Mutual Funds Service Agreement dated February 4, 2019

EX-99.(H)(19) 2 d654579dex99h19.htm MUTUAL FUNDS SERVICE AGREEMENT DATED FEBRUARY 4, 2019 Mutual Funds Service Agreement dated February 4, 2019

EX-99.(h)(19)

AMENDMENT TO MUTUAL FUNDS SERVICES AGREEMENT

This Amendment (“Amendment”), dated February 4, 2019 amends the Mutual Funds Services Agreement (the “Agreement”) dated June 30, 2006, as amended, between JPMorgan Chase Bank, National Association (as successor-in-interest to J.P. Morgan Investor Services Co.) (“J.P. Morgan”), and Goldman Sachs Trust (the “Fund”). J.P. Morgan and the Fund shall jointly be referred to herein as the “parties”. Except as otherwise defined herein, capitalized terms shall have the meaning ascribed to such terms in the Agreement.

NOW, THEREFORE, the parties hereby agree as follows:

Amendments.

Schedule A (Fees and Expenses) of the Agreement is hereby deleted and replaced with Schedule A attached hereto such that any reference to Schedule A in the Agreement shall mean Schedule A attached hereto.

Integration/Effect of Amendment. This Amendment and any instruments and agreements delivered pursuant hereto constitute the entire agreement of the parties with respect to the subject matter hereof, and supersede all prior oral and written communications with respect to the subject matter hereof. Except as expressly provided herein, no other changes or modifications to the Agreement with respect to the subject matter hereof are intended or implied, and the Agreement shall remain in full force and effect. To the extent that any provision of the Agreement is inconsistent with the provisions of this Amendment, the provisions of this Amendment shall control.

Governing Law. This Amendment will be construed, regulated, and administered under the laws of the United States or State of New York, as applicable, without regard to New York’s principles regarding conflict of laws, except that the foregoing shall not reduce any statutory right to choose New York law or forum. The United States District Court for the Southern District of New York will have the sole and exclusive jurisdiction over any lawsuit or other judicial proceeding relating to or arising from this Amendment. If that court lacks federal subject matter jurisdiction, the Supreme Court of the State of New York, New York County will have sole and exclusive jurisdiction. Either of these courts will have proper venue for any such lawsuit or judicial proceeding, and the parties waive any objection to venue or their convenience as a forum. The parties agree to submit to the jurisdiction of any of the courts specified and to accept service of process to vest personal jurisdiction over them in any of these courts. To the extent that in any jurisdiction the Fund or J.P. Morgan may now or hereafter be entitled to claim, for itself or its assets, immunity from suit, execution, attachment (before or after judgment) or other legal process, neither the Fund nor J.P. Morgan shall claim, and each hereby irrevocably waives, such immunity.

Counterparts. This Amendment may be executed in any number of counterparts and any such counterpart shall be deemed an original, but all such counterparts shall constitute one and the same Amendment.

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IN WITNESS WHEREOF, the parties have caused this Amendment to be signed by their duly authorized representatives to be effective as of the date first set out above.


GOLDMAN SACHS TRUST		JPMORGAN CHASE BANK, N.A.

By:	/s/ Scott McHugh	By:	/s/ Greg Cook
Name:	Scott McHugh	Name:	Greg Cook
Title:	Principal Financial Officer	Title:	Executive Director

STRICTLY PRIVATE AND CONFIDENTIAL

Schedule A – Fees and Expenses

Mutual Funds Services Agreement for GS Trust

Fund Accounting

*All Fees in: U.S. Dollars

Per Fund


Asset Tier	Annual Fee (in Bps)
Up to 550,000,000		0.00
550,000,000 to 1,100,000,000		1.10
Above 1,100,000,000		0.90


Minimum Fee	Annual Fee
Per Fund Minimum		20,000.00	Per Fund


Flat Fee	Annual Fee
Fund of Funds		10,000.00	Per Fund


Additional Fees	Annual Fee
Per Sleeve Fee (applies to each fund/portfolio)		10,000.00	Per Sleeve

Additional Share Classes
First Share Classes		No Charge	Per Class
Additional Share Classes		2,000.00	Per Class

Fund Administration

*All Fees in: U.S. Dollars


Flat Fee	Annual Fee
All Funds		15,000.00	Per Fund


Additional Fees	Annual Fee
Expense Administration		2,000.00	Per Fund listed in Schedule 1-A
Fund Distribution		1,600.00	Per Fund listed in Schedule 1-B
Tax		19,200.00	Per Fund listed in Schedule 1-C
Segregation Testing		800.00	Per Fund listed in Schedule 1-D
Prospectus Updates		250.00	Per Fund listed in Schedule 1-E
General Administration Services		2,000.00	Per Fund
Core Form N-PORT Services		10,000.00	Per Fund
Enhanced Form N-PORT Services		1,100.00	Per Fund listed in Schedule 1-F
Premium Form N-PORT Services		3,000.00	Per Fund listed in Schedule 1-G
Form N-CEN Services		300.00	Per Fund

SCHEDULE I—Listing of Portfolios

GOLDMAN SACHS TRUST - GOLDMAN SACHS DYNAMIC COMMODITY STRATEGY FUND

GOLDMAN SACHS TRUST - GOLDMAN SACHS DYNAMIC MUNICIPAL INCOME FUND

GOLDMAN SACHS TRUST - GOLDMAN SACHS EMERGING MARKETS EQUITY INSIGHTS FUND

GOLDMAN SACHS TRUST - GOLDMAN SACHS FOCUSED INTERNATIONAL EQUITY FUND

GOLDMAN SACHS TRUST - GOLDMAN SACHS INTERNATIONAL EQUITY DIVIDEND & PREMIUM FUND

GOLDMAN SACHS TRUST - GOLDMAN SACHS INTERNATIONAL SMALL CAP INSIGHTS FUND

GOLDMAN SACHS TRUST - GOLDMAN SACHS INTERNATIONAL TAX-MANAGED EQUITY FUND

GOLDMAN SACHS TRUST - GOLDMAN SACHS STRATEGIC INTERNATIONAL EQUITY FUND

GOLDMAN SACHS TRUST - GOLDMAN SACHS TAX-ADVANTAGED GLOBAL EQUITY PORTFOLIO

GOLDMAN SACHS TRUST- GOLDMAN SACHS ABSOLUTE RETURN TRACKER FUND

GOLDMAN SACHS TRUST- GOLDMAN SACHS ASIA EQUITY FUND

GOLDMAN SACHS TRUST- GOLDMAN SACHS COMMODITY STRATEGY FUND

GOLDMAN SACHS TRUST- GOLDMAN SACHS ALTERNATIVE PREMIA FUND

GOLDMAN SACHS TRUST- GOLDMAN SACHS EMERGING MARKETS EQUITY FUND

GOLDMAN SACHS TRUST- GOLDMAN SACHS INTERNATIONAL EQUITY INSIGHTS FUND

GOLDMAN SACHS TRUST- GOLDMAN SACHS INTERNATIONAL REAL ESTATE SECURITIES

GOLDMAN SACHS TRUST- GOLDMAN SACHS MANAGED FUTURES STRATEGY FUND

GOLDMAN SACHS TRUST- GOLDMAN SACHS REAL ESTATE SECURITIES FUND

GOLDMAN SACHS TRUST- GOLDMAN SACHS U.S. EQUITY DIVIDEND AND PREMIUM FUND

GOLDMAN SACHS TRUST- GOLDMAN SACHS U.S. TAX-MANAGED EQUITY FUND

GOLDMAN SACHS TRUST: GOLDMAN SACHS GLOBAL REAL ESTATE SECURITIES FUND

GOLDMAN SACHS TRUST-GOLDMAN SACHS ENHANCED DIVIDEND GLOBAL EQUITY PORTFOLIO

GOLDMAN SACHS TRUST-GOLDMAN SACHS HIGH YIELD MUNICIPAL FUND

GOLDMAN SACHS TRUST-GOLDMAN SACHS N -11 EQUITY FUND

GOLDMAN SACHS TRUST-GOLDMAN SACHS SHORT DURATION TAX FREE FUND

GOLDMAN SACHS TRUST-GOLDMAN SACHS MUNICIPAL INCOME COMPLETION FUND

SCHEDULE 1-A

Portfolios Receiving Fund Expense Administration Services