Amendment To Fund Accounting Services Agreement
Exhibit (g)(4)
Execution Version
Amendment
To
Fund Accounting Services Agreement
This Amendment (this “Amendment”), dated as of the last date set forth below, amends the Fund Accounting Services Agreement, dated as of January 1, 2018, as previously amended (the “Agreement”), and is entered into by and between The Bank of New York Mellon (the “Fund Accounting Agent”) and each Fund identified on Exhibit A to this Amendment on behalf of each of its Portfolios identified on Exhibit A, effective as of March 28, 2023. Capitalized terms used but not defined herein shall have the meaning ascribed to such terms in the Agreement.
Background
The Fund Accounting Agent and certain of the Funds on behalf of certain of the Portfolios previously entered into the Agreement. The parties desire to further amend the Agreement as set forth herein.
Terms
NOW, THEREFORE, in consideration of the mutual promises contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties, intending to be legally bound, agree to all statements made above and as follows:
1. Modifications to Exhibit A of the Agreement. The Agreement shall be amended by deleting Exhibit A in its entirety and replacing it with the Exhibit A attached to this Amendment.
2. Adoption of Agreement by New Funds and New Portfolios. Each Fund and each Portfolio of a Fund that has been added to Exhibit A by virtue of this Amendment, if any, acknowledges and agrees that (i) by virtue of its execution of this Amendment, it becomes and is a party to the Agreement as amended by this Amendment as of the Effective Date, or if the Fund Accounting Agent commenced providing services to the Fund or Portfolio, respectively, prior to the Effective Date, as of the date the Fund Accounting Agent first provided services to such Fund or Portfolio, respectively, (ii) it is bound by all terms and conditions of the Agreement as of such date, and (iii) the duly authorized officer of the Fund or Portfolio identified on the signature page annexed hereto has full power and authority to enter into this Amendment on behalf of such Fund or Portfolio.
3. Remainder of Agreement. Except as specifically modified by this Amendment, all terms and conditions of the Agreement shall remain in full force and effect.
4. Governing Law. The governing law of the Agreement shall be the governing law of this Amendment.
5. Entire Agreement. This Amendment constitutes a complete, exclusive and fully integrated record of the agreement of the parties with respect to the subject matter herein and the amendment of the Agreement with respect to such subject matter.
6. Facsimile Signatures; Counterparts. This Amendment may be executed in one or more counterparts; such execution of counterparts may occur by manual signature, facsimile signature, manual signature transmitted by means of facsimile transmission or manual signature contained in an imaged document attached to an email transmission; and each such counterpart executed in accordance with the foregoing shall be deemed an original, with all such counterparts together constituting one and the same instrument. The exchange of executed copies of this Amendment or of executed signature pages to this Amendment by facsimile transmission or as an imaged document attached to an email transmission shall constitute effective execution and delivery hereof and may be used for all purposes in lieu of a manually executed copy of this Amendment.
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their duly authorized officers, as of the date set forth below.
| EACH FUND ON BEHALF OF EACH OF ITS PORTFOLIOS IDENTIFIED ON EXHIBIT A ANNEXED HERETO | ||
| By: | /s/ ▇▇▇▇ Trust | |
| Name: | ▇▇▇▇ ▇▇▇▇▇ | |
| Title: | President and CEO | |
| Date: |
| |
| THE BANK OF NEW YORK MELLON | ||
| By: | /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
| Name: | ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
| Title: | Managing Director | |
| Date: |
| |
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EXHIBIT A1
(Dated: March 28, 2023)
This Exhibit A, amended and restated effective as of March 28, 2023, is Exhibit A to the Agreement, as amended through the Effective Date.
| Funds/Portfolios |
Custodian |
Manager/ Investment Advisor | ||
| Open-End Funds | ||||
| ▇▇▇▇ ▇▇▇▇▇ Global Asset Management Trust | ||||
| BrandywineGLOBAL – Alternative Credit Fund | BNYM | Brandywine | ||
| BrandywineGLOBAL – Diversified US Large Cap Value Fund | BNYM | Brandywine | ||
| BrandywineGLOBAL – Flexible Bond Fund | BNYM | Brandywine | ||
| BrandywineGLOBAL – Global Opportunities Bond Fund | BNYM | Brandywine | ||
| BrandywineGLOBAL – Global Opportunities Bond Fund (USD Hedged) | BNYM | Brandywine | ||
| BrandywineGLOBAL – Global Unconstrained Bond Fund | BNYM | Brandywine | ||
| BrandywineGLOBAL – Small Cap Value Fund | BNYM | Brandywine | ||
| ClearBridge Global Infrastructure Income Fund | BNYM | ClearBridge NA Pty Ltd | ||
| ClearBridge International Growth Fund | BNYM | ClearBridge | ||
| ClearBridge Small Cap Fund | BNYM | ClearBridge | ||
| ClearBridge Value Trust | BNYM | ClearBridge | ||
| Franklin Global Market Neutral Fund | BNYM | Franklin Advisers | ||
| Franklin International Equity Fund | BNYM | Franklin Advisers | ||
| Franklin Strategic Real Return Fund | BNYM | Franklin Advisers | ||
| ▇▇▇▇▇▇▇▇ U.S. Small Cap Equity Fund | BNYM | Franklin Advisers | ||
| ▇▇▇▇▇▇ ▇▇▇▇▇▇ Emerging Markets Fund | BNYM | ▇▇▇▇▇▇ ▇▇▇▇▇▇ | ||
| ▇▇▇▇▇▇ ▇▇▇▇▇▇ SMASh Series EM Fund | BNYM | ▇▇▇▇▇▇ ▇▇▇▇▇▇ | ||
| ▇▇▇▇ ▇▇▇▇▇ Partners Investment Trust | ||||
| BrandywineGLOBAL – Corporate Credit Fund | BNYM | Brandywine | ||
| BrandywineGLOBAL – High Yield Fund | BNYM | Brandywine | ||
| ClearBridge Aggressive Growth Fund | BNYM | ClearBridge | ||
| ClearBridge All Cap Value Fund | BNYM | ClearBridge | ||
| ClearBridge Appreciation Fund | BNYM | ClearBridge | ||
| ClearBridge Dividend Strategy Fund | BNYM | ClearBridge | ||
| ClearBridge International Small Cap Fund | BNYM | ClearBridge | ||
| ClearBridge International Value Fund | BNYM | ClearBridge | ||
| ClearBridge Large Cap Growth Fund | BNYM | ClearBridge | ||
| ClearBridge Large Cap Value Fund | BNYM | ClearBridge | ||
| ClearBridge Mid Cap Fund | BNYM | ClearBridge | ||
| ClearBridge Mid Cap Growth Fund | BNYM | ClearBridge | ||
| 1 | Note that open-end Funds, closed-end Funds and Cayman Islands Funds should be identified as such in Exhibit A. |
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| ClearBridge Select Fund | BNYM | ClearBridge | ||
| ClearBridge Small Cap Growth Fund | BNYM | ClearBridge | ||
| ClearBridge Small Cap Value Fund | BNYM | ClearBridge | ||
| ClearBridge Sustainability Leaders Fund | BNYM | ClearBridge | ||
| ClearBridge Tactical Dividend Income Fund | BNYM | ClearBridge | ||
| ▇▇▇▇▇▇▇▇ Global Dividend Fund | BNYM | Franklin Advisers | ||
| Franklin Global Equity Fund | BNYM | Franklin Advisers | ||
| ▇▇▇▇▇▇▇▇ Multi-Asset Conservative Growth Fund | BNYM | Franklin Advisers | ||
| ▇▇▇▇▇▇▇▇ Multi-Asset Defensive Growth Fund | BNYM | Franklin Advisers | ||
| Franklin Multi-Asset Growth Fund | BNYM | Franklin Advisers | ||
| Franklin Multi-Asset Moderate Growth Fund | BNYM | Franklin Advisers | ||
| ▇▇▇▇▇▇▇▇ S&P 500 Index Fund | BNYM | Franklin Advisers | ||
| ▇▇▇▇▇▇▇▇ U.S. Large Cap Equity Fund | BNYM | Franklin Advisers | ||
| ▇▇▇▇ ▇▇▇▇▇ Partners Income Trust | ||||
| Western Asset California Municipals Fund | BNYM | Western Asset | ||
| Western Asset Corporate Bond Fund | BNYM | Western Asset | ||
| Western Asset Emerging Markets Debt Fund | BNYM | Western Asset | ||
| Western Asset Income Fund | BNYM | Western Asset | ||
| Western Asset Intermediate Maturity California Municipals Fund | BNYM | Western Asset | ||
| Western Asset Intermediate Maturity New York Municipals Fund | BNYM | Western Asset | ||
| Western Asset Intermediate-Term Municipals Fund | BNYM | Western Asset | ||
| Western Asset Managed Municipals Fund | BNYM | Western Asset | ||
| Western Asset Massachusetts Municipals Fund | BNYM | Western Asset | ||
| Western Asset Mortgage Total Return Fund | BNYM | Western Asset | ||
| Western Asset Municipal High Income Fund | BNYM | Western Asset | ||
| Western Asset New Jersey Municipals Fund | BNYM | Western Asset | ||
| Western Asset New York Municipals Fund | BNYM | Western Asset | ||
| Western Asset Oregon Municipals Fund | BNYM | Western Asset | ||
| Western Asset Pennsylvania Municipals Fund | BNYM | Western Asset | ||
| Western Asset Short Duration High Income Fund | BNYM | Western Asset | ||
| Western Asset Short Duration Municipal Income Fund | BNYM | Western Asset | ||
| Western Asset Short-Term Bond Fund | BNYM | Western Asset | ||
| Western Asset Ultra-Short Income Fund | BNYM | Western Asset | ||
| ▇▇▇▇ ▇▇▇▇▇ Partners Institutional Trust | ||||
| Western Asset Institutional Government Reserves | BNYM | Western Asset | ||
| Western Asset Institutional Liquid Reserves | BNYM | Western Asset | ||
| Western Asset Institutional U.S. Treasury Obligations Money Market Fund | BNYM | Western Asset | ||
| Western Asset Institutional U.S. Treasury Reserves | BNYM | Western Asset | ||
| Western Asset Premier Institutional Government Reserves | BNYM | Western Asset | ||
| Western Asset Premier Institutional Liquid Reserves | BNYM | Western Asset | ||
| Western Asset Premier Institutional U.S. Treasury Reserves | BNYM | Western Asset | ||
| Western Asset Select Tax Free Reserves | BNYM | Western Asset | ||
| Western Asset SMASh Series C Fund | BNYM | Western Asset | ||
| Western Asset SMASh Series Core Completion Fund | BNYM | Western Asset | ||
| Western Asset SMASh Series Core Plus Completion Fund | BNYM | Western Asset | ||
| Western Asset SMASh Series M Fund | BNYM | Western Asset | ||
| Western Asset SMASh Series TF Fund | BNYM | Western Asset | ||
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| ▇▇▇▇ ▇▇▇▇▇ Partners Money Market Trust | ||||
| Western Asset Government Reserves | BNYM | Western Asset | ||
| ▇▇▇▇ ▇▇▇▇▇ Partners Variable Equity Trust | ||||
| ClearBridge Variable Aggressive Growth Portfolio | BNYM | ClearBridge | ||
| ClearBridge Variable Appreciation Portfolio | BNYM | ClearBridge | ||
| ClearBridge Variable Dividend Strategy Portfolio | BNYM | ClearBridge | ||
| ClearBridge Variable Large Cap Growth Portfolio | BNYM | ClearBridge | ||
| ClearBridge Variable Large Cap Value Portfolio | BNYM | ClearBridge | ||
| ClearBridge Variable Mid Cap Portfolio | BNYM | ClearBridge | ||
| ClearBridge Variable Small Cap Growth Portfolio | BNYM | ClearBridge | ||
| ▇▇▇▇▇▇▇▇ Multi-Asset Variable Conservative Growth Fund | BNYM | Franklin Advisers | ||
| Franklin Multi-Asset Variable Growth Fund | BNYM | Franklin Advisers | ||
| Franklin Multi-Asset Variable Moderate Growth Fund | BNYM | Franklin Advisers | ||
| ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Aggressive Model Portfolio | BNYM | Franklin Advisers | ||
| ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Conservative Model Portfolio | BNYM | Franklin Advisers | ||
| ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Moderate Model Portfolio | BNYM | Franklin Advisers | ||
| ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Moderately Aggressive Model Portfolio | BNYM | Franklin Advisers | ||
| ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Moderately Conservative Model Portfolio | BNYM | Franklin Advisers | ||
| ▇▇▇▇ ▇▇▇▇▇ Partners Variable Income Trust | ||||
| Western Asset Core Plus VIT Portfolio | BNYM | Western Asset | ||
| Western Asset Variable Global High Yield Bond Portfolio | BNYM | Western Asset | ||
| Western Asset Long Credit VIT* | BNYM | Western Asset | ||
| Master Portfolio Trust | ||||
| Government Portfolio | BNYM | Western Asset | ||
| Liquid Reserves Portfolio | BNYM | Western Asset | ||
| U.S. Treasury Obligations Portfolio | BNYM | Western Asset | ||
| U.S. Treasury Reserves Portfolio | BNYM | Western Asset | ||
| Western Asset Funds, Inc. | ||||
| Western Asset Core Bond Fund | BNYM | Western Asset | ||
| Western Asset Core Plus Bond Fund | BNYM | Western Asset | ||
| Western Asset High Yield Fund | BNYM | Western Asset | ||
| Western Asset Inflation Indexed Plus Bond Fund | BNYM | Western Asset | ||
| Western Asset Intermediate Bond Fund | BNYM | Western Asset | ||
| Western Asset Macro Opportunities Fund | BNYM | Western Asset | ||
| Western Asset Total Return Unconstrained Fund | BNYM | Western Asset | ||
| Open-End Funds (ETFs) | ||||
| ▇▇▇▇ ▇▇▇▇▇ ETF Investment Trust | ||||
| ClearBridge All Cap Growth ESG ETF | BNYM | ClearBridge | ||
| ClearBridge Dividend Strategy ESG ETF | BNYM | ClearBridge | ||
| ClearBridge Large Cap Growth ESG ETF | BNYM | ClearBridge | ||
| Franklin International Low Volatility High Dividend Index ETF | BNYM | Franklin Advisers | ||
| ▇▇▇▇▇▇▇▇ U.S. Low Volatility High Dividend Index ETF | BNYM | Franklin Advisers | ||
| ▇▇▇▇▇ ▇▇▇▇▇ Small-Cap Quality Value ETF | BNYM | Royce & Associates | ||
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| Western Asset Short Duration Income ETF | BNYM | Western Asset | ||
| Western Asset Total Return ETF | BNYM | Western Asset | ||
| ▇▇▇▇ ▇▇▇▇▇ ETF Investment Trust II | ||||
| ClearBridge Focus Value ESG ETF | BNYM | ClearBridge | ||
| Closed-End Funds | ||||
| BrandywineGLOBAL-Global Income Opportunities Fund Inc. | BNYM | Brandywine | ||
| Clarion Partners Real Estate Income Fund Inc. | BNYM | Clarion Partners | ||
| ClearBridge Energy Midstream Opportunity Fund Inc. | BNYM | ClearBridge | ||
| ClearBridge MLP and Midstream Fund Inc. | BNYM | ClearBridge | ||
| ClearBridge MLP and Midstream Total Return Fund Inc. | BNYM | ClearBridge | ||
| Franklin Income Opportunities Fund | BNYM | Franklin Advisers | ||
| LMP Capital and Income Fund Inc. | BNYM | ClearBridge | ||
| Western Asset Diversified Income Fund | BNYM | Western Asset | ||
| Western Asset Emerging Markets Debt Fund Inc. | BNYM | Western Asset | ||
| Western Asset Global Corporate Defined Opportunity Fund Inc. | BNYM | Western Asset | ||
| Western Asset Global High Income Fund Inc. | BNYM | Western Asset | ||
| Western Asset High Income Fund II Inc. | BNYM | Western Asset | ||
| Western Asset High Income Opportunity Fund Inc. | BNYM | Western Asset | ||
| Western Asset High Yield Defined Opportunity Fund Inc. | BNYM | Western Asset | ||
| Western Asset Inflation-Linked Opportunities & Income Fund | BNYM | Western Asset | ||
| Western Asset Inflation-Linked Securities & Income Fund | BNYM | Western Asset | ||
| Western Asset Intermediate Muni Fund Inc. | BNYM | Western Asset | ||
| Western Asset Investment Grade Defined Opportunity Trust Inc. | BNYM | Western Asset | ||
| Western Asset Investment Grade Income Fund Inc. | BNYM | Western Asset | ||
| Western Asset Managed Municipals Fund Inc. | BNYM | Western Asset | ||
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| Western Asset Mortgage Opportunity Fund Inc. | BNYM | Western Asset | ||
| Western Asset Municipal High Income Fund Inc. | BNYM | Western Asset | ||
| Western Asset Municipal Partners Fund Inc. | BNYM | Western Asset | ||
| Western Asset Premier Bond Fund | BNYM | Western Asset | ||
| Cayman Island Funds | ||||
| Western Asset Government Money Market Fund, Ltd. | BNYM | Western Asset | ||
| Western Asset Institutional Cash Reserves, Ltd. | BNYM | Western Asset | ||
| Western Asset Institutional Liquid Reserves, Ltd. | BNYM | Western Asset | ||
| Western Asset Premier Institutional Liquid Reserves, Ltd. | BNYM | Western Asset | ||
| Western Asset U.S. Treasury Obligations Money Market Fund, Ltd. | BNYM | Western Asset | ||
| Western Asset U.S. Treasury Reserves, Ltd. | BNYM | Western Asset | ||
| Cayman Island Funds (CFCs) | ||||
| Real Return Fund, Ltd. | Western Asset | |||
| Western Asset Inflation-Linked Income Fund CFC | BNYM | Western Asset | ||
| Western Asset Inflation-Linked Opportunities & Income Fund CFC | BNYM | Western Asset | ||
| * | Added to Exhibit as of the Effective Date |
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