NOVATION OF ADMINISTRATION AGREEMENT
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This Novation of Administration Agreement (“Novation”) is entered into as of the 1st day of January, 2016 by and among ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Management LLC, a Delaware limited liability company (“NB Management”), ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Investment Advisers LLC, a Delaware limited liability company (“NBIA”), and ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Equity Funds, a Delaware statutory trust (the “Trust”) on behalf of all series whether now existing or hereafter established that are subject to the Administration Agreement (as defined below) (hereinafter, “Series” shall refer to each Series which is subject to this Novation).
WITNESSETH:
WHEREAS, the Trust has retained NB Management to furnish administrative services, including shareholder accounting, recordkeeping, and other services to shareholders, to each Series pursuant to Administration Agreements dated May 4, 2009 for Investor Class, Advisor Class, Trust Class, Institutional Class, Class A and Class C; May 15, 2009 for R3 Class; and March 14, 2013 for R6 class shares of each Series, respectively, by and between NB Management and the Trust on behalf of each Series (collectively, the “Administration Agreement”);
WHEREAS, NB Management and NBIA desire to effect a novation of the Administration Agreement so that NBIA is substituted for NB Management as a party to such agreement and NB Management is released from its obligations under the Administration Agreement, NBIA desires to accept the novation thereof, and the Trust, on behalf of each Series, desires to consent to such novation.
NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties hereto agree as follows:
1. Novation and Acceptance. Subject to the terms and conditions contained herein, NB Management hereby effects a novation of the Administration Agreement to substitute NBIA for NB Management as a party to such agreement, and the Trust hereby consents to such Novation and hereby releases NB Management from all of its duties and obligations under the Administration Agreement, and NBIA hereby accepts the Novation and hereby releases NB Management from all of its duties and obligations under the Administration Agreement, and assumes all rights, duties and obligations of NB Management under the Administration Agreement.
2. Term. The Novation shall become effective as of the date hereof and shall extend for so long as the terms specified in Section 15 of the Administration Agreement are satisfied or until terminated in accordance with the Administration Agreement.
3. No Termination. The parties agree that the Novation shall not constitute an “assignment” of the Administration Agreement for purposes of Section 17 of the Administration Agreement, and that the Administration Agreement, as so novated, shall remain in full force and effect after the Novation.
4. Technical Amendment. The parties agree that all references in the Administration Agreement to NB Management shall hereby be changed to NBIA.
5. Execution in Counterparts. This Novation Agreement may be executed in multiple counterparts and all counterparts so executed will constitute one and the same agreement binding on all of the parties.
IN WITNESS WHEREOF, the parties hereto have caused this Novation of Administration Agreement to be signed by their respective officers thereunto authorized, as of the day and year first above written.
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MANAGEMENT LLC
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By:
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/s/ ▇▇▇▇▇▇ ▇▇▇▇▇
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Name:
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▇▇▇▇▇▇ ▇▇▇▇▇
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Title:
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President
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INVESTMENT ADVISERS LLC
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By:
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/s/ ▇▇▇▇▇▇ ▇▇▇▇▇
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Name:
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▇▇▇▇▇▇ ▇▇▇▇▇
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Title:
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Managing Director
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▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ EQUITY
FUNDS
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By:
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/s/ ▇▇▇▇▇▇ ▇▇▇▇▇
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Name:
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▇▇▇▇▇▇ ▇▇▇▇▇
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Title:
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Chief Executive Officer
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