AMENDMENT TO INVESTMENT ADVISORY AND MANAGEMENT AGREEMENT BETWEEN JNL SERIES
TRUST AND ▇▇▇▇▇▇▇ NATIONAL ASSET MANAGEMENT, LLC
This AMENDMENT is made as of October 11, 2010, by and between JNL SERIES
TRUST, a Massachusetts business trust ("Trust") and ▇▇▇▇▇▇▇ NATIONAL ASSET
MANAGEMENT, LLC, a Michigan limited liability company ("Adviser").
WHEREAS, the Trust and the Adviser are parties to an Investment Advisory
and Management Agreement dated January 31, 2001 ("Agreement").
WHEREAS, the parties wish to amend Schedule A and Schedule B of the
Agreement for the following fund name changes: 1) JNL/AIM Global Real Estate
Fund to JNL/Invesco Global Real Estate Fund; 2) JNL/AIM International Growth
Fund to JNL/Invesco International Growth Fund; 3) JNL/AIM Large Cap Growth Fund
to JNL/Invesco Large Cap Growth Fund; and 4) JNL/AIM Small Cap Growth Fund to
JNL/Invesco Small Cap Growth Fund.
WHEREAS, effective October 11, 2010, Credit Suisse Asset Management, LLC
will be replaced with ▇▇▇▇▇▇▇ ▇▇▇▇▇ Asset Management, L.P. as Investment
Sub-Adviser for the JNL/Credit Suisse Long/Short Fund (which will be
subsequently renamed the JNL/▇▇▇▇▇▇▇ Sachs U.S. Equity Flex Fund); and effective
October 11, 2010, Credit Suisse Asset Management, LLC will be replaced with
BlackRock Investment Management, LLC as Investment Sub-Adviser for the
JNL/Credit Suisse Commodity Securities Fund (which will be subsequently renamed
the JNL/BlackRock Commodity Securities Fund).
WHEREAS, pursuant to the Sub-Adviser replacements outlined above, the
parties wish to amend Schedule A and Schedule B of the Agreement to remove the
JNL/Credit Suisse Long/Short Fund and the JNL/Credit Suisse Commodity Securities
Fund, and to add the JNL/▇▇▇▇▇▇▇ ▇▇▇▇▇ U.S. Equity Flex Fund and the
JNL/BlackRock Commodity Securities Fund.
WHEREAS, the parties also wish to amend Schedule A and Schedule B of the
Agreement to add the following new fund of the Trust: JNL/BlackRock Global
Allocation Fund.
NOW THEREFORE, in consideration of the mutual covenants contained herein
and for other good and valuable consideration, the Trust and the Adviser agree
as follows:
1. Schedule A to the Agreement is hereby deleted and replaced in its
entirety with Schedule A dated October 11, 2010, attached hereto.
2. Schedule B to the Agreement is hereby deleted and replaced in its
entirety with Schedule B dated October 11, 2010, attached hereto.
3. This Amendment may be executed in two or more counterparts, which
together shall constitute one document.
IN WITNESS WHEREOF, the Adviser and the Trust have caused this Amendment to
be executed as of this 11th day of October, 2010.
JNL SERIES TRUST ▇▇▇▇▇▇▇ NATIONAL ASSET MANAGEMENT, LLC
By: ____/s/ ▇▇▇▇▇ ▇. Rhee______________ By: __/s/ ▇▇▇▇ ▇. Nerud_______________
Name: ▇▇▇▇▇ ▇. ▇▇▇▇ Name: ▇▇▇▇ ▇. ▇▇▇▇▇
Title: Vice President, Counsel, Title: President and CEO
and Secretary
SCHEDULE A
DATED OCTOBER 11, 2010
(List of Funds)
JNL/American Funds Blue Chip Income and Growth Fund
JNL/American Funds Global Bond Fund
JNL/American Funds Global Small Capitalization Fund
JNL/American Funds Growth-Income Fund
JNL/American Funds International Fund
JNL/American Funds New World Fund
JNL/BlackRock Commodity Securities Fund
JNL/BlackRock Global Allocation Fund
JNL/Capital Guardian U.S. Growth Equity Fund
JNL/Capital Guardian Global Diversified Research Fund
JNL/Capital Guardian Global Balanced Fund
JNL/Eagle Core Equity Fund
JNL/Eagle SmallCap Equity Fund
JNL/Franklin ▇▇▇▇▇▇▇▇▇ Founding Strategy Fund
JNL/Franklin ▇▇▇▇▇▇▇▇▇ Global Growth Fund
JNL/Franklin ▇▇▇▇▇▇▇▇▇ Income Fund
JNL/Franklin ▇▇▇▇▇▇▇▇▇ International Small Cap Growth Fund
JNL/Franklin ▇▇▇▇▇▇▇▇▇ Mutual Shares Fund
JNL/Franklin ▇▇▇▇▇▇▇▇▇ Small Cap Value Fund
JNL/▇▇▇▇▇▇▇ Sachs Core Plus Bond Fund
JNL/▇▇▇▇▇▇▇ ▇▇▇▇▇ Emerging Markets Debt Fund
JNL/▇▇▇▇▇▇▇ Sachs Mid Cap Value Fund
JNL/▇▇▇▇▇▇▇ ▇▇▇▇▇ U.S. Equity Flex Fund
JNL Institutional Alt 20 Fund
JNL Institutional Alt 35 Fund
JNL Institutional Alt 50 Fund
JNL Institutional Alt 65 Fund
JNL/Invesco International Growth Fund
JNL/Invesco Large Cap Growth Fund
JNL/Invesco Global Real Estate Fund
JNL/Invesco Small Cap Growth Fund
JNL/Ivy Asset Strategy Fund
JNL/JPMorgan International Value Fund
JNL/JPMorgan MidCap Growth Fund
JNL/JPMorgan U.S. Government & Quality Bond Fund
JNL/Lazard Emerging Markets Fund
JNL/Lazard Mid Cap Equity Fund
JNL/M&G Global Basics Fund
JNL/M&G Global Leaders Fund
JNL/Mellon Capital Management Bond Index Fund
JNL/Mellon Capital Management Global Alpha Fund
JNL/Mellon Capital Management European 30 Fund
JNL/Mellon Capital Management Index 5 Fund
JNL/Mellon Capital Management International Index Fund
JNL/Mellon Capital Management Pacific Rim 30 Fund
JNL/Mellon Capital Management Small Cap Index Fund
JNL/Mellon Capital Management 10 x 10 Fund
JNL/Mellon Capital Management S&P 500 Index Fund
JNL/Mellon Capital Management S&P 400 MidCap Index Fund
JNL/Oppenheimer Global Growth Fund
JNL/▇▇▇ Asia ex-Japan Fund
JNL/▇▇▇ China-India Fund
JNL/PIMCO Real Return Fund
JNL/PIMCO Total Return Bond Fund
JNL/PPM America High Yield Bond Fund
JNL/PPM America Mid Cap Value Fund
JNL/PPM America Small Cap Value Fund
JNL/PPM America Value Equity Fund
JNL/Red Rocks Listed Private Equity Fund
JNL/Select Balanced Fund
JNL/Select Money Market Fund
JNL/Select Value Fund
JNL/Select Value Fund
JNL/▇. ▇▇▇▇ Price Established Growth Fund
JNL/▇. ▇▇▇▇ Price Mid-Cap Growth Fund
JNL/▇. ▇▇▇▇ Price Short-Term Bond Fund
JNL/▇. ▇▇▇▇ Price Value Fund
JNL/S&P Managed Growth Fund
JNL/S&P Managed Conservative Fund
JNL/S&P Managed Moderate Growth Fund
JNL/S&P Managed Moderate Fund
JNL/S&P Managed Aggressive Growth Fund
JNL/S&P Disciplined Moderate Fund
JNL/S&P Disciplined Moderate Growth Fund
JNL/S&P Disciplined Growth Fund
JNL/S&P Competitive Advantage Fund
JNL/S&P Dividend Income & Growth Fund
JNL/S&P Intrinsic Value Fund
JNL/S&P Total Yield Fund
JNL/S&P 4 Fund
SCHEDULE B
DATED OCTOBER 11, 2010
(Compensation)
FUND ASSETS ADVISORY FEE
(Annual Rate Based
on Average Net
Assets of each Fund)
JNL/American Funds Blue
Chip Income and Growth Fund $0 to $1 billion .70%
Over $1 billion .65%
JNL/American Funds Global
Bond Fund $0 to $1 billion .70%
Over $1 billion .65%
JNL/American Funds Global
Small Capitalization Fund $0 to $1 billion .75%
Over $1 billion .70%
JNL/American Funds
Growth-Income Fund $0 to $1 billion .70%
Over $1 billion .65%
JNL/American Funds
International Fund $0 to $1 billion .85%
Over $1 billion .80%
JNL/American Funds New
World Fund $0 to $1 billion 1.05%
Over $1 billion 1.00%
JNL/BlackRock Commodity
Securities Fund $0 to $300 million .70%
Over $300 million .60%
JNL/BlackRock Global
Allocation Fund $0 to $1 billion .90%
Over $1 billion .85%
JNL/Capital Guardian U.S.
Growth Equity Fund $0 to $150 million .70%
$150 million to $500 million .65%
$500 million to $750 million .60%
Over $750 million .55%
JNL/Capital Guardian Global
Diversified Research Fund $0 to $150 million .75%
$150 million to $500 million .70%
$500 million to $750 million .65%
Over $750 million .60%
JNL/Capital Guardian Global
Balanced Fund $0 to $500 million .65%
Over $500 million .60%
JNL/Eagle Core Equity Fund $0 to $100 million .65%
$100 million to $300 million .60%
Over $300 million .55%
JNL/Eagle SmallCap Equity Fund $0 to $100 million .75%
$100 million to $500 million .70%
Over $500 million .65%
JNL/Franklin ▇▇▇▇▇▇▇▇▇ Founding
Strategy Fund All Assets 0%
JNL/Franklin ▇▇▇▇▇▇▇▇▇ Global
Growth Fund $0 to $300 million .75%
$300 million to $500 million .65%
Over $500 million .60%
JNL/Franklin ▇▇▇▇▇▇▇▇▇
Income Fund $0 to $100 million .80%
$100 million to $200 million .75%
$200 million to $500 million .65%
Over $500 million .60%
JNL/Franklin ▇▇▇▇▇▇▇▇▇
International Small Cap
Growth Fund $0 to $500 million .95%
Over $500 million .90%
JNL/Franklin ▇▇▇▇▇▇▇▇▇
Mutual Shares Fund $0 to $500 million .75%
Over $500 million .70%
JNL/Franklin ▇▇▇▇▇▇▇▇▇ Small
Cap Value Fund $0 to $200 million .85%
$200 million to $500 million .77%
Over $500 million .75%
JNL/▇▇▇▇▇▇▇ Sachs Core Plus
Bond Fund $0 to $500 million .60%
Over $500 million .55%
JNL/▇▇▇▇▇▇▇ ▇▇▇▇▇ Emerging
Markets Debt Fund $0 to $200 million .75%
Over $200 million .70%
JNL/▇▇▇▇▇▇▇ Sachs Mid Cap
Value Fund $0 to $100 million .75%
Over $100 million .70%
JNL/▇▇▇▇▇▇▇ ▇▇▇▇▇ U.S.
Equity Flex Fund $0 to $300 million .80%
Over $300 million .75%
JNL/Institutional Alt 20 Fund $0 to $500 million .15%
Over $500 million .10%
JNL/Institutional Alt 35 Fund $0 to $500 million .15%
Over $500 million .10%
JNL/Institutional Alt 50 Fund $0 to $500 million .15%
Over $500 million .10%
JNL/Institutional Alt 65 Fund $0 to $500 million .15%
Over $500 million .10%
JNL/Invesco International
Growth Fund $0 to $150 million .70%
$150 million to $500 million .65%
Over $500 million .60%
JNL/Invesco Large Cap
Growth Fund $0 to $150 million .70%
Over $150 million .65%
JNL/Invesco Global Real
Estate Fund $0 to $50 million .75%
Over $50 million .70%
JNL/Invesco Small Cap
Growth Fund $0 to $300 million .85%
Over $300 million .80%
JNL/Ivy Asset Strategy Fund $0 to $500 million .90%
Over $500 million .85%
JNL/JPMorgan International
Value Fund $0 to $150 million .70%
$150 million to $500 million .65%
Over $500 million .60%
JNL/JPMorgan MidCap Growth Fund $0 to $250 million .70%
$250 million to $750 million .65%
$750 million to $1,500 million .60%
Over $1,500 million .55%
JNL/JPMorgan U.S. Government
& Quality Bond Fund $0 to $150 million .50%
$150 million to $300 million .45%
$300 million to $500 million .40%
Over $500 million .35%
JNL/Lazard Emerging Markets Fund $0 to $100 million 1.00%
$100 million to $250 million .90%
Over $250 million .85%
JNL/Lazard Mid Cap Equity Fund $0 to $50 million .75%
$50 million to $250 million .70%
Over $250 million .65%
JNL/M&G Global Basics Fund $0 to $500 million .85%
Over $500 million .80%
JNL/M&G Global Leaders Fund $0 to $500 million .85%
Over $500 million .80%
JNL/Mellon Capital Management
Bond Index Fund $0 to $500 million .30%
$500 million to $750 million .25%
Over $750 million .24%
JNL/Mellon Capital Management
Global Alpha Fund $0 to $500 million 1.00%
Over $500 million .90%
JNL/Mellon Capital Management
European 30 Fund $0 to $50 million .37%
$50 to $100 million .31%
Over $100 million .28%
JNL/Mellon Capital Management
Index 5 Fund All assets 0%
JNL/Mellon Capital Management
International Index Fund $0 to $500 million .30%
$500 million to $750 million .25%
Over $750 million .24%
JNL/Mellon Capital Management
Pacific Rim 30 Fund $0 to $50 million .37%
$50 to $100 million .31%
Over $100 million .28%
JNL/Mellon Capital Management
Small Cap Index Fund $0 to $500 million .29%
$500 million to $750 million .24%
Over $750 million .23%
JNL/Mellon Capital Management
10 x 10 Fund All assets 0%
JNL/Mellon Capital Management
S&P 500 Index Fund $0 to $500 million .29%
$500 million to $750 million .24%
Over $750 million .23%
JNL/Mellon Capital Management
S&P 400 MidCap Index Fund $0 to $500 million .29%
$500 million to $750 million .24%
Over $750 million .23%
JNL/▇▇▇▇▇▇▇▇▇▇▇ Global Growth
Fund $0 to $300 million .70%
Over $300 million .60%
JNL/▇▇▇ Asia ex-Japan Fund $0 to $500 million .90%
Over $500 million .85%
JNL/▇▇▇ China-India Fund $0 to $500 million .90%
Over $500 million .85%
JNL/PIMCO Real Return Fund $0 to $1 billion .50%
Over $1 billion .475%
JNL/PIMCO Total Return Bond Fund All assets .50%
JNL/PPM America High Yield
Bond Fund $0 to $150 million .50%
$150 million to $500 million .45%
Over $500 million .425%
JNL/PPM America Mid Cap
Value Fund $0 to $500 million .75%
Over $500 million .70%
JNL/PPM America Small Cap
Value Fund $0 to $500 million .75%
Over $500 million .70%
JNL/PPM America Value Equity Fund $0 to $300 million .55%
Over $300 million .50%
JNL/Red Rocks Listed Private
Equity Fund $0 to $200 million .85%
Over $200 million .80%
JNL/Select Balanced Fund $0 to $50 million .55%
$50 million to $150 million .50%
$150 million to $300 million .475%
$300 million to $500 million .45%
Over $500 million .425%
JNL/Select Money Market Fund $0 to $500 million .28%
Over $500 million .25%
JNL/Select Value Fund $0 to $300 million .55%
$300 million to $500 million .50%
Over $500 million .45%
JNL/▇. ▇▇▇▇ Price Established
Growth Fund $0 to $150 million .65%
$150 to $500 million .60%
Over $500 million .55%
JNL/▇. ▇▇▇▇ Price Mid-Cap
Growth Fund $0 to $150 million .75%
Over $150 million .70%
JNL/▇. ▇▇▇▇ Price Short-Term
Bond Fund $0 to $250 million .45%
Over $250 million .40%
JNL/▇. ▇▇▇▇ Price Value Fund $0 to $150 million .70%
$150 to $500 million .65%
Over $500 million .60%
JNL/S&P Managed Growth Fund $0 to $500 million .13%
Over $500 million .08%
JNL/S&P Managed Conservative Fund $0 to $500 million .13%
Over $500 million .08%
JNL/S&P Managed Moderate Growth
Fund $0 to $500 million .13%
Over $500 million .08%
JNL/S&P Managed Moderate Fund $0 to $500 million .13%
Over $500 million .08%
JNL/S&P Managed Aggressive
Growth Fund $0 to $500 million .13%
Over $500 million .08%
JNL/S&P Disciplined Moderate Fund $0 to $500 million .13%
Over $500 million .08%
JNL/S&P Disciplined Moderate
Growth Fund $0 to $500 million .13%
Over $500 million .08%
JNL/S&P Disciplined Growth Fund $0 to $500 million .13%
Over $500 million .08%
JNL/S&P Competitive Advantage Fund $0 to $500 million .40%
Over $500 million .35%
JNL/S&P Dividend Income &
Growth Fund $0 to $500 million .40%
Over $500 million .35%
JNL/S&P Intrinsic Value Fund $0 to $500 million .40%
Over $500 million .35%
JNL/S&P Total Yield Fund $0 to $500 million .40%
Over $500 million .35%
JNL/S&P 4 Fund All Assets 0%