AMENDMENT NO.7 TO Sub-Administration and Sub-Fund Accounting Services AGREEMENT
AMENDMENT NO.7 TO
Sub-Administration and Sub-Fund Accounting
Services AGREEMENT
THIS AMENDMENT made as of December 2, 2020 (“Amendment”) to that certain Sub-Administration and Sub-Fund Accounting Services Agreement dated as of October 1, 2015 (as amended and in effect as of the date hereof, “Agreement”), by and between Victory Capital Management Inc. (“Client”) and Citi Fund Services Ohio, Inc. (“Service Provider” and, with the Client, referred to herein individually as “Party” and collectively as “Parties”). All capitalized terms used but not defined herein shall have the meaning given to them in the Agreement.
WHEREAS, the Service Provider performs certain sub-administrative and sub-accounting services for the Client; and
WHEREAS, the Client has become the investment adviser and fund administrator of certain new Funds to be added to Schedule 6 of the Agreement.
NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the Parties hereby agree as follows:
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1. |
List of Funds (Schedule 6) |
Schedule 6 of the Agreement is deleted and replaced with the Schedule 6 attached hereto.
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2. |
Representations and Warranties. |
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(a) |
Each Party represents and warrants to the other that it has full power and authority to enter into and perform this Amendment, that this Amendment has been duly authorized and, when executed and delivered by it, will constitute a legal, valid and binding obligation of it, enforceable against it in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the rights and remedies of creditors and secured parties. |
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(b) |
The Client represents that it has provided this Amendment to the Boards. |
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3. |
Miscellaneous. |
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(a) |
This Amendment supplements and amends the Agreement. The provisions set forth in this Amendment supersede all prior negotiations, understandings and agreements bearing upon the subject matter covered herein, including any conflicting provisions of the Agreement or any provisions of the Agreement that directly cover or indirectly bear upon matters covered under this Amendment. |
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(b) |
Each reference to the Agreement in the Agreement and in every other agreement, contract or instrument to which the Parties are bound, shall hereafter be construed as a reference to the Agreement as separately amended by this Amendment. Except as provided in this Amendment, the provisions of the Agreement remain in full force and effect. No amendment or modification to this Amendment shall be valid unless made in writing and executed by each Party hereto. |
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(c) |
Paragraph headings in this Amendment are included for convenience only and are not to be used to construe or interpret this Amendment. |
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(d) |
This Amendment may be executed in counterparts, each of which shall be an original but all of which, taken together, shall constitute one and the same agreement. |
IN WITNESS WHEREOF, the Parties hereto have caused this Amendment to be duly executed all as of the day and year first above written.
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Victory Capital Management Inc. |
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Citi Fund Services Ohio, Inc. |
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By: |
/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ |
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By: |
/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇ |
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Name: |
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ |
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Name: |
▇▇▇▇▇▇▇ ▇▇▇▇▇ |
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Title: |
President, CFO & CAO |
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Title: |
President |
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Date: |
02/22/2021 |
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Date: |
02/22/2021 |
Schedule 6 to Services Agreement List of Funds
Victory Portfolios
Victory Diversified Stock Fund
Victory Floating Rate Fund
Victory Global Natural Resources Fund
Victory High Income Municipal Bond Fund
Victory High Yield Fund
Victory INCORE Fund for Income
Victory INCORE Investment Grade Convertible Fund
Victory INCORE Investment Quality Bond Fund
Victory INCORE Low Duration Bond Fund
Victory INCORE Total Return Bond Fund
Victory Integrity Discovery Fund
Victory Integrity Mid-Cap Value Fund Victory Integrity Small-Cap Value Fund
Victory Integrity Small/Mid-Cap Value Fund
Victory Munder Mid-Cap Core Growth Fund
Victory Munder Multi-Cap Fund
Victory Munder Small Cap Growth Fund
Victory NewBridge Large Cap Growth Fund
Victory RS Global Fund
Victory RS Growth Fund
Victory RS International Fund
Victory RS Investors Fund
Victory Portfolios II
Victory US 500 Enhanced Volatility Wtd Index Fund
Victory Market Neutral Income Fund
Victory Variable Insurance Funds
Victory High Yield VIP Series
Victory INCORE Investment Quality Bond VIP Series
Victory INCORE Low Duration Bond VIP Series
Victory RS International VIP Series
Victory RS Large Cap Alpha VIP Series
Victory RS Small Cap Growth Equity VIP Series
Victory 500 Index VIP Series
Victory ▇▇▇▇▇▇ Emerging Markets VIP Series
Victory RS Large Cap Alpha Fund
Victory RS Mid Cap Growth Fund
Victory RS Partners Fund
Victory RS Science and Technology Fund
Victory RS Select Growth Fund
Victory RS Small Cap Equity Fund
Victory RS Small Cap Growth Fund
Victory RS Value Fund
Victory S&P 500 Index Fund
Victory ▇▇▇▇▇▇ Emerging Markets Fund
Victory ▇▇▇▇▇▇ Emerging Markets Small Cap Fund
Victory Special Value Fund
Victory Strategic Allocation Fund
Victory Strategic Income Fund
Victory Sycamore Established Value Fund
Victory Sycamore Small Company Opportunity Fund
Victory Tax-Exempt Fund
Victory Trivalent Emerging Markets Small-Cap Fund
Victory Trivalent International Fund-Core Equity Victory Trivalent International Small-Cap Fund
Victory THB US Small Opportunities Fund*
Victory Portfolios II – ETFs
VictoryShares Developed Enhanced Volatility Wtd ETF
VictoryShares Dividend Accelerator ETF
VictoryShares Emerging Market Volatility Wtd ETF
VictoryShares Emerging Market High Div Volatility Wtd ETF
VictoryShares Global Multi-Factor Minimum Volatility ETF
VictoryShares International High Div Volatility Wtd ETF
VictoryShares International Multi-Factor Minimum Volatility ETF
VictoryShares International Volatility Wtd ETF
VictoryShares Quality Growth ETF
VictoryShares Quality Value ETF
VictoryShares US 500 Enhanced Volatility Wtd ETF
VictoryShares US 500 Volatility Wtd ETF
VictoryShares US Discovery Enhanced Volatility Wtd ETF
VictoryShares US EQ Income Enhanced Volatility Wtd ETF
VictoryShares US Large Cap High Div Volatility Wtd ETF
VictoryShares US Multi-Factor Minimum Volatility ETF
VictoryShares US Small Cap Volatility Wtd ETF
VictoryShares US Small Cap High Div Volatility Wtd ETF
VictoryShares USAA Core Intermediate-Term Bond ETF
VictoryShares USAA Core Short-Term Bond ETF
VictoryShares USAA MSCI Emerging Markets Value Momentum ETF
VictoryShares USAA MSCI International Value Momentum ETF
VictoryShares USAA MSCI USA Small Cap Value Momentum ETF
VictoryShares USAA MSCI USA Value Momentum ETF
VictoryShares NASDAQ Next 50 ETF
VictoryShares Top Veteran Employers ETF
VictoryShares Protect America ETF
USAA MUTUAL FUNDS TRUST
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USAA 500 Index Fund |
USAA Aggressive Growth Fund
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USAA California Bond Fund |
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USAA Capital Growth Fund |
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USAA Cornerstone Aggressive Fund |
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USAA Cornerstone Conservative Fund |
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USAA Cornerstone Equity Fund |
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USAA Cornerstone Moderate Fund |
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USAA Cornerstone Moderately Aggressive Fund |
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USAA Cornerstone Moderately Conservative Fund |
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USAA Emerging Markets Fund |
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USAA Extended Market Index Fund |
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USAA Global Equity Income Fund |
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USAA Global Managed Volatility Fund |
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USAA Government Securities Fund |
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USAA Growth & Income Fund |
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USAA Growth and Tax Strategy Fund |
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USAA Growth Fund |
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USAA High Income Fund |
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USAA Income Fund |
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USAA Income Stock Fund |
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USAA Intermediate-Term Bond Fund |
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USAA International Fund |
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USAA Managed Allocation Fund |
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USAA Money Market Fund
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USAA NASDAQ-100 Index Fund |
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USAA New York Bond Fund |
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USAA Science & Technology Fund |
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USAA Short-Term Bond Fund |
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USAA Small Cap Stock Fund |
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USAA Target Managed Allocation Fund |
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USAA Target Retirement 2030 Fund |
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USAA Target Retirement 2040 Fund |
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USAA Target Retirement 2050 Fund |
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USAA Target Retirement 2060 Fund |
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USAA Target Retirement Income Fund |
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USAA Tax Exempt Intermediate-Term Fund |
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USAA Tax Exempt Long-Term Fund |
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USAA Tax Exempt Money Market Fund |
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USAA Tax Exempt Short-Term Fund |
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USAA Treasury Money Market Trust |
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USAA Ultra Short-Term Bond Fund |
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USAA Value Fund |
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USAA ▇▇▇▇▇▇▇▇ ▇▇▇▇ Fund |
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USAA Sustainable World Fund |
*Pending Launch