Amendment to Investment Advisory and Management Agreement between Jackson Variable Series Trust and Jackson National Asset Management, LLC
Amendment to
Investment Advisory and Management Agreement
between Xxxxxxx Variable Series Trust and
Xxxxxxx National Asset Management, LLC
This Amendment is made by and between Xxxxxxx Variable Series Trust, a Massachusetts business trust (the “Trust”), and Xxxxxxx National Asset Management, LLC, a Michigan limited liability company (the “Adviser”).
Whereas, the Trust and the Adviser (the “Parties”) entered into an Investment Advisory and Management Agreement effective April 27, 2015, as amended (the “Agreement”), whereby the Adviser agreed to provide certain investment advisory services to several separate series of shares (each a “Fund”) of the Trust, as listed on Schedule A to the Agreement.
Whereas, the Board of Trustees of the Trust (the “Board”) has approved Fund mergers and Fund name changes for certain Funds, as outlined below, effective June 24, 2019 (collectively, the “Fund Changes”):
Fund Mergers
1)
JNL/AQR Risk Parity Fund to merge into the JNL/X. Xxxx Price Managed Volatility Balanced Fund of JNL Series Trust;
2)
JNL/BlackRock Global Long Short Credit Fund to merge into the JNL/Crescent High Income Fund of JNL Series Trust;
3)
JNL/Epoch Global Shareholder Yield Fund to merge into the JNL/The Boston Company Equity Income Fund of the Trust, which will be the JNL/Mellon Equity Income Fund, pursuant to the fund name change outlined below; and
4)
JNL/PPM America Long Short Credit Fund to merge into the JNL/PPM America High Yield Bond Fund of JNL Series Trust.
Fund Name Changes
1)
JNL/Xxxxxxxxx Xxxxxx Risk Balanced Commodity Strategy Fund change to JNL/Xxxxxxxxx Xxxxxx Commodity Strategy Fund;
2)
JNL/PIMCO Investment Grade Corporate Bond Fund change to JNL/PIMCO Investment Grade Credit Bond Fund; and
3)
JNL/The Boston Company Equity Income Fund change to JNL/Mellon Equity Income Fund.
Whereas, the Board has approved the removal of the following fund, and its Cayman Islands subsidiary from Schedule C of the Agreement, effective June 24, 2019 (the “Cayman Removal”):
Fund: JNL/AQR Risk Parity Fund
Cayman Islands subsidiary: JNL/AQR Risk Parity Fund Ltd.
Whereas, the Board has approved a name change, effective June 24, 2019, for the following Cayman Islands subsidiary, which is listed on Schedule C of the Agreement (the “Cayman Name Change”):
Fund: JNL/Xxxxxxxxx Xxxxxx Risk Balanced Commodity Strategy Fund, which will be the JNL/Xxxxxxxxx Xxxxxx Commodity Strategy Fund, pursuant to the fund name change outlined above.
Cayman Islands subsidiary: JNL/Xxxxxxxxx Xxxxxx Risk Balanced Commodity Strategy Fund Ltd., change to JNL/Xxxxxxxxx Xxxxxx Commodity Strategy Fund Ltd.
Whereas, pursuant to Board approval of the Fund Changes, Cayman Removal, and Cayman Name Change, as outlined above, the Parties have agreed to amend the Agreement, effective June 24, 2019, to update the list of funds to remove the merged funds, and to update the fund names in Schedule A, Schedule B, and Schedule C to the Agreement, as applicable; and to remove the fund and Cayman Island subsidiary outlined above, and to update the Cayman Islands subsidiary name outlined above, in Schedule C of the Agreement.
Now Therefore, in consideration of the mutual covenants herein contained, the Parties hereby agree to amend the Agreement as follows:
1) | Schedule A to the Agreement is hereby deleted and replaced in its entirety with Schedule A dated June 24, 2019, attached hereto. |
2) | Schedule B to the Agreement is hereby deleted and replaced in its entirety with Schedule B dated June 24, 2019, attached hereto. |
3) | Schedule C to the Agreement is hereby deleted and replaced in its entirety with Schedule C dated June 24, 2019, attached hereto. |
4) | Each of the Parties represents and warrants to the others that it has full authority to enter into this Amendment, upon the terms and conditions hereof, and that the individual executing this Amendment is duly authorized to bind the respective party to this Amendment. |
5) | This Amendment may be executed in one or more counterparts, which together shall constitute one document. |
In Witness Whereof, the Adviser and the Trust have caused this Amendment to be executed, effective June 24, 2019.
Xxxxxxx Variable Series Trust |
Xxxxxxx National Asset Management, LLC |
||||
By: | /s/ Xxxxxxx X. Xxxxxx | By: | /s/ Xxxx X. Xxxxx | ||
Name: | Xxxxxxx X. Xxxxxx | Name: | Xxxx X. Xxxxx | ||
Title: | Assistant Secretary | Title: | President and CEO |
-2- |
Schedule A
Dated June 24, 2019
(List of Funds)
Funds
|
JNL Conservative Allocation Fund |
JNL Moderate Allocation Fund |
JNL Institutional Alt 100 Fund |
JNL iShares Tactical Growth Fund |
JNL iShares Tactical Moderate Fund |
JNL iShares Tactical Moderate Growth Fund |
JNL/American Funds® Global Growth Fund |
JNL/American Funds® Growth Fund |
JNL/DFA U.S. Small Cap Fund |
JNL/DoubleLine® Total Return Fund |
JNL/Xxxxx Xxxxx Global Macro Absolute Return Advantage Fund |
JNL/FAMCO Flex Core Covered Call Fund |
JNL/Lazard International Strategic Equity Fund |
JNL/Mellon Equity Income Fund |
JNL/Xxxxxxxxx Xxxxxx Commodity Strategy Fund |
JNL/Xxxxxxxxx Xxxxxx Currency Fund |
JNL/Xxxxxxxx Convertible Arbitrage Fund |
JNL/PIMCO Investment Grade Credit Bond Fund |
JNL/X. Xxxx Price Capital Appreciation Fund |
JNL/The London Company Focused U.S. Equity Fund |
JNL/XxxXxx International Gold Fund |
JNL/WCM Focused International Equity Fund |
A-1 |
Schedule B
Dated June 24, 2019
(Compensation)
Fund
|
Assets
|
Advisory Fee (Annual Rate Based on Average Net Assets of the Fund)
|
JNL Conservative Allocation Fund |
$0 to $500 million $500 million to $3 billion $3 billion to $5 billion Over $5 billion |
.130% .080% .075% .070% |
JNL Moderate Allocation Fund |
$0 to $500 million $500 million to $3 billion $3 billion to $5 billion Over $5 billion |
.130% .080% .075% .070% |
JNL Institutional Alt 100 Fund |
$0 to $500 million $500 million to $3 billion $3 billion to $5 billion Over $5 billion |
.150% .100% .095% .090% |
JNL iShares Tactical Growth Fund |
$0 to $1 billion $1 billion to $3 billion $3 billion to $5 billion Over $5 billion |
.200% .150% .140% .130% |
JNL iShares Tactical Moderate Fund |
$0 to $1 billion $1 billion to $3 billion $3 billion to $5 billion Over $5 billion |
.200% .150% .140% .130% |
JNL iShares Tactical Moderate Growth Fund |
$0 to $1 billion $1 billion to $3 billion $3 billion to $5 billion Over $5 billion |
.200% .150% .140% .130% |
JNL/American Funds® Global Growth Fund |
$0 to $1 billion $1 billion to $3 billion $3 billion to $5 billion Over $5 billion |
.650% .600% .590% .580% |
JNL/American Funds® Growth Fund |
$0 to $1 billion $1 billion to $3 billion $3 billion to $5 billion Over $5 billion |
.650% .600% .590% .580% |
JNL/DFA U.S. Small Cap Fund |
$0 to $1 billion $1 billion to $3 billion $3 billion to $5 billion Over $5 billion |
.600% .550% .540% .530% |
JNL/DoubleLine® Total Return Fund |
$0 to $1 billion $1 billion to $3 billion $3 billion to $5 billion Over $5 billion |
.450% .400% .390% .380% |
JNL/Xxxxx Xxxxx Global Macro Absolute Return Advantage Fund |
$0 to $250 million $250 million to $1 billion $1 billion to $3 billion $3 billion to $5 billion Over $5 billion |
.800% .750% .725% .715% .705% |
JNL/FAMCO Covered Call Fund |
$0 to $1 billion $1 billion to $3 billion $3 billion to $5 billion Over $5 billion |
.500% .450% .440% .430% |
B-1 |
Fund
|
Assets
|
Advisory Fee
(Annual Rate Based on Average Net Assets of the Fund)
|
JNL/Lazard International Strategic Equity Fund |
$0 to $1 billion $1 billion to $3 billion $3 billion to $5 billion Over $5 billion |
.700% .650% .640% .630% |
JNL/Mellon Equity Income Fund |
$0 to $1 billion $1 billion to $3 billion $3 billion to $5 billion Over $5 billion |
.450% .400% .390% .380% |
JNL/Xxxxxxxxx Xxxxxx Commodity Strategy Fund |
$0 to $1 billion $1 billion to $3 billion $3 billion to $5 billion Over $5 billion |
.450% .400% .390% .380% |
JNL/Xxxxxxxxx Xxxxxx Currency Fund |
$0 to $1 billion $1 billion to $3 billion $3 billion to $5 billion Over $5 billion |
.550% .500% .490% .480% |
JNL/Xxxxxxxx Convertible Arbitrage Fund |
$0 to $1 billion $1 billion to $3 billion $3 billion to $5 billion Over $5 billion |
.725% .700% .690% .680% |
JNL/PIMCO Investment Grade Credit Bond Fund |
$0 to $1 billion $1 billion to $3 billion $3 billion to $5 billion Over $5 billion |
.350% .300% .290% .280% |
JNL/X. Xxxx Price Capital Appreciation Fund |
$0 to $500 million $500 million to $1 billion $1 billion to $3 billion $3 billion to $5 billion Over $5 billion |
.575% .550% .530% .520% .510% |
JNL/The London Company Focused U.S. Equity Fund |
$0 to $500 million $500 million to $1 billion $1 billion to $3 billion $3 billion to $5 billion Over $5 billion |
.575% .550% .500% .490% .480% |
JNL/XxxXxx International Gold Fund |
$0 to $1 billion $1 billion to $3 billion $3 billion to $5 billion Over $5 billion |
.700% .650% .640% .630% |
JNL/WCM Focused International Equity Fund
|
$0 to $500 million $500 million to $3 billion $3 billion to $5 billion Over $5 billion |
.700% .650% .640% .630% |
B-2 |
Schedule C
Dated June 24, 2019
(List of Adviser’s Investment Advisory Agreements with Funds’ Subsidiaries)
Funds
|
Subsidiaries* |
JNL/Xxxxx Xxxxx Global Macro Absolute Return Advantage Fund
|
JNL/Xxxxx Xxxxx Global Macro Absolute Return Advantage Fund Ltd.
|
JNL/Xxxxxxxxx Xxxxxx Commodity Strategy Fund
|
JNL/Xxxxxxxxx Xxxxxx Commodity Strategy Fund Ltd. |
* The Adviser has entered into an Investment Advisory Agreement with each subsidiary – which is wholly owned by the Fund listed opposite its name – pursuant to which the subsidiary is obligated to pay an investment advisory fee to the Adviser based on the same formula as set forth in Schedule B for its parent Fund.
C-1 |