund Federated Hermes MDT Small Cap Growth Fund Federated Hermes MDT Small Cap Core Fund Federated Hermes Project and Trade Finance Tender Fund (Data ONLY) Federated Hermes Select Total Return Bond Fund Federated Hermes Total Return Bond Fund Federated Hermes Ultrashort Bond Fund (Data ONLY) FEDERATED ▇▇▇▇▇▇ ADVISER SERIES Standard N-PORT and N-CEN Reporting Solution (Data ONLY) Federated Hermes Conservative Municipal Microshort Fund Federated Hermes Conservative Microshort Fund (Data ONLY) IN WITNESS WHEREOF, the undersigned, by their authorized representatives, have executed this Annex 1 as of the last signature date set forth below. By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Title: Treasurer Title: Managing Director Date: January 27, 2021 Date: January 27, 2021.
Appears in 1 contract
Trust Duties, Representations and Covenants in Connection with the Services. The provision of the Services to each the Trust by State Street the Administrator is subject to the following terms and conditions:
1. The parties acknowledge and agree on the following matters: The Services depend, directly or indirectly, on: (i) Required Data and (ii) information concerning each the Trust or its affiliates or any Fund, pooled vehicle, security or other investment or portfolio regarding which each the Trust or its affiliates provide services or is otherwise associated (“Trust Entities”) that is generated or aggregated by State Street the Administrator or its affiliates in connection with services performed on each the Trust’s behalf or otherwise prepared by State Street the Administrator (“State Street Data,” together with Required Data and Third Party Data (as defined below), “Services-Related Data”). State StreetThe Administrator’s obligations, responsibilities and liabilities with respect to any State Street Data used in connection with other services received by each the Trust shall be as provided in such respective other agreements between State Street the Administrator or its affiliates and each the Trust relating to such other services (e.g., administration and/or custody services, etc.) from which the State Street Data is derived or sourced (“Other Trust Agreements”). Nothing in this Agreement or any service schedule(s) shall limit or modify State Streetthe Administrator’s or its affiliates’ obligations to each the Trust under the Other Trust Agreements. In connection with the provision of the Services by State Streetthe Administrator, each the Trust acknowledges and agrees that it will be responsible for providing State Street the Administrator with any information requested by State Streetthe Administrator, including, but not limited to, the following:
(A) Arranging for the regular provision of all Required Data (including State Street Data, where applicable) and related information to State Streetthe Administrator, in formats compatible with Administrator-provided data templates including, without limitation, Required Data and the information and assumptions required by State Street the Administrator in connection with a Trust reporting profile and onboarding checklist, as it, or the information or assumptions required, may be revised at any time by State Streetthe Administrator, in its discretion (collectively, the “Onboarding Checklist”) and such other forms and templates as may be used by State Street the Administrator for such purposes from time to time, for all Trusts and/or Funds receiving services under this Agreement, including but not limited to those to be reported on Form N-PORT and Form N-CEN (as determined by each the Trust), including, without limitation, arranging for the provision of data from each the Trust, its affiliates, third party administrators, prime brokers, custodians, and other relevant parties. If and to the extent that Required Data is already accessible to State Street the Administrator (or any of its affiliates) in its capacity as administrator to one or more Trusts, State Street the Administrator and each the Trust will agree on the scope of the information to be extracted from State Streetthe Administrator’s or any of its affiliate’s systems for purposes of State Streetthe Administrator’s provision of the Services, subject to the discretion of State Streetthe Administrator, and State Street the Administrator is hereby expressly authorized to use any such information as necessary in connection with providing the Services hereunder; andand Information Classification: Limited Access
(B) Providing all required information and assumptions not otherwise included in Trust data and assumptions provided pursuant to Section 1(A) above, including but not limited to the Required Data, as may be required in order for State Street the Administrator to provide the Services. The following are examples of certain types of information that each the Trust is likely to be required to provide pursuant to Sections 1(A) and 1(B) above, and each the Trust hereby acknowledges and understands that the following categories of information are merely illustrative examples, are by no means an exhaustive list of all such required information, and are subject to change as a result of any amendments to Form N-PORT and Form N-CEN: · SEC filing classification of each the Trust (i.e., small or large filer); · Identification of any data sourced from third parties; and · Identification of any securities reported as Miscellaneous.; and · Any Explanatory Notes included in N-PORT Section E.
2. Each The Trust acknowledges that it has provided to State Street the Administrator all material assumptions used by each the Trust or that are expected to be used by each the Trust in connection with the completion of Form N-PORT and Form N-CEN and the provision of the Quarterly Portfolio of Investments Services, and that it has approved all material assumptions used by State Street the Administrator in the provision of the Services prior to the first use of the Services. Each The Trust will also be responsible for promptly notifying State Street the Administrator of any changes in any such material assumptions previously notified to State Street the Administrator by each the Trust or otherwise previously approved by each the Trust in connection with State Streetthe Administrator’s provision of the Services. Each The Trust acknowledges that the completion of Form N-PORT and Form N-CEN and the Services, provision of the Quarterly Portfolio of Investments Services and the data required thereby, requires the use of material assumptions in connection with many different categories of information and data, and the use and/or reporting thereof, including, but not limited to the following: · Investment classification of positions; · Assumptions necessary in converting data extracts; · General operational and process assumptions used by State Street the Administrator in performing the Services; and · Assumptions specific to each the Trust. Each The Trust hereby acknowledges and understands that the foregoing categories of information that may involve the use of material assumptions are merely illustrative examples of certain subject matter areas in relation to which each the Trust (and/or State Street the Administrator on its behalf in connection with the Services) may rely on various material assumptions, and are by no means an exhaustive list of all such subject matter areas.. Information Classification: Limited Access
3. Each The Trust acknowledges and agrees on the following matters:
(A) Each The Trust has independently reviewed the Services (including, without limitation, the assumptions, market data, securities prices, securities valuations, tests and calculations used in the Services), and each the Trust has determined that the Services are suitable for its purposes. None of State Street the Administrator or its affiliates, nor their respective officers, directors, employees, representatives, agents or service providers (collectively, including State Streetthe Administrator, “State Street Parties”) make any express or implied warranties or representations with respect to the Services or otherwise.
(B) Each The Trust assumes full responsibility for complying with all securities, tax, commodities and other laws, rules and regulations applicable to it. State Street The Administrator is not providing, and the Services do not constitute, legal, tax, investment, or regulatory advice, or accounting or auditing services advice. Unless otherwise agreed to in writing by the parties to this Agreement, the Services are of general application and State Street the Administrator is not providing any customization, guidance, or recommendations. Where each the Trust uses Services to comply with any law, regulation, agreement, or other Trust obligation, State Street the Administrator makes no representation that any Service complies with such law, regulation, agreement, or other obligation, and State Street the Administrator has no obligation of compliance with respect thereto.
(C) Each The Trust may use the Services and any reports, charts, graphs, data, analyses and other results generated by State Street the Administrator in connection with the Services and provided by State Street the Administrator to each the Trust (“Materials”) (a) for the internal business purpose of each the Trust relating to the applicable Service or (b) for submission to the U.S. Securities and Exchange Commission, as required, of a Form N-PORT template and a Form N-CEN update, including any Portfolio of Investments, if applicable. Each The Trust may also redistribute the Materials, or an excerpted portion thereof, to its investment managers, investment advisers, agents, clients, investors or participants, as applicable, that have a reasonable interest in the Materials in connection with their relationship with each the Trust (each a “Permitted Person”); provided, however, (i) each the Trust may not charge a fee, profit, or otherwise benefit from the redistribution of Materials to Permitted Persons, (ii) data provided by third party sources such as but not limited to market or index data (“Third Party Data”) contained in the Materials may not be redistributed other than Third Party Data that is embedded in the calculations presented in the Materials and not otherwise identifiable as Third Party Data, except to the extent each the Trust has separate license rights with respect to the use of such Third Party Data, or (iii) each the Trust may not use the Services or Materials in any way to compete or enable any third party to compete with State Streetthe Administrator. No Permitted Person shall have any further rights of use or redistribution with respect to, or any ownership rights in, the Materials or any excerpted portion thereof. Information Classification: Limited Access Except as expressly provided in this Section 3(C), each the Trust, any of its affiliates, or any of their respective officers, directors, employees, investment managers, investment advisers, agents or any other third party, including any client of, or investor or participant in each the Trust or any Permitted Persons (collectively, including each the Trust, “Trust Parties”), may not directly or indirectly, sell, rent, lease, license or sublicense, transmit, transfer, distribute or redistribute, disclose display, or provide, or otherwise make available or permit access to, all or any part of the Services or the Materials (including any State Street Data or Third Party Data contained therein, except with respect to Third Party Data to the extent each the Trust has separate license rights with respect to the use of such Third Party Data). Without limitation, Trust Parties shall not themselves nor permit any other person to in whole or in part (i) modify, enhance, create derivative works, reverse engineer, decompile, decompose or disassemble the Services or the Materials; (ii) make copies of the Services, the Materials or portions thereof; (iii) secure any source code used in the Services, or attempt to use any portions of the Services in any form other than machine readable object code; (iv) commercially exploit or otherwise use the Services or the Materials for the benefit of any third party in a service bureau or software-as-a-service environment (or similar structure), or otherwise use the Services or the Materials to perform services for any third party, including for, to, or with consultants and independent contractors; or (v) attempt any of the foregoing or otherwise use the Services or the Materials for any purpose other than as expressly authorized under this Agreement.
(D) Each The Trust shall limit the access and use of the Services and the Materials by any Trust Parties to a need-to-know basis and, in connection with its obligations under this Agreement, each the Trust shall be responsible and liable for all acts and omissions of any Trust Parties.
(E) The Services, the Materials and all confidential information of State Street the Administrator (as confidential information is defined in the Agreement and other than Third Party Data and Required Data), are the sole property of State Streetthe Administrator. Each The Trust has no rights or interests with respect to all or any part of the Services, the Materials or State Streetthe Administrator’s confidential information, other than its use and redistribution rights expressly set forth in Section 3(C) herein. Each The Trust automatically and irrevocably assigns to State Street the Administrator any right, title or interest that it has, or may be deemed to have, in the Services, the Materials or State Streetthe Administrator’s confidential information, including, for the avoidance of doubt and without limitation, any Trust Party feedback, ideas, concepts, comments, suggestions, techniques or know-how shared with State Street the Administrator (collectively, “Feedback”) and the State Street Parties shall be entitled to incorporate any Feedback in the Services or the Materials or to otherwise use such Feedback for its own commercial benefit without obligation to compensate each the Trust.
(F) State Street The Administrator may rely on Services-Related Data used in connection with the Services without independent verification. Services-Related Data used in the Services may not be available or may contain errors, and the Services may not be complete or accurate as a result. Information Classification: Limited Access Further to the Amendment dated as of March 6, 2018, effective as of March 1August 10, 2018, to the Financial Administration and Accounting Services Agreement dated as of March 1August 25, 20112016, by and among each of between Guardian Variable Products Trust (the investment companies listed on Exhibit A thereto (each, a “Trust”) and State Street Bank and Trust Company (the “State StreetAdministrator”), the Trusts Trust and State Street the Administrator mutually agree to update this Annex 1 effective January 25, 2021 by adding/removing Funds as followsapplicable: Bank Loan Core Fund Mortgage Core Fund High Yield Bond Core Fund Emerging Markets Core Fund (Data ONLY) Project and Trade Finance Core Fund (Data ONLY) Federated Hermes Clover Small Value Fund Federated Hermes ▇▇▇▇▇▇▇▇ Fund Federated ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Guardian Large Cap Disciplined Growth VIP Fund Federated ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Small Standard Guardian Large Cap Fundamental Growth VIP Fund Federated Hermes MDT Guardian Integrated Research VIP Fund Guardian Diversified Research VIP Fund Guardian Large Cap Disciplined Value VIP Fund Guardian Growth & Income VIP Fund Guardian Mid Cap Relative Value VIP Fund Guardian Mid Cap Traditional Growth VIP Fund Federated Hermes Prudent Bear Guardian International Value VIP Fund (Data ONLY) Federated Hermes Strategic Guardian International Growth VIP Fund Guardian Core Plus Fixed Income VIP Fund (Data ONLY) Federated Hermes Opportunistic High Yield Bond Fund (Data ONLY) Federated Hermes Capital Income Fund Federated Hermes Floating Rate Strategic Income Fund Federated Hermes Fund for U.S. Government Securities Federated Hermes Intermediate Corporate Bond Fund Federated Hermes Real Return Bond Fund Federated Hermes Short-Term Income Fund (Data ONLY) Federated Hermes Government Ultrashort Duration Fund Federated Hermes Institutional High Yield Bond Fund Federated Hermes Short-Intermediate Total Return Bond Fund (Data ONLY) Federated Hermes Fund for U.S. Government Securities II Federated Hermes High Income Bond Fund II Federated Hermes ▇▇▇▇▇▇▇▇ Fund II Federated Hermes Managed Volatility Fund II Federated Hermes Quality Bond Fund II (Data ONLY) Federated Hermes Corporate Bond Fund (Data ONLY) Federated Hermes Corporate Bond Strategy Portfolio Federated Hermes High-Yield Strategy Portfolio Federated Hermes Mortgage Strategy Portfolio (Data ONLY) Federated Hermes MDT All Cap Core Fund Federated Hermes MDT Balanced Fund Federated Hermes MDT Large Cap Growth Fund Federated Hermes MDT Small Cap Growth Fund Federated Hermes MDT Small Cap Core Fund Federated Hermes Project and Trade Finance Tender Fund (Data ONLY) Federated Hermes Select Total Return Bond Fund Federated Hermes Total Return Bond Fund Federated Hermes Ultrashort Bond Fund (Data ONLY) FEDERATED ▇▇▇▇▇▇ ADVISER SERIES Standard N-PORT and N-CEN Reporting Solution (Data ONLY) Federated Hermes Conservative Municipal Microshort Fund Federated Hermes Conservative Microshort Fund (Data ONLY) IN WITNESS WHEREOF, the undersigned, by their authorized representatives, have executed this Annex 1 as of the last signature date set forth below. ByInformation Classification: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Title: Treasurer Title: Managing Director Date: January 27, 2021 Date: January 27, 2021Limited Access
Appears in 1 contract
Sources: Administration Agreement (Guardian Variable Products Trust)
Trust Duties, Representations and Covenants in Connection with the Services. The provision of the Services to each the Trust by State Street the Administrator is subject to the following terms and conditions:
1. The parties acknowledge and agree on the following matters: The Services depend, directly or indirectly, on: (i) Required Data and (ii) information concerning each the Trust or its affiliates or any Fund, pooled vehicle, security or other investment or portfolio regarding which each the Trust or its affiliates provide services or is otherwise associated (“Trust Entities”) that is generated or aggregated by State Street the Administrator or its affiliates in connection with services performed on each the Trust’s behalf or otherwise prepared by State Street the Administrator (“State Street Data,” together with Required Data and Third Party Data (as defined below), “Services-Related Data”). State StreetThe Administrator’s obligations, responsibilities and liabilities with respect to any State Street Data used in connection with other services received by each the Trust shall be as provided in such respective other agreements between State Street the Administrator or its affiliates and each the Trust relating to such other services (e.g., administration and/or custody services, etc.) from which the State Street Data is derived or sourced (“Other Trust Agreements”). Nothing in this Agreement or any service schedule(s) shall limit or modify State Streetthe Administrator’s or its affiliates’ obligations to each the Trust under the Other Trust Agreements. In connection with the provision of the Services by State Streetthe Administrator, each the Trust acknowledges and agrees that it will be responsible for providing State Street the Administrator with any information requested by State Streetthe Administrator, including, but not limited to, the following:
(A) Arranging for the regular provision of all Required Data (including State Street Data, where applicable) and related information to State Streetthe Administrator, in formats compatible with Administrator-provided data templates including, without limitation, Required Data and the information and assumptions required by State Street the Administrator in connection with a Trust reporting profile and onboarding checklist, as it, or the information or assumptions required, may be revised at any time by State Streetthe Administrator, in its discretion (collectively, the “Onboarding Checklist”) and such other forms and templates as may be used by State Street the Administrator for such purposes from time to time, for all Trusts and/or Funds receiving services under this Agreement, including but not limited to those to be reported on Form N-PORT and Form N-CEN (as determined by each the Trust), including, without limitation, arranging for the provision of data from each the Trust, its affiliates, third party administrators, prime brokers, custodians, and other relevant parties. If and to the extent that Required Data is already accessible to State Street the Administrator (or any of its affiliates) in its capacity as administrator to one or more Trusts, State Street the Administrator and each the Trust will agree on the scope of the information to be extracted from State Streetthe Administrator’s or any of its affiliate’s systems for purposes of State Streetthe Administrator’s provision of the Services, subject to the discretion of State Streetthe Administrator, and State Street the Administrator is hereby expressly authorized to use any such information as necessary in connection with providing the Services hereunder; and
(B) Providing all required information and assumptions not otherwise included in Trust data and assumptions provided pursuant to Section 1(A) above, including but not limited to the Required Data, as may be required in order for State Street the Administrator to provide the Services. The following are examples of certain types of information that each the Trust is likely to be required to provide pursuant to Sections 1(A) and 1(B) above, and each the Trust hereby acknowledges and understands that the following categories of information are merely illustrative examples, are by no means an exhaustive list of all such required information, and are subject to change as a result of any amendments to Form N-PORT and Form N-CENCEN or any changes in requirements relating to the provision of Liquidity Risk Measurement Services: · • SEC filing classification of each the Trust (i.e., small or large filer); · • Identification of any data sourced from third parties; and · • Identification of any securities reported as Miscellaneous.; and • Any Explanatory Notes included in N-PORT Section E.
2. Each The Trust acknowledges that it has provided to State Street the Administrator all material assumptions used by each the Trust or that are expected to be used by each the Trust in connection with the completion of the Services, and that it has approved all material assumptions used by State Street the Administrator in the provision of the Services prior to the first use of the Services. Each The Trust will also be responsible for promptly notifying State Street the Administrator of any changes in any such material assumptions previously notified to State Street the Administrator by each the Trust or otherwise previously approved by each the Trust in connection with State Streetthe Administrator’s provision of the Services. Each The Trust acknowledges that the completion of the Services, and the data required thereby, requires the use of material assumptions in connection with many different categories of information and data, and the use and/or reporting thereof, including, but not limited to the following: · • Investment classification of positions; · • Assumptions necessary in converting data extracts; · • General operational and process assumptions used by State Street the Administrator in performing the Services; and · • Assumptions specific to each the Trust. Each The Trust hereby acknowledges and understands that the foregoing categories of information that may involve the use of material assumptions are merely illustrative examples of certain subject matter areas in relation to which each the Trust (and/or State Street the Administrator on its behalf in connection with the Services) may rely on various material assumptions, and are by no means an exhaustive list of all such subject matter areas.
3. Each The Trust acknowledges and agrees on the following matters:
(A) Each The Trust has independently reviewed the Services (including, without limitation, the assumptions, market data, securities prices, securities valuations, tests and calculations used in the Services), and each the Trust has determined that the Services are suitable for its purposes. None of State Street the Administrator or its affiliates, nor their respective officers, directors, employees, representatives, agents or service providers (collectively, including State Streetthe Administrator, “State Street Parties”) make any express or implied warranties or representations with respect to the Services or otherwise.
(B) Each The Trust assumes full responsibility for complying with all securities, tax, commodities and other laws, rules and regulations applicable to it. State Street The Administrator is not providing, and the Services do not constitute, legal, tax, investment, or regulatory advice, or accounting or auditing services advice. Unless otherwise agreed to in writing by the parties to this Agreement, the Services are of general application and State Street the Administrator is not providing any customization, guidance, or recommendations. Where each the Trust uses Services to comply with any law, regulation, agreement, or other Trust obligation, State Street the Administrator makes no representation that any Service complies with such law, regulation, agreement, or other obligation, and State Street the Administrator has no obligation of compliance with respect thereto.
(C) Each The Trust may use the Services and any reports, charts, graphs, data, analyses and other results generated by State Street the Administrator in connection with the Services and provided by State Street the Administrator to each the Trust (“Materials”) (a) for the internal business purpose of each the Trust relating to the applicable Service or (b) for submission to the U.S. Securities and Exchange Commission, as required, of a Form N-PORT template and a Form N-CEN update, including any Portfolio of Investments, if applicable. Each The Trust may also redistribute the Materials, or an excerpted portion thereof, to its investment managers, investment advisers, agents, clients, investors or participants, as applicable, that have a reasonable interest in the Materials in connection with their relationship with each the Trust (each a “Permitted Person”); provided, however, (i) each the Trust may not charge a fee, profit, or otherwise benefit from the redistribution of Materials to Permitted Persons, (ii) data provided by third party sources such as but not limited to market or index data (“Third Party Data”) contained in the Materials may not be redistributed other than Third Party Data that is embedded in the calculations presented in the Materials and not otherwise identifiable as Third Party Data, except to the extent each the Trust has separate license rights with respect to the use of such Third Party Data, or (iii) each the Trust may not use the Services or Materials in any way to compete or enable any third party to compete with State Streetthe Administrator. No Permitted Person shall have any further rights of use or redistribution with respect to, or any ownership rights in, the Materials or any excerpted portion thereof. Except as expressly provided in this Section 3(C), each the Trust, any of its affiliates, or any of their respective officers, directors, employees, investment managers, investment advisers, agents or any other third party, including any client of, or investor or participant in each the Trust or any Permitted Persons (collectively, including each the Trust, “Trust Parties”), may not directly or indirectly, sell, rent, lease, license or sublicense, transmit, transfer, distribute or redistribute, disclose display, or provide, or otherwise make available or permit access to, all or any part of the Services or the Materials (including any State Street Data or Third Party Data contained therein, except with respect to Third Party Data to the extent each the Trust has separate license rights with respect to the use of such Third Party Data). Without limitation, Trust Parties shall not themselves nor permit any other person to in whole or in part (i) modify, enhance, create derivative works, reverse engineer, decompile, decompose or disassemble the Services or the Materials; (ii) make copies of the Services, the Materials or portions thereof; (iii) secure any source code used in the Services, or attempt to use any portions of the Services in any form other than machine readable object code; (iv) commercially exploit or otherwise use the Services or the Materials for the benefit of any third party in a service bureau or software-as-a-service environment (or similar structure), or otherwise use the Services or the Materials to perform services for any third party, including for, to, or with consultants and independent contractors; or (v) attempt any of the foregoing or otherwise use the Services or the Materials for any purpose other than as expressly authorized under this Agreement.
(D) Each The Trust shall limit the access and use of the Services and the Materials by any Trust Parties to a need-to-know basis and, in connection with its obligations under this Agreement, each the Trust shall be responsible and liable for all acts and omissions of any Trust Parties.
(E) The Services, the Materials and all confidential information of State Street the Administrator (as confidential information is defined in the Agreement and other than Third Party Data and Required Data), are the sole property of State Streetthe Administrator. Each The Trust has no rights or interests with respect to all or any part of the Services, the Materials or State Streetthe Administrator’s confidential information, other than its use and redistribution rights expressly set forth in Section 3(C) herein. Each The Trust automatically and irrevocably assigns to State Street the Administrator any right, title or interest that it has, or may be deemed to have, in the Services, the Materials or State Streetthe Administrator’s confidential information, including, for the avoidance of doubt and without limitation, any Trust Party feedback, ideas, concepts, comments, suggestions, techniques or know-how shared with State Street the Administrator (collectively, “Feedback”) and the State Street Parties shall be entitled to incorporate any Feedback in the Services or the Materials or to otherwise use such Feedback for its own commercial benefit without obligation to compensate each the Trust.
(F) State Street The Administrator may rely on Services-Related Data used in connection with the Services without independent verification. Services-Related Data used in the Services may not be available or may contain errors, and the Services may not be complete or accurate as a result. Further to the Amendment Fund Accounting and Financial Administration Agreement (“Agreement”) dated as of March 6June 19, 2018, 2018 and effective as of March 1, 2018, to the Financial Administration and Accounting Services Agreement dated as of March 1, 2011, dates set forth therein by and among each of the investment companies listed on Exhibit A thereto (each, a “Trust”) and between State Street Bank and Trust Company (the “State StreetAdministrator”), and Lincoln Variable Insurance Products Trust (the “Trust”), the Trusts Trust and State Street the Administrator mutually agree to update this Annex 1 effective January 25, 2021 by adding/removing Funds as followsapplicable: Bank Loan Lincoln iShares® Fixed Income Allocation Fund** Lincoln iShares® Global Growth Allocation Fund** Lincoln iShares® U.S Moderate Allocation Fund** LVIP American Balanced Allocation Fund** LVIP American Century Select Mid Cap Managed Volatility Fund** LVIP American Global Balanced Allocation Managed Risk Fund** LVIP American Global Growth Allocation Managed Risk Fund** LVIP American Global Growth Fund** LVIP American Global Small Capitalization Fund** LVIP American Growth Allocation Fund** LVIP American Growth Fund** LVIP American Growth-Income Fund** LVIP American Income Allocation Fund** LVIP American International Fund** LVIP American Preservation Fund** LVIP Baron Growth Opportunities Fund LVIP Blackrock Dividend Value Managed Volatility Fund LVIP BlackRock Global Allocation V.I. Managed Risk Fund** LVIP BlackRock Global Growth ETF Allocation Managed Risk Fund** LVIP BlackRock Inflation Protected Bond Fund LVIP BlackRock Multi-Asset Income Fund LVIP BlackRock Scientific Allocation Fund LVIP BlackRock U.S. Growth ETF Allocation Managed Risk Fund** LVIP Blended Core Equity Managed Volatility Fund** LVIP Blended Large Cap Growth Managed Volatility Fund Mortgage LVIP Blended Mid Cap Managed Volatility Fund LVIP Clarion Global Real Estate Fund LVIP ClearBridge Large Cap Managed Volatility Fund** LVIP Delaware Bond Fund LVIP Delaware Diversified Floating Rate Fund LVIP Delaware Social Awareness Fund LVIP Delaware Special Opportunities Fund LVIP Delaware Wealth Builder Fund LVIP Dimensional International Core Equity Fund High Yield Fund of Funds are identified by a double asterisk** LVIP Dimensional International Equity Managed Volatility Fund** LVIP Dimensional U.S. Core Equity 1 Fund LVIP Dimensional U.S. Core Equity 2 Fund LVIP Dimensional U.S. Equity Managed Volatility Fund** LVIP Dimensional/Vanguard Total Bond Fund** LVIP Fidelity Institutional AMSM Select Core Fund Emerging Markets Core Fund (Data ONLY) Project and Trade Finance Core Fund (Data ONLY) Federated Hermes Clover Small Value Fund Federated Hermes Equity Managed Volatility Fund** LVIP Franklin ▇▇▇▇▇▇▇▇▇ Global Equity Managed Volatility Fund Federated LVIP Franklin ▇▇▇▇▇▇▇▇▇ Multi-Asset Opportunities Fund LVIP Franklin ▇▇▇▇▇▇▇▇▇ Value Managed Volatility Fund** LVIP Global Aggressive Growth Allocation Managed Risk Fund LVIP Global Conservative Allocation Managed Risk Fund** LVIP Global Growth Allocation Managed Risk Fund** LVIP Global Income Fund LVIP Global Moderate Allocation Managed Risk Fund** LVIP ▇▇▇▇▇▇▇ Sachs Income Builder Fund LVIP Government Money Market Fund LVIP Invesco Diversified Equity-Income Managed Volatility Fund** LVIP Invesco Select Equity Managed Volatility Fund** LVIP JPMorgan High Yield Fund LVIP JPMorgan Retirement Income Fund LVIP JPMorgan Select Mid Cap Value Managed Volatility Fund LVIP ▇▇▇▇▇▇ ▇▇▇▇▇▇ Global Growth Fund LVIP MFS International Equity Managed Volatility Fund** LVIP MFS International Growth Fund LVIP MFS Value Fund LVIP Mondrian International Fund LVIP Multi-Manager Global Equity Managed Volatility Fund** LVIP PIMCO Low Duration Bond Fund LVIP SSGA Bond Index Fund LVIP SSGA Conservative Index Allocation Fund** LVIP SSGA Conservative Structured Allocation Fund** LVIP SSGA Developed International 150 Fund LVIP SSGA Emerging Markets 100 Fund LVIP SSGA Global Tactical Allocation Managed Volatility Fund** LVIP SSGA Emerging Markets Index Fund LVIP SSGA International Index Fund LVIP SSGA International Managed Volatility Fund** ▇▇▇▇ Large Cap Fund Federated ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Small Cap Fund Federated Hermes MDT Mid Cap Growth Fund Federated Hermes Prudent Bear Fund (Data ONLY) Federated Hermes Strategic Income Fund (Data ONLY) Federated Hermes Opportunistic High Yield Bond Fund (Data ONLY) Federated Hermes Capital Income Fund Federated Hermes Floating Rate Strategic Income Fund Federated Hermes Fund for U.S. Government Securities Federated Hermes Intermediate Corporate Bond Fund Federated Hermes Real Return Bond Fund Federated Hermes Short-Term Income Fund (Data ONLY) Federated Hermes Government Ultrashort Duration Fund Federated Hermes Institutional High Yield Bond Fund Federated Hermes Short-Intermediate Total Return Bond Fund (Data ONLY) Federated Hermes Fund for U.S. Government Securities II Federated Hermes High Income Bond Fund II Federated Hermes ▇▇▇▇▇▇▇▇ Fund II Federated Hermes Managed Volatility Fund II Federated Hermes Quality Bond Fund II (Data ONLY) Federated Hermes Corporate Bond Fund (Data ONLY) Federated Hermes Corporate Bond Strategy Portfolio Federated Hermes High-Yield Strategy Portfolio Federated Hermes Mortgage Strategy Portfolio (Data ONLY) Federated Hermes MDT All Cap Core Fund Federated Hermes MDT Balanced Fund Federated Hermes MDT Large Cap Growth Fund Federated Hermes MDT Small Cap Growth Fund Federated Hermes MDT Small Cap Core Fund Federated Hermes Project and Trade Finance Tender Fund (Data ONLY) Federated Hermes Select Total Return Bond Fund Federated Hermes Total Return Bond Fund Federated Hermes Ultrashort Bond Fund (Data ONLY) FEDERATED ▇▇▇▇▇▇ ADVISER SERIES Standard N-PORT and N-CEN Reporting Solution (Data ONLY) Federated Hermes Conservative Municipal Microshort Fund Federated Hermes Conservative Microshort Fund (Data ONLY) IN WITNESS WHEREOF, the undersigned, by their authorized representatives, have executed this Annex 1 as of the last signature date set forth below. By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Title: Treasurer Title: Managing Director Date: January 27, 2021 Date: January 27, 2021Large Cap Managed Volatility Fund** LVIP SSGA Mid-Cap Index Fund LVIP SSGA Moderate Index Allocation Fund** LVIP SSGA Moderate Structured Allocation Fund** LVIP SSG
Appears in 1 contract
Sources: Fund Accounting and Financial Administration Agreement (Lincoln Variable Insurance Products Trust)
Trust Duties, Representations and Covenants in Connection with the Services. The provision of the Services to each Trust by State Street is subject to the following terms and conditions:
1. The parties acknowledge and agree on the following matters: The Services depend, directly or indirectly, on: (i) Required Data and (ii) information concerning each Trust or its affiliates or any Fund, pooled vehicle, security or other investment or portfolio regarding which each Trust or its affiliates provide services or is otherwise associated (“Trust Entities”) that is generated or aggregated by State Street or its affiliates in connection with services performed on each Trust’s behalf or otherwise prepared by State Street (“State Street Data,” together with Required Data and Third Party Data (as defined below), “Services-Related Data”). State Street’s obligations, responsibilities and liabilities with respect to any State Street Data used in connection with other services received by each Trust shall be as provided in such respective other agreements between State Street or its affiliates and each Trust relating to such other services (e.g., administration and/or custody services, etc.) from which the State Street Data is derived or sourced (“Other Trust Agreements”). Nothing in this Agreement or any service schedule(s) shall limit or modify State Street’s or its affiliates’ obligations to each Trust under the Other Trust Agreements. In connection with the provision of the Services by State Street, each Trust acknowledges and agrees that it will be responsible for providing State Street with any information requested by State Street, including, but not limited to, the following:
(A) Arranging for the regular provision of all Required Data (including State Street Data, where applicable) and related information to State Street, in formats compatible with Administrator-provided data templates including, without limitation, Required Data and the information and assumptions required by State Street in connection with a Trust reporting profile and onboarding checklist, as it, or the information or assumptions required, may be revised at any time by State Street, in its discretion (collectively, the “Onboarding Checklist”) and such other forms and templates as may be used by State Street for such purposes from time to time, for all Trusts and/or Funds receiving services under this Agreement, including but not limited to those to be reported on Form N-PORT and Form N-CEN (as determined by each Trust), including, without limitation, arranging for the provision of data from each Trust, its affiliates, third party administrators, prime brokers, custodians, and other relevant parties. If and to the extent that Required Data is already accessible to State Street (or any of its affiliates) in its capacity as administrator to one or more Trusts, State Street and each Trust will agree on the scope of the information to be extracted from State Street’s or any of its affiliate’s systems for purposes of State Street’s provision of the Services, subject to the discretion of State Street, and State Street is hereby expressly authorized to use any such information as necessary in connection with providing the Services hereunder; and
(B) Providing all required information and assumptions not otherwise included in Trust data and assumptions provided pursuant to Section 1(A) above, including but not limited to the Required Data, as may be required in order for State Street to provide the Services. The following are examples of certain types of information that each Trust is likely to be required to provide pursuant to Sections 1(A) and 1(B) above, and each Trust hereby acknowledges and understands that the following categories of information are merely illustrative examples, are by no means an exhaustive list of all such required information, and are subject to change as a result of any amendments to Form N-PORT and Form N-CEN: · SEC filing classification of each Trust (i.e., small or large filer); · Identification of any data sourced from third parties; and · Identification of any securities reported as Miscellaneous.
2. Each Trust acknowledges that it has provided to State Street all material assumptions used by each Trust or that are expected to be used by each Trust in connection with the completion of the Services, and that it has approved all material assumptions used by State Street in the provision of the Services prior to the first use of the Services. Each Trust will also be responsible for promptly notifying State Street of any changes in any such material assumptions previously notified to State Street by each Trust or otherwise previously approved by each Trust in connection with State Street’s provision of the Services. Each Trust acknowledges that the completion of the Services, and the data required thereby, requires the use of material assumptions in connection with many different categories of information and data, and the use and/or reporting thereof, including, but not limited to the following: · Investment classification of positions; · Assumptions necessary in converting data extracts; · General operational and process assumptions used by State Street in performing the Services; and · Assumptions specific to each Trust. Each Trust hereby acknowledges and understands that the foregoing categories of information that may involve the use of material assumptions are merely illustrative examples of certain subject matter areas in relation to which each Trust (and/or State Street on its behalf in connection with the Services) may rely on various material assumptions, and are by no means an exhaustive list of all such subject matter areas.
3. Each Trust acknowledges and agrees on the following matters:
(A) Each Trust has independently reviewed the Services (including, without limitation, the assumptions, market data, securities prices, securities valuations, tests and calculations used in the Services), and each Trust has determined that the Services are suitable for its purposes. None of State Street or its affiliates, nor their respective officers, directors, employees, representatives, agents or service providers (collectively, including State Street, “State Street Parties”) make any express or implied warranties or representations with respect to the Services or otherwise.
(B) Each Trust assumes full responsibility for complying with all securities, tax, commodities and other laws, rules and regulations applicable to it. State Street is not providing, and the Services do not constitute, legal, tax, investment, or regulatory advice, or accounting or auditing services advice. Unless otherwise agreed to in writing by the parties to this Agreement, the Services are of general application and State Street is not providing any customization, guidance, or recommendations. Where each Trust uses Services to comply with any law, regulation, agreement, or other Trust obligation, State Street makes no representation that any Service complies with such law, regulation, agreement, or other obligation, and State Street has no obligation of compliance with respect thereto.
(C) Each Trust may use the Services and any reports, charts, graphs, data, analyses and other results generated by State Street in connection with the Services and provided by State Street to each Trust (“Materials”) (a) for the internal business purpose of each Trust relating to the applicable Service or (b) for submission to the U.S. Securities and Exchange Commission, as required, of a Form N-PORT template and a Form N-CEN update. Each Trust may also redistribute the Materials, or an excerpted portion thereof, to its investment managers, investment advisers, agents, clients, investors or participants, as applicable, that have a reasonable interest in the Materials in connection with their relationship with each Trust (each a “Permitted Person”); provided, however, (i) each Trust may not charge a fee, profit, or otherwise benefit from the redistribution of Materials to Permitted Persons, (ii) data provided by third party sources such as but not limited to market or index data (“Third Party Data”) contained in the Materials may not be redistributed other than Third Party Data that is embedded in the calculations presented in the Materials and not otherwise identifiable as Third Party Data, except to the extent each Trust has separate license rights with respect to the use of such Third Party Data, or (iii) each Trust may not use the Services or Materials in any way to compete or enable any third party to compete with State Street. No Permitted Person shall have any further rights of use or redistribution with respect to, or any ownership rights in, the Materials or any excerpted portion thereof. Except as expressly provided in this Section 3(C), each Trust, any of its affiliates, or any of their respective officers, directors, employees, investment managers, investment advisers, agents or any other third party, including any client of, or investor or participant in each Trust or any Permitted Persons (collectively, including each Trust, “Trust Parties”), may not directly or indirectly, sell, rent, lease, license or sublicense, transmit, transfer, distribute or redistribute, disclose display, or provide, or otherwise make available or permit access to, all or any part of the Services or the Materials (including any State Street Data or Third Party Data contained therein, except with respect to Third Party Data to the extent each Trust has separate license rights with respect to the use of such Third Party Data). Without limitation, Trust Parties shall not themselves nor permit any other person to in whole or in part (i) modify, enhance, create derivative works, reverse engineer, decompile, decompose or disassemble the Services or the Materials; (ii) make copies of the Services, the Materials or portions thereof; (iii) secure any source code used in the Services, or attempt to use any portions of the Services in any form other than machine readable object code; (iv) commercially exploit or otherwise use the Services or the Materials for the benefit of any third party in a service bureau or software-as-a-service environment (or similar structure), or otherwise use the Services or the Materials to perform services for any third party, including for, to, or with consultants and independent contractors; or (v) attempt any of the foregoing or otherwise use the Services or the Materials for any purpose other than as expressly authorized under this Agreement.
(D) Each Trust shall limit the access and use of the Services and the Materials by any Trust Parties to a need-to-know basis and, in connection with its obligations under this Agreement, each Trust shall be responsible and liable for all acts and omissions of any Trust Parties.
(E) The Services, the Materials and all confidential information of State Street (as confidential information is defined in the Agreement and other than Third Party Data and Required Data), are the sole property of State Street. Each Trust has no rights or interests with respect to all or any part of the Services, the Materials or State Street’s confidential information, other than its use and redistribution rights expressly set forth in Section 3(C) herein. Each Trust automatically and irrevocably assigns to State Street any right, title or interest that it has, or may be deemed to have, in the Services, the Materials or State Street’s confidential information, including, for the avoidance of doubt and without limitation, any Trust Party feedback, ideas, concepts, comments, suggestions, techniques or know-how shared with State Street (collectively, “Feedback”) and the State Street Parties shall be entitled to incorporate any Feedback in the Services or the Materials or to otherwise use such Feedback for its own commercial benefit without obligation to compensate each Trust.
(F) State Street may rely on Services-Related Data used in connection with the Services without independent verification. Services-Related Data used in the Services may not be available or may contain errors, and the Services may not be complete or accurate as a result. Further to the Amendment dated as of March 65, 2018, effective as of March 1, 2018, to the Financial Administration and Accounting Services Agreement dated as of March 1, 2011, by and among each of the investment companies listed on Exhibit A thereto (each, a “Trust”) and State Street Bank and Trust Company (the “State Street”), the Trusts and State Street mutually agree to update this Annex 1 effective January 25, 2021 by adding/removing Portfolios as followsapplicable: Bank Loan Core Fund Mortgage Core Fund High Yield Bond Core Fund Emerging Markets Core Fund (Data ONLY) Project and Trade Finance Core Fund (Data ONLY) Federated Hermes Clover Small Value Fund Federated Hermes ▇K▇▇▇▇▇▇▇ Fund Federated ▇▇▇▇▇▇ ▇Hermes K▇▇▇▇▇▇▇ Large Cap Fund Federated ▇▇▇▇▇▇ ▇Hermes K▇▇▇▇▇▇▇ Small Cap Fund Federated Hermes MDT Mid Cap Growth Fund Federated Hermes Prudent Bear Fund Federated Hermes Strategic Value Dividend Fund (Data ONLY) Federated Hermes Strategic Income Fund (Data ONLY) Federated Hermes Equity Advantage Fund Federated Hermes Opportunistic High Yield Bond Fund (Data ONLY) Federated Hermes Capital Income Fund Federated Hermes Floating Rate Strategic Income Fund Federated Hermes Fund for U.S. Government Securities Federated Hermes Intermediate Corporate Bond Fund Federated Hermes Real Return Bond Fund Federated Hermes Short-Term Income Fund (Data ONLY) Federated Hermes Max-Cap Index Fund Federated Hermes Mid-Cap Index Fund (Data ONLY) Federated Hermes Government Ultrashort Duration Fund Federated Hermes Institutional High Yield Bond Fund Federated Hermes Short-Intermediate Total Return Bond Fund (Data ONLY) Federated Hermes Managed Tail Risk Fund II Federated Hermes Fund for U.S. Government Securities II Federated Hermes High Income Bond Fund II Federated Hermes ▇K▇▇▇▇▇▇▇ Fund II Federated Hermes Managed Volatility Fund II Federated Hermes Quality Bond Fund II (Data ONLY) Federated Hermes Corporate Bond Fund (Data ONLY) Federated Hermes Corporate Bond Strategy Portfolio Federated Hermes High-Yield Strategy Portfolio Federated Hermes Mortgage Strategy Portfolio (Data ONLY) Federated Hermes MDT All Cap Core Fund Federated Hermes MDT Balanced Fund Federated Hermes MDT Large Cap Growth Fund Federated Hermes MDT Small Cap Growth Fund Federated Hermes MDT Small Cap Core Fund Federated Hermes Project and Trade Finance Tender Fund (Data ONLY) Federated Hermes Select Total Return Bond Fund Federated Hermes Total Return Bond Fund Federated Hermes Ultrashort Bond Fund (Data ONLY) FEDERATED ▇▇▇▇▇▇ ADVISER SERIES Standard N-PORT and N-CEN Reporting Solution (Data ONLY) Federated Hermes Conservative Municipal Microshort Fund Federated Hermes Conservative Microshort Fund (Data ONLY) IN WITNESS WHEREOF, the undersigned, by their authorized representatives, have executed this Annex 1 as of the last signature date set forth below. By: /s/ ▇L▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ A▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Name: L▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: A▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: Treasurer Title: Executive Vice President Address: 4▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Address: O▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ Title: Treasurer Title: Managing Director B▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Date: January 27March 6, 2021 2018 Date: January 27June 26, 20212018
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