PIMCO FLEXIBLE EMERGING MARKETS INCOME FUND AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST June 29, 2021Agreement and Declaration of Trust • July 12th, 2021 • PIMCO Flexible Emerging Markets Income Fund • Massachusetts
AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST made this 29th day of June 2021 by the Trustees hereunder, and by the holders of shares of beneficial interest to be issued hereunder as hereinafter provided, amending and restating the Agreement and Declaration of Trust made at Boston, Massachusetts the 4th day of March 2021, for the purposes of eliminating references to the sole initial trustee, adding Trustees as signatories hereto and making such other changes as deemed necessary by the Trustees.
INVESTMENT MANAGEMENT AGREEMENTInvestment Management Agreement • July 12th, 2021 • PIMCO Flexible Emerging Markets Income Fund • Massachusetts
INVESTMENT MANAGEMENT AGREEMENT, made this 30th day of June, 2021, between PIMCO Flexible Emerging Markets Income Fund, a closed-end management investment company organized as a Massachusetts business trust (the “Fund”), and Pacific Investment Management Company LLC (“PIMCO”).
AMENDED AND RESTATED SUB-ADMINISTRATION AGREEMENTSub-Administration Agreement • July 12th, 2021 • PIMCO Flexible Emerging Markets Income Fund • Massachusetts
This Amended and Restated Sub-Administration Agreement dated as of July 02, 2007 is by and between Pacific Investment Management Company, LLC, a Delaware limited liability company (the “Administrator”) and State Street Bank and Trust Company, a Massachusetts trust company (the “Sub-Administrator”).
AMENDED AND RESTATED DISTRIBUTION CONTRACT PIMCO Interval Funds New York, New York 10019 March 21, 2018Distribution Contract • July 12th, 2021 • PIMCO Flexible Emerging Markets Income Fund
This will confirm the agreement between the undersigned closed-end investment companies listed on Schedule A attached hereto (each, a “Fund”) and you (the “Distributor”) amending and restating the Distribution Contract dated December 14, 2016, as follows:
SECOND AMENDED AND RESTATED EXPENSE LIMITATION AGREEMENT PIMCO Interval Funds New York, New York 10019 September 25, 2018Expense Limitation Agreement • July 12th, 2021 • PIMCO Flexible Emerging Markets Income Fund
This Agreement amends and restates the Amended and Restated Expense Limitation Agreement between Pacific Investment Management Company LLC (“PIMCO”) and each of PIMCO Flexible Credit Income Fund (“PFLEX”) and PIMCO Flexible Municipal Income Fund (“PMFLX”) dated March 21, 2018 (the “March 2018 Agreement”), and is made effective, with respect to PFLEX, PMFLX and such other closed-end investment companies and such additional funds established in the future as set forth on Schedule A (attached hereto), as amended from time to time (each, a “Fund”). This will confirm the agreement between PIMCO and each Fund as follows:
CUSTODY AGREEMENTCustody Agreement • July 12th, 2021 • PIMCO Flexible Emerging Markets Income Fund • Missouri
This Agreement is made as of February 15, 2017 by and between Pacific Investment Management Company, LLC, a limited liability company organized under the laws of the State of Delaware (“PIMCO”), on behalf of PIMCO Flexible Credit Income Fund, a registered investment company organized under the laws of the Commonwealth of Massachusetts (the “Company”), and UMB Bank, n.a., a national banking association with its principal place of business located in Kansas City, Missouri (the “Custodian”).
AMENDMENT NO. 2 TO CUSTODY AGREEMENTCustody Agreement • July 12th, 2021 • PIMCO Flexible Emerging Markets Income Fund
THIS AMENDMENT is made as of the close of business on the 30th day of June, 2021 (the “Amendment”), by and among UMB Bank, n.a. (“UMB”) and Pacific Investment Management Company LLC (“PIMCO”), on behalf of PIMCO Flexible Emerging Markets Income Fund (the “Fund”), PIMCO Flexible Municipal Income Fund (“PMFLX”) and PIMCO Flexible Credit Income Fund (“PFLEX”).
PIMCO Interval Funds Selected Dealer AgreementSelected Dealer Agreement • July 12th, 2021 • PIMCO Flexible Emerging Markets Income Fund • New York
WHEREAS, each closed-end “interval” investment company set forth in Exhibit A (each referred to as an “Interval Fund” or a “Fund”) has appointed Distributor as exclusive agent to sell and distribute each class of shares of the Fund, which are distributed by Distributor and sold by the Fund at their offering prices as set forth in the Fund’s prospectus and statement of additional information and as provided in Distributor’s Distribution Contract with respect to such Fund; and
CUSTODY AND INVESTMENT ACCOUNTING AGREEMENTInvestment Accounting Agreement • July 12th, 2021 • PIMCO Flexible Emerging Markets Income Fund • Massachusetts
THIS AGREEMENT is made effective the 1st day of January, 2000 by and between STATE STREET BANK AND TRUST COMPANY, a trust company chartered under the laws of the Commonwealth of Massachusetts, having its principal office and place of business at 225 Franklin Street, Boston, Massachusetts 02110 (“State Street”), EACH REGISTERED INVESTMENT COMPANY LISTED ON SCHEDULE A hereto, as it may be amended from time to time, incorporated herein by this reference, each having its principal office and place of business at 840 Newport Center Drive, Newport Beach, CA 92660 (each sometimes referred to as a “Fund” and, collectively, the “Funds”), and PACIFIC INVESTMENT MANAGEMENT COMPANY, a Delaware partnership having its principal office and place of business at 840 Newport Center Drive, Newport Beach, CA 92660 (“PIMCO”), acting as administrator for each Fund.
FORM OF ADDENDUM TO SALES AGREEMENTSales Agreement • July 12th, 2021 • PIMCO Flexible Emerging Markets Income Fund
This Addendum to the Sales Agreement is entered into between PIMCO Investments LLC (“Distributor”), and [ ] (“Intermediary”), as of the [ ] day of [ ], 2019.
ADOPTION AGREEMENTAdoption Agreement • July 12th, 2021 • PIMCO Flexible Emerging Markets Income Fund
This Adoption Agreement, dated as of June 2, 2021 (this “Adoption Agreement”), by and among DST SYSTEMS, INC. (“DST”), a Delaware corporation, PACIFIC INVESTMENT MANAGEMENT COMPANY, LLC (“PIMCO”), a Delaware limited liability company and PIMCO FLEXIBLE EMERGING MARKETS INCOME FUND, a Massachusetts Business Trust (the “Additional Product”).
AGENCY AGREEMENTAgency Agreement • July 12th, 2021 • PIMCO Flexible Emerging Markets Income Fund • New York
THIS AGENCY AGREEMENT made the 22nd day of February, 2017, by and between PACIFIC INVESTMENT MANAGEMENT COMPANY, LLC (“PIMCO”), a limited liability company organized under the laws of the State of Delaware, on behalf of PIMCO Flexible Credit Income Fund, a registered investment company organized under the laws of the Commonwealth of Massachusetts, having its principal place of business at 650 Newport Center Drive, Newport Beach, California 92660 (the “Financial Product”), and any other Financial Products set forth on Attachment I, attached hereto, as amended from time to time (each such fund hereinafter jointly and severally referred to as “Financial Product”) and DST SYSTEMS, INC., a corporation existing under the laws of the State of Delaware, having its principal place of business at 333 West 11th Street, 5th Floor, Kansas City, Missouri 64105 (“DST”) (the “Agreement” or the “Agency Agreement”).
MANAGEMENT FEE WAIVER AGREEMENT PIMCO Flexible Emerging Markets Income Fund New York, New York 10019 June 30, 2021Management Fee Waiver Agreement • July 12th, 2021 • PIMCO Flexible Emerging Markets Income Fund
This letter (the “Agreement”) will confirm the agreement between PIMCO Flexible Emerging Markets Income Fund (the “Fund”) and Pacific Investment Management Company LLC (“PIMCO”), as follows:
June 2, 2021 State Street Bank and Trust CompanyPIMCO Flexible Emerging Markets Income Fund • July 12th, 2021
AMENDMENT NO. 5 TO AMENDED AND RESTATED DISTRIBUTION CONTRACTDistribution Contract • July 12th, 2021 • PIMCO Flexible Emerging Markets Income Fund
AMENDMENT dated June 30, 2021 to the Amended and Restated Distribution Contract (the “Contract”) entered into on March 21, 2018, as amended, by and between PIMCO Flexible Credit Income Fund (“PFLEX”), PIMCO Flexible Municipal Income Fund (“PMFLX,” and, together with PFLEX, the “Funds”) and PIMCO Investments LLC (the “Distributor”). Capitalized terms used in this Amendment without definition shall have the respective meanings given to such terms in the Contract and Amendment described herein.
PIMCO FLEXIBLE EMERGING MARKETS INCOME FUND Subscription AgreementPimco Flexible Emerging Markets Income Fund • July 12th, 2021 • PIMCO Flexible Emerging Markets Income Fund • Massachusetts
This Agreement made as of June 30, 2021 by and between PIMCO Flexible Emerging Markets Income Fund, a Massachusetts business trust (the “Fund”), and Allianz Fund Investments, Inc. (the “Subscriber”);
SUPPLEMENT TO SECOND AMENDED AND RESTATED EXPENSE LIMITATION AGREEMENT PIMCO Interval FundsExpense Limitation Agreement • July 12th, 2021 • PIMCO Flexible Emerging Markets Income Fund
As provided in the Second Amended and Restated Expense Limitation Agreement between each closed-end management investment company listed on Schedule A thereof (each a “Fund” and, collectively, the “Funds”) and Pacific Investment Management Company LLC (the “Adviser”), dated September 25, 2018, as amended (the “Contract”), the parties may amend the Contract to add additional Funds, under the same terms and conditions as set forth in the Contract and in Schedule A to the Contract, as may be amended from time to time.
SIXTHEENTH AMENDMENT TO AMENDED AND RESTATED SUB-ADMINISTRATION AGREEMENTSub-Administration Agreement • July 12th, 2021 • PIMCO Flexible Emerging Markets Income Fund
This Sixteenth Amendment to the Amended and Restated Sub-Administration Agreement (the “Amendment”) is made as of June 2, 2021 by and between Pacific Investment Management Company LLC, a Delaware limited liability company (the “Administrator”), and State Street Bank and Trust Company, a Massachusetts trust company (“Sub-Administrator”).
