Amendment to Class Action Services Agreement
EX 99.28(g)(5)(iii)
Amendment to Class Action Services Agreement
This Amendment, effective as of September 28, 2015, to the Class Action Services Agreement dated as of September 2, 2014, (as amended, restated, supplemented or otherwise modified and in effect from time to time, the “Agreement”) is by and among JNL Series Trust, JNL Investors Series Trust, JNL Strategic Income Fund LLC, JNL Variable Fund LLC and ▇▇▇▇▇▇▇ Variable Series Trust (on behalf of its portfolios listed on Appendix A attached thereto), and each Cayman Islands entity identified on Appendix A attached thereto (each a “Client” and collectively, “Clients”), and State Street Bank and Trust Company, a bank and trust company organized under the laws of the Commonwealth of Massachusetts (“State Street”).
Whereas, State Street and the Clients have entered into the Agreement by which State Street provides certain services relating to class actions relevant to the Clients; and
Whereas, the following new fund, fund name changes, Cayman Islands entity name change, and fund merger (collectively, “Fund Changes”) have been approved by the Board of Trustees of JNL Series Trust, the Board of Managers of JNL Variable Fund LLC, and/or by the Board of Directors of JNL/AllianceBernstein Dynamic Asset Allocation Fund Ltd.:
New JNL Series Trust Fund
|
-
|
JNL/DoubleLine Shiller Enhanced CAPE Fund;
|
JNL Series Trust Fund Name Changes:
|
-
|
JNL/JPMorgan International Value Fund to JNL/Causeway International Value Select Fund;
|
|
-
|
JNL/AllianceBernstein Dynamic Asset Allocation Fund to JNL/AB Dynamic Asset Allocation Fund;
|
Cayman Islands Entity Name Change:
|
-
|
JNL/AllianceBernstein Dynamic Asset Allocation Fund Ltd. to JNL/AB Dynamic Asset Allocation Fund Ltd.;
|
JNL Variable Fund LLC Fund Merger:
JNL/Mellon Capital 25 Fund of JNL Variable Fund LLC into JNL/S&P 4 Fund of JNL Series Trust; and
JNL Variable Fund LLC Fund Name Change:
JNL/Mellon Capital Global 15 Fund to JNL/Mellon Capital Global 30 Fund.
Whereas, pursuant to the approval of the Fund Changes, as outlined above, the parties have agreed to amend Appendix A of the Agreement to:
|
-
|
add the JNL/DoubleLine Shiller Enhanced CAPE Fund;
|
|
-
|
update the fund names for the three funds, as outlined above;
|
|
-
|
update the Cayman Islands entity name, as outlined above; and
|
|
-
|
remove the JNL/Mellon Capital 25 Fund.
|
Now, Therefore, in consideration of the premises and mutual covenants herein contained, the parties hereto agree as follows:
|
1.
|
The first paragraph of the Agreement is hereby deleted and replaced with the following:
|
This Class Action Services Agreement (“Agreement”) is made this 2nd day of September, 2014, by and between each management investment company, on behalf of its portfolios, and each Cayman Islands entity identified in Appendix A attached hereto, as such Appendix may be amended from time to time, severally and not jointly, (each a “Client” and collectively, “Clients”), and State Street Bank and Trust Company, a bank and trust company organized under the laws of the Commonwealth of Massachusetts (“State Street”).
|
2.
|
Appendix A to the Agreement is hereby deleted and replaced in its entirety with Appendix A dated September 28, 2015, attached hereto.
|
|
3.
|
Except as specifically amended hereby, all other terms and conditions of the Agreement shall remain in full force and effect.
|
|
4.
|
This Amendment may be executed in several counterparts, each of which shall be deemed to be an original, and all such counterparts taken together shall constitute one and the same instrument. Counterparts may be executed in either original or electronically transmitted form (e.g., faxes or emailed portable document format (PDF) form), and the parties hereby adopt as original any signatures received via electronically transmitted form.
|
[Remainder of page intentionally left blank.]
-2-
In Witness Whereof, the parties hereto have caused this Agreement to be executed by their officers designated below as of this 8th day of September 2015, effective September 28, 2015.
JNL Investors Series Trust
JNL Strategic Income Fund LLC
JNL Variable Fund LLC
▇▇▇▇▇▇▇ Variable Series Trust
on behalf of its portfolios listed on Appendix A hereto
JNL/AB Dynamic Asset Allocation Fund Ltd.
JNL/▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Risk Balanced Commodity Strategy Fund Ltd.
| By: | /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ | |
| Name: | ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ | |
| Title: | Assistant Secretary |
State Street Bank And Trust Company
| By: | /s/ ▇▇▇▇▇▇ ▇▇▇▇▇ | |
| Name: | ▇▇▇▇▇▇ ▇▇▇▇▇ | |
| Title: | Executive Vice President |
-3-
Appendix A
|
(Last Updated as of September 28, 2015)
|
|
JNL Multi-Manager Alternative Fund
|
|
JNL/AB Dynamic Asset Allocation Fund
|
|
JNL/Boston Partners Global Long Short Equity Fund
|
|
JNL/Causeway International Value Select Fund
|
|
JNL/DFA U.S. Core Equity Fund
|
|
JNL/DoubleLine Shiller Enhanced CAPE 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/▇▇▇▇▇▇ Oakmark Global Equity Fund
|
|
JNL/Invesco Global Real Estate Fund
|
|
JNL/Invesco International Growth Fund
|
|
JNL/Invesco Large Cap Growth Fund
|
|
JNL/Invesco Mid Cap Value Fund
|
|
JNL/Invesco Small Cap Growth Fund
|
|
JNL/JPMorgan Midcap Growth Fund
|
|
JNL/JPMorgan U.S. Government & Quality Bond Fund
|
|
JNL/Lazard Emerging Markets Fund
|
|
JNL/Mellon Capital European 30 Fund
|
|
JNL/Mellon Capital Pacific Rim 30 Fund
|
|
JNL/▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Mid Cap Growth Fund
|
|
JNL/▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Strategic Income Fund
|
|
JNL/▇▇▇▇▇▇▇▇▇▇▇ Emerging Markets Innovator Fund
|
|
JNL/▇▇▇▇▇▇▇▇▇▇▇ Global Growth Fund
|
|
JNL/PPM America Floating Rate Income 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/▇. ▇▇▇▇ Price Established Growth Fund
|
|
JNL/▇. ▇▇▇▇ Price Mid-Cap Growth Fund
|
|
JNL/▇. ▇▇▇▇ Price Short-Term Bond Fund
|
|
JNL/▇. ▇▇▇▇ Price Value Fund
|
|
JNL/Westchester Capital Event Driven Fund
|
|
JNL Investors Series Trust
|
|
JNL/PPM America Low Duration Bond Fund
|
|
JNL/PPM America Total Return Fund
|
|
JNL Strategic Income Fund LLC
|
|
JNL/PPM America Strategic Income Fund
|
|
JNL Variable Fund LLC
|
|
JNL/Mellon Capital Global 30 Fund
|
|
JNL/Mellon ▇▇▇▇▇▇▇ ▇▇▇ ▇ ▇▇▇▇
|
|
▇▇▇/▇▇▇▇▇▇ Capital Nasdaq® 25 Fund
|
|
JNL/Mellon Capital S&P® 24 Fund
|
|
JNL/Mellon Capital S&P® ▇▇▇▇ 60 Fund
|
A-1
|
▇▇▇▇▇▇▇ Variable Series Trust
|
|
JNL/DFA U.S. Micro Cap Fund
|
|
JNL/DoubleLine Total Return Fund
|
|
JNL/▇▇▇▇▇ ▇▇▇▇▇ Global Macro Absolute Return Advantage Fund
|
|
JNL/Lazard International Strategic Equity Fund
|
|
JNL/▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Currency Fund
|
|
JNL/▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Risk Balanced Commodity Strategy Fund
|
|
JNL/▇▇▇▇▇▇▇▇ Convertible Arbitrage Fund
|
|
JNL/PPM America Long Short Credit Fund
|
|
JNL/▇. ▇▇▇▇ Price Capital Appreciation Fund
|
Cayman Islands Entities:
|
JNL/AB Dynamic Asset Allocation Fund Ltd.
|
|
JNL/▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Risk Balanced Commodity Strategy Fund Ltd.
|
A-2