Amendment No. 8 To Transfer Agency Agreement
EXECUTED
Amendment No. 8
To
This Amendment No. 8 To Transfer Agency Agreement, executed as of December 19, 2019 (“Amendment No. 8”), is being entered into by and between BNY Mellon Investment Servicing (US) Inc. (“BNYM”) and ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Funds (the “Investment Company”), on its own behalf and on behalf of each series of the Investment Company listed on Schedule B to the Amended Agreement (as defined below), in its individual and separate capacity.
Background
BNYM and the Investment Company previously entered into the Transfer Agency Agreement, dated as of September 1, 2014 (“Original Agreement”), Amendment Agreement, dated as of July 20, 2016, Amendment No. 1 To Transfer Agency Agreement effective as of August 4, 2017, Amendment No. 2 to Transfer Agency Agreement dated as of February 20, 2018, Amendment No. 4 To Transfer Agency Agreement dated as of September 28, 2018 but effective as of June 30, 2018, Amendment No. 5 To Transfer Agency Agreement dated as of December 14, 2018, Amendment No. 6 To Transfer Agency Agreement dated as of December 13, 2018, and Amendment No. 7 to Transfer Agency Agreement dated as of November 25, 2019 (collectively, the “Current Agreement”). The parties wish to amend the Current Agreement as set forth in this Amendment No. 8.
Terms
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 Current Agreement. The Current Agreement is hereby amended by deleting Schedule B in its entirety and replacing it with the Schedule B attached to Amendment No. 8, executed as of December 19, 2019, between BNYM and the Investment Company.
2. Adoption of Amended Agreement by New Fund. The Fund that has been added to Schedule B by virtue of this Amendment No. 8 acknowledges and agrees that (i) by virtue of its execution of this Amendment No. 8, it becomes and is a party to the Current Agreement as amended by this Amendment No. 8 (“Amended Agreement”) as of the date first written above, or if BNYM commenced providing services to the Fund prior to the date first written above, as of the date BNYM first provided services to the Fund, and (ii) it is bound by all terms and conditions of the Amended Agreement as of such date. The term “Fund” has the same meaning in this Amendment No. 8 as it has in the Current Agreement.
3. Remainder of Current Agreement. Except as specifically modified by this Amendment No. 8, all terms and conditions of the Current Agreement shall remain in full force and effect.
4. Governing Law. The governing law provision of the Current Agreement shall be the governing law provision of this Amendment No. 8.
5. Entire Agreement. This Amendment No. 8 constitutes the final, complete, exclusive and fully integrated record of the agreement of the parties with respect to the subject matter herein and the amendment of the Current Agreement with respect to such subject matter, and supersedes all prior and contemporaneous proposals, agreements, contracts, representations and understandings, whether written, oral or electronic, between the parties with respect to the same subject matter.
EXECUTED
6. Facsimile Signatures; Counterparts. This Amendment No. 8 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 No. 8 or of executed signature pages to this Amendment No. 8 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 No. 8.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 8 to be executed by their duly authorized officers, as of the day and year first above written.
BNY Mellon Investment Servicing (US) Inc.
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/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇ |
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▇▇▇▇▇▇ ▇▇▇▇▇▇ |
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Director |
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On its own behalf and on behalf of each Fund, each in its individual
capacity, and not on behalf of any other Fund
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/s/ ▇▇▇▇▇ ▇▇▇▇ |
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▇▇▇▇▇ ▇▇▇▇ |
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Vice President |
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EXECUTION
SCHEDULE B
(Dated: December 19, 2019)
THIS SCHEDULE B is Schedule B to that certain Transfer Agency Agreement dated as of September 1, 2014 between BNY Mellon Investment Servicing (US) Inc. and ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Funds, as amended.
Portfolios
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Asia Ex Japan Fund (formerly known as The Asia Ex Japan Fund):
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Asia Ex Japan Fund – Institutional Class
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Asia Ex Japan Fund – Class K
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ China A Shares Fund: *
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ China A Shares Fund – Institutional Class *
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ China A Shares Fund – Class K *
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Developed EAFE All Cap Fund (formerly known as The EAFE Pure Fund):
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Developed EAFE All Cap Fund – Institutional Class
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Developed EAFE All Cap Fund Class 2
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Developed EAFE All Cap Fund Class 3
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Developed EAFE All Cap Fund Class 4
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Developed EAFE All Cap Fund Class 5
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Developed EAFE All Cap Fund Class K
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ EAFE Plus All Cap Fund (formerly known as The EAFE Choice Fund):
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ EAFE Plus All Cap Fund – Institutional Class
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ EAFE Plus All Cap Fund Class 2
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ EAFE Plus All Cap Fund Class 3
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ EAFE Plus All Cap Fund Class 4
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ EAFE Plus All Cap Fund Class 5
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ EAFE Plus All Cap Fund Class K
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Emerging Markets Equities Fund (formerly known as The Emerging Markets Fund):
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Emerging Markets Equities Fund – Institutional Class
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Emerging Markets Equities Fund Class 2
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Emerging Markets Equities Fund Class 3
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Emerging Markets Equities Fund Class 4
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Emerging Markets Equities Fund Class 5
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Emerging Markets Equities Fund Class K
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Global Alpha Equities Fund (formerly known as The Global Alpha Equity Fund):
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Global Alpha Equities Fund – Institutional Class
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Global Alpha Equities Fund Class 2
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Global Alpha Equities Fund Class 3
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Global Alpha Equities Fund Class 4
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Global Alpha Equities Fund Class 5
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Global Alpha Equities Fund Class K
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Global Stewardship Equities Fund (formerly known as The Global Select Equity Fund):
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Global Stewardship Equities Fund – Institutional Class
EXECUTION
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Global Stewardship Equities Fund Class K
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International All Cap Fund (formerly known as The International Choice Fund):
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International All Cap Fund Class 2
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International All Cap Fund Class 3
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International All Cap Fund Class 4
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International All Cap Fund Class 5
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Alpha Fund (formerly known as The International Equity Fund):
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Alpha Fund – Institutional Class
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Alpha Fund Class 2
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Alpha Fund Class 3
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Alpha Fund Class 4
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Alpha Fund Class 5
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Alpha Fund Class K
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Concentrated Growth Equities Fund (formerly known as The International Concentrated Growth Fund):
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Concentrated Growth Equities Fund – Institutional Class
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Concentrated Growth Equities Fund Class K
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Growth Fund (formerly known as The EAFE Fund):
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Growth Fund – Institutional Class
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Growth Fund Class 2
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Growth Fund Class 3
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Growth Fund Class 4
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Growth Fund Class 5
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Growth Fund Class K
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Smaller Companies Fund (formerly known as The International Smaller Companies Fund):
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Smaller Companies Fund – Institutional Class
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Smaller Companies Fund Class K
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Long Term Global Growth Fund (formerly known as The Long Term Global Growth Equity Fund):
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Long Term Global Growth Fund – Institutional Class
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Long Term Global Growth Fund Class 2
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Long Term Global Growth Fund Class 3
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Long Term Global Growth Fund Class 4
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Long Term Global Growth Fund Class 5
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Long Term Global Growth Fund Class K
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Multi Asset Fund (formerly known as The Multi Asset Fund):
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Multi Asset Fund – Institutional Class
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Multi Asset Fund Class K
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Positive Change Equities Fund (formerly known as The Positive Change Equity Fund):
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Positive Change Equities Fund – Institutional Class
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Positive Change Equities Fund Class K
EXECUTION
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ U.S. Equity Growth Fund (formerly known as The U.S. Equity Growth Fund):
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ U.S. Equity Growth Fund – Institutional Class
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ U.S. Equity Growth Fund Class K
* Services expected to commence December 19, 2019.