JNL Series Trust Sample Contracts

JNL Series TrustAmendment to Amended and Restated Investment Sub-Advisory Agreement Between Jackson National Asset Management, LLC (December 11th, 2020)

This Amendment is made by and between Jackson National Asset Management, LLC, a Michigan limited liability company and registered investment adviser (the “Adviser”), and Mellon Investments Corporation (originally, Mellon Capital Management Corporation), a Delaware corporation and registered investment adviser (the “Sub-Adviser”).

JNL Series TrustAmendment to Master Custodian Agreement (December 11th, 2020)

This Amendment, effective as of November 10, 2020, to the Master Custodian Agreement dated as of December 30, 2010, (as amended, restated, supplemented or otherwise modified and in effect from time to time, the “Agreement”) is by and among each management investment company, and each Cayman Islands entity identified on Appendix A attached thereto (each a “Fund” and collectively, the “Funds”), and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).

JNL Series TrustAmendment to JNL Series Trust (December 11th, 2020)

This Amendment is made by and between Jackson National Asset Management, LLC, a Michigan limited liability company and registered investment adviser (the “Adviser”), and Cooke & Bieler L.P., a Pennsylvania limited partnership and registered investment adviser (the “Sub-Adviser”).

JNL Series TrustAmendment (December 11th, 2020)

This Amendment is made by and between Jackson National Asset Management, LLC, a Michigan limited liability company and registered investment adviser (the “Adviser”), and T. Rowe Price Associates, Inc., a Maryland corporation and registered investment adviser (the “Sub-Adviser”).

JNL Series TrustBetween Jackson National Asset Management, LLC (December 11th, 2020)

This Amendment is made by and between Jackson National Asset Management, LLC, a Michigan limited liability company and registered investment adviser (the “Adviser”), and Victory Capital Management Inc., a corporation organized in the State of New York and registered investment adviser (the “Sub-Adviser”).

JNL Series TrustJNL Series Trust (December 11th, 2020)

This Agreement, effective as of July 31, 2020, is by and between Jackson National Asset Management, LLC, a limited liability company organized in the State of Michigan (the “Adviser”), and Western Asset Management Company, LLC (the “Sub-Adviser”), a limited liability company organized in the state of California.

JNL Series TrustJNL Series Trust Investment Sub-Advisory Agreement (December 11th, 2020)

Agreement, dated as of July 31, 2020, by and between Jackson National Asset Management, LLC, a limited liability company organized in the State of Michigan (the “Adviser”), and ClearBridge Investments, LLC (“Sub-Adviser”), a limited liability company organized in the State of Delaware.

JNL Series TrustMaster Fund Participation Agreement (December 11th, 2020)

This Amendment is to the Master Fund Participation Agreement dated September 25, 2017 (“Agreement”) among Jackson National Life Insurance Company (“Insurance Company”), on behalf of itself and certain of its separate accounts listed on Attachment B hereto, severally and not jointly (each, an “Account”); JNL Series Trust (“Trust”), an open-end investment company organized under the laws of the Commonwealth of Massachusetts on behalf of each series of the Trust listed on Attachment A hereto, severally and not jointly (each, a “Fund” and collectively, the “Funds”); Vanguard Variable Insurance Fund (“Series”), a Delaware business trust, The Vanguard Group, Inc. (“Sponsor”), a Pennsylvania corporation; and Vanguard Marketing Corporation (hereinafter, the “Distributor”), a Pennsylvania corporation.

JNL Series TrustAmendment to Sub Sub-Advisory Agreement JNL Series Trust Franklin Advisers, Inc. Franklin Templeton Institutional, LLC (December 11th, 2020)

This AMENDMENT is made as of June 24, 2020, by and between Franklin Advisers, Inc. (“Franklin”), a Delaware limited liability company, and Franklin Templeton Institutional, LLC (“FTI”) a Delaware limited liability company.

JNL Series TrustFund Participation Agreement (Fund of Funds) (December 11th, 2020)

This Amendment is to the Fund Participation Agreement dated September 25, 2017 (“Agreement”) among Jackson National Life Insurance Company of New York (“Insurance Company”), on behalf of itself and certain of its separate accounts; JNL Series Trust (“Trust”), an open-end investment company organized under the laws of the Commonwealth of Massachusetts, on behalf of each of its series listed on Attachment A, severally and not jointly (each, a “Fund,” and collectively, the “Funds”); Jackson National Asset Management, LLC (“JNAM”), a limited liability company organized under the laws of the State of Michigan; The Vanguard Group, Inc., a corporation organized under the laws of Pennsylvania (“Vanguard”), each of the open-end management investment companies listed on Attachment A of this Agreement, organized as Delaware business trusts (each, a “Retail Series”), on behalf of certain of their respective portfolios listed on Attachment A (each, a “Retail Underlying Fund,” and collectively, the

JNL Series TrustAmendment to (December 11th, 2020)

This Amendment is to the 12(d)(1) Investing Agreement dated August 13, 2018 (“Agreement”) between JNL Series Trust, a business trust organized under the laws of Massachusetts, on behalf of itself and its separate series listed on Schedule A (each series, an “Investing Fund”), severally and not jointly, and the investment trusts listed on Schedule B (the “Vanguard Trusts”), on behalf of themselves and their respective series listed on Schedule B (each, a “Vanguard Fund”), severally and not jointly.

JNL Series TrustAmendment to Amended and Restated Investment Sub-Advisory Agreement Between Jackson National Asset Management, LLC (December 11th, 2020)

This Amendment is made by and between Jackson National Asset Management, LLC, a Michigan limited liability company and registered investment adviser (the “Adviser”), and Mellon Investments Corporation (originally, Mellon Capital Management Corporation), a Delaware corporation and registered investment adviser (the “Sub-Adviser”).

JNL Series TrustFund Participation Agreement (December 11th, 2020)

This Amendment is to the Fund Participation Agreement dated September 25, 2017 (“Agreement”) among Jackson National Life Insurance Company (“Insurance Company”), on behalf of itself and certain of its separate accounts; JNL Series Trust (“Trust”), an open-end investment company organized under the laws of the Commonwealth of Massachusetts, on behalf of each of its series listed on Attachment A, severally and not jointly (each, a “Fund,” and collectively, the “Funds”); Jackson National Asset Management, LLC (“JNAM”), a limited liability company organized under the laws of the State of Michigan; The Vanguard Group, Inc., a corporation organized under the laws of Pennsylvania (“Vanguard”), each of the open-end management investment companies listed on Attachment A of this Agreement, organized as Delaware business trusts (each, a “Retail Series”), on behalf of certain of their respective portfolios listed on Attachment A (each, a “Retail Underlying Fund,” and collectively, the “Retail Unde

JNL Series TrustAmendment to (December 11th, 2020)

This Amendment is to the Master Fund Participation Agreement dated September 25, 2017 (“Agreement”) among Jackson National Life Insurance Company of New York (“Insurance Company”), on behalf of itself and certain of its separate accounts listed on Attachment B hereto, severally and not jointly (each, an “Account”); JNL Series Trust (“Trust”), an open-end investment company organized under the laws of the Commonwealth of Massachusetts on behalf of each series of the Trust listed on Attachment A hereto, severally and not jointly (each, a “Fund” and collectively, the “Funds”); Vanguard Variable Insurance Fund (“Series”), a Delaware business trust, The Vanguard Group, Inc. (“Sponsor”), a Pennsylvania corporation; and Vanguard Marketing Corporation (hereinafter, the “Distributor”), a Pennsylvania corporation.

JNL Series TrustAmendment to Sub Sub-Advisory Agreement JNL Series Trust Franklin Advisers, Inc. Franklin Templeton Institutional, LLC (December 11th, 2020)

This AMENDMENT is made as of May 26, 2020, by and between Franklin Advisers, Inc. (“Franklin”), a Delaware limited liability company, and Franklin Templeton Institutional, LLC (“FTI”) a Delaware limited liability company.

JNL Series TrustAmendment to JNL Series Trust Investment Sub-Advisory Agreement Between (December 11th, 2020)

This Amendment is made by and between Jackson National Asset Management, LLC, a limited liability company organized in the State of Michigan (the “Adviser”), and First Pacific Advisors, LP, a limited partnership organized in the state of Delaware (the “Sub-Adviser”).

JNL Series TrustAmendment to Amended and Restated Transfer Agency Agreement Between JNL Series Trust and Jackson National Asset Management, LLC (April 23rd, 2020)

This Amendment is made by and between JNL Series Trust, a Massachusetts business trust (the “Trust”), and Jackson National Asset Management, LLC, a Michigan limited liability company (“JNAM”).

JNL Series TrustAmendment to Administrative Fee Waiver Agreement Between JNL Series Trust and Jackson National Asset Management, LLC (April 23rd, 2020)

This Amendment is made by and between JNL Series Trust (the “Trust”) on behalf of each of its series of shares (each a “Fund” and collectively, the “Funds”) listed on Schedule A and Jackson National Asset Management, LLC (the “Administrator”).

JNL Series TrustInvestment Sub-Advisory Agreement between Jackson National Asset Management, LLC and Pacific Investment Management Company LLC (April 23rd, 2020)

This Amendment is made on September 25, 2017 by and between Jackson National Asset Management, LLC, a Michigan limited liability company and registered investment adviser (the “Adviser”), and Pacific Investment Management Company LLC, a Delaware limited liability company and registered investment adviser (the “Sub-Adviser”).

JNL Series TrustAmendment to the JNL Series Trust Investment Sub-Advisory Agreement Between Jackson National Asset Management, LLC and WCM Investment Management, LLC (April 23rd, 2020)

This Amendment is made by and between Jackson National Asset Management, LLC, a Michigan limited liability company and registered investment adviser (the “Adviser”), and WCM Investment Management, LLC a Delaware limited liability company and registered investment adviser (the “Sub-Adviser”).

JNL Series TrustAmendment to Amended and Restated Administration Agreement Between JNL Series Trust and Jackson National Asset Management, LLC (April 23rd, 2020)

This Amendment is made by and between Jackson National Asset Management, LLC, a Michigan limited liability company (the “Administrator”), and JNL Series Trust, a Massachusetts business trust (the “Trust”).

JNL Series TrustAmendment to Participation Agreement (April 23rd, 2020)

This Amendment is to the Participation Agreement dated January 31, 2012, as amended (the “Agreement”), among Jackson Variable Series Trust (formerly, Curian Variable Series Trust) (“JVST”), a business trust organized under the laws of the Commonwealth of Massachusetts, on behalf of itself or its separate series listed on Schedule A, severally and not jointly (each, an “Investing Fund”), iShares Trust and iShares U.S. ETF Trust, business trusts organized under the laws of the State of Delaware, and iShares, Inc., iShares U.S. ETF Company, Inc. and iShares Sovereign Screened Global Bond Fund, Inc., corporations organized under the laws of the State of Maryland, each on behalf of its respective iShares series, severally and not jointly (each an “iShares Fund” and collectively the “iShares Funds”).

JNL Series TrustAmendment to the JNL Series Trust Investment Sub-Advisory Agreement (April 23rd, 2020)

This Amendment is made by and between Jackson National Asset Management, LLC, a Michigan limited liability company and registered investment adviser (the “Adviser”), and WCM Investment Management, a California corporation and registered investment adviser (the “Sub-Adviser”).

JNL Series TrustAmendment to Amended and Restated Anti-Money Laundering Agreement (April 23rd, 2020)

This Amendment to the Amended and Restated Anti-Money Laundering Agreement dated November 27, 2012, as amended (the “Agreement”), is by and among Jackson National Life Insurance Company (“Jackson”), JNL Series Trust, JNL Variable Fund LLC, and JNL Investors Series Trust (each a “Fund,” and collectively, the “Funds”).

JNL Series TrustInvestment Sub-Advisory Agreement Between Jackson National Asset Management, LLC And BlackRock Investment Management, LLC (April 23rd, 2020)

This Amendment is made by and between Jackson National Asset Management, LLC, a Michigan limited liability company and registered investment adviser (the “Adviser”), and BlackRock Investment Management, LLC, a Delaware limited liability company and registered investment adviser (the “Sub-Adviser”).

JNL Series TrustAmended and Restated Investment Advisory and Management Agreement Between JNL Series Trust and Jackson National Asset Management, LLC (April 23rd, 2020)

This Amendment is made by and between JNL Series Trust, a Massachusetts business trust (the “Trust”) and Jackson National Asset Management, LLC, a Michigan limited liability company (the “Adviser”).

JNL Series TrustAmendment to Master Custodian Agreement (April 23rd, 2020)

This Amendment, effective as April 27, 2020, to the Master Custodian Agreement dated as of December 30, 2010, (as amended, restated, supplemented or otherwise modified and in effect from time to time, the “Agreement”) is by and among each management investment company, and each Cayman Islands entity identified on Appendix A attached thereto (each a “Fund” and collectively, the “Funds”), and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).

JNL Series TrustManagement Fee Waiver Agreement (April 23rd, 2020)

This Agreement, is dated as of the 27th day of April, 2020, between JNL Series Trust (the “Trust”), on behalf of each fund listed on Schedule A attached hereto (each a “Fund” and collectively, the “Funds”), and Jackson National Asset Management, LLC (the “Adviser”).

JNL Series TrustAmendment to Amended and Restated Investment Sub-Advisory Agreement Between Jackson National Asset Management, LLC (April 23rd, 2020)

This Amendment is made by and between Jackson National Asset Management, LLC, a Michigan limited liability company and registered investment adviser (the “Adviser”), and PPM America, Inc., a Delaware corporation and registered investment adviser (the “Sub-Adviser”).

JNL Series TrustSECOND AMENDMENT TO AMENDED AND RESTATED FUND PARTICIPATION AGREEMENT (Fund of Funds) (April 23rd, 2020)

This Second Amendment, effective as of April 27, 2020, amends the Fund Participation Agreement (Fund of Funds) (the “Agreement”) dated the 8th day of June, 2017, among Jackson National Life Insurance Company (“Insurance Company”), on behalf of itself and certain of its separate accounts; JNL Series Trust (“Trust”), an open-end investment company organized under the laws of the Commonwealth of Massachusetts, on behalf of each of its series listed on Attachment A, severally and not jointly (each, a “Fund,” and collectively, the “Funds”); Jackson National Asset Management, LLC (“JNAM”), a limited liability company organized under the laws of the State of Michigan; American Funds Insurance Series (“Series”), an open-end management investment company organized under the laws of the Commonwealth of Massachusetts, on behalf of each of its funds listed on Attachment A, severally and not jointly (each, a “Master Fund,” and collectively, the “Master Funds”); each of the funds identified as Retai

JNL Series TrustAmendment (April 23rd, 2020)

This Amendment is made by and between Jackson National Asset Management, LLC, a Michigan limited liability company and registered investment adviser (the “Adviser”), and T. Rowe Price Associates, Inc., a Maryland corporation and registered investment adviser (the “Sub-Adviser”).

JNL Series TrustAmendment to Investment Sub-Advisory Agreement Between Jackson National Asset Management, LLC (April 23rd, 2020)

This Amendment is made by and between Jackson National Asset Management, LLC, a Michigan limited liability company and registered investment adviser (the “Adviser”), and DoubleLine Capital LP, a Delaware limited partnership and registered investment adviser (the “Sub-Adviser”).

JNL Series TrustAmendment to Amended and Restated Investment Sub-Advisory Agreement Between Jackson National Asset Management, LLC (April 23rd, 2020)

This Amendment is made by and between Jackson National Asset Management, LLC, a Michigan limited liability company and registered investment adviser (the “Adviser”), and Invesco Advisers, Inc., a Delaware corporation and registered investment adviser (the “Sub-Adviser”).

JNL Series TrustINVESTMENT SUBADVISORY AGREEMENT Between (April 23rd, 2020)

This INVESTMENT SUBADVISORY AGREEMENT (the “Agreement”), is dated as of April 27, 2020, by and between T. ROWE PRICE ASSOCIATES, INC. (the “Adviser”), a corporation organized and existing under the laws of the State of Maryland, United States of America, with its principal office at 100 East Pratt Street, Baltimore MD 21202, United States and T. ROWE PRICE HONG KONG LIMITED, (the “Subadviser”), a company incorporated under the laws of Hong Kong whose registered office is 6/F Chater House, 8 Connaught Place, Central Hong Kong.

JNL Series TrustAmendment to Amended and Restated Investment Sub-Advisory Agreement Between Jackson National Asset Management, LLC (April 23rd, 2020)

This Amendment is made by and between Jackson National Asset Management, LLC, a Michigan limited liability company and registered investment adviser (the “Adviser”), and Dimensional Fund Advisors LP, a Delaware limited partnership and investment adviser registered as such under the Investment Advisers Act of 1940, as amended (the “Sub-Adviser”).