EX-99.K.3 7 d883410dex99k3.htm SECOND AMENDMENT TO THE TRANSFER AGENCY AND SERVICE AGREEMENT Second Amendment to the Transfer Agency and Service Agreement

SECOND AMENDMENT TO TRANSFER AGENCY AND SERVICE AGREEMENT

This Second Amendment (“Amendment”) ls entered into and effective as of this the 26th day of February, 2018, and hereby amends that certain Transfer Agency and Service Agreement by and among each Nuveen closed-end investment companies listed on Schedule A attached hereto, as may be amended from time to time (“Schedule A”) {each such investment company, a “Fund”), and Computershare Inc., (“Computershare”) and its fully owned subsidiary Computershare Trust Company, N.A., (“Trust Company”, and together with Computershare, “Transfer Agent”) dated June 15, 2017 (the “Agreement”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.

WHEREAS, the Funds and Transfer Agent are parties to the Agreement; and

WHEREAS, the Funds and Transfer Agent desire to amend the Agreement upon the terms and conditions set forth herein;

NOW THEREFORE, for good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties hereby agree as follows:

 

  1.

Amendment to the Agreement. The Fee and Service Schedule for Stock Transfer Services (the “Schedule’’) of the Agreement is hereby amended by deleting Section 4 “Preferred Share Services” in its entirety and replacing it with the following new Section 4:

“4, PREFERRED SHARES SERVICES

Issuance of Preferred Shares. The parties acknowledge that certain Funds intend to issue series of preferred shares to be designated as MuniFund Term Preferred (“MTP”) Shares, Variable Rate MuniFund Term Preferred (“VMTP’’) Shares, Variable Rate Term Preferred (“VRTP”) Shares, Term Preferred Shares (“TPS”), or Adjustable Rate MuniFund Term Preferred Share (“AMTP” and collectively with MTP, VMTP, VRTP, and TPS, the “Preferred Shares”), pursuant to a Statement Establishing and Fixing the Rights and Preferences of the applicable Shares (each, a “Statement”), a copy of which shall be provided to Transfer Agent by the Fund. In connection with such Statement, Transfer Agent has agreed to perform the obligations of Redemption and Paying Agent as described in such Statement and provide the Services solely as set forth herein in Sections 3 and 4, as applicable.

MTP, VMTP. VRPT, TPS, and AMTP Funds (per Fund)**

 

    $xxxxx

   

Monthly Administrative Fee

    $xxxxx

   

Monthly Fee per Additional Series of Shares

    $xxxxx   

Per Cusip - Full Redemption

    $xxxxx   

Per Cusip - Partial Redemption

**If at any time Shares of any Fund are not held by The Depository Trust Company (“DTC”) as the sole registered Shareholder in book-entry form through the Direct Registration System (“DRS”), Transfer Agent shall have the right to propose an amendment to the foregoing fees to reflect the additional costs related to providing the Services contemplated hereby with respect to additional registered holders of such Shares or shall have the right to terminate its Services hereunder with respect to such Shares of such Fund only, upon 90 days’ prior written notice. In addition, if such amendment is not acceptable to such Fund, it may terminate Transfer Agent’s services with respect to such Shares of such Fund only, on 90 days’ prior written notice.

Distribution and Redemption Services for MTP. VMTP, VRTP. TPS. and AMTP Issuing Term Preferred Shares

  •  

Maintain a registered Account for DTC (including in its nominee name, Cede & Co.) for each series of Shares issued by a Fund in book entry form through ORS

  •  

Provide dividend disbursing services consisting of effecting wire transfer of dividend payments to DTC on payable date. For each dividend, the applicable Fund shall provide Transfer Agent with the dividend record and payable date as well as the dividend rate per Share. All funds for the payment of dividends must be received by 11:00 A.M. Eastern Time on the payable date via Federal Funds Wire.

  •  

Upon notification that Shares will be redeemed/liquidated, Transfer Agent shall designate a project manager to carry out redemption duties, Including document review, review of communication materials, project management, and on-going project updates and reporting. (For each Fund redemption, Transfer Agent shall be provided with a written Instruction from the Fund setting forth the date of redemption/payable date and the amount to be paid per Share).

  •  

Coordinate the redemption with OTC, and if requested by a Fund, supply the Fund’s Notice of Redemption to OTC or other holders of such Fund’s Shares.

  •  

On the redemption date, debit the registered Shareholder(s) DRS account for the Shares to be redeemed and make payment according to Instructions received from the Fund, including Instructions concerning the redemption price to be paid per Share. All funds for redemption payments must be received by the Trust Company, via Federal Funds Wire by 12:00 Noon, Eastern Time, on the redemption date.

  •  

Hold or cause to be held all funds deposited with Trust Company by a Fund for payment to the holders of the Shares in trust for the benefit of such holders. All interest earned on such funds shall accrue solely for the benefit of such Fund.

  •  

Accept Instructions from the applicable Fund with respect to the investment or reinvestment of any funds consisting of cash deposited prior to the applicable payment date therefor in cash or cash equivalents (short-term), provided that the proceeds of any such investment will be available as same day funds at the opening of business on the applicable payment date.

  •  

In the event of an overpayment of funds by a Fund as a result of an error in calculation or a decrease in the dividend rate on the Shares while funds are being held, cause any such funds paid to Transfer Agent In accordance with the foregoing but not applied by Transfer Agent to the payment of dividends, redemption payments or other payments on the Shares, including Interest earned on such moneys while so held, to be repaid to the applicable Fund as soon as possible after the date on which such funds were to have been so applied, upon the instruction of such Fund. Transfer Agent shall have the right to request an opinion of counsel and/or certification from an officer of the Fund that such return of funds Is in compliance with the Statement Establishing and Fixing the Rights and Preference of Shares for the applicable Fund and applicable law, as well as such other documentation concerning the overpayment as may be reasonably requested.”

 

  2.

Limited Effect. Except as expressly modified herein, the Agreement and the Fee Schedule shall continue to be and shall remain, In full force and effect and the valid and binding obligation of the parties thereto in accordance with its terms.

 

  3.

Counterparts. This Amendment may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, and all such counterparts shall together constitute but one and the same instrument. A signature to this Amendment executed and/or transmitted electronically shall have the same authority, effect, and enforceability as an original signature.

[Remainder of this page is le Intentionally blank.]

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their respective officers, hereunto duly agreed and authorized, as of the Effective Date.

 

       Computershare Inc. and

       Computershare Trust Company, N.A.

       On Behalf of Both Entities:

   

On behalf of each of the Nuveen

closed-end investment companies

listed on Schedule A attached hereto:

             By: /s/ Tina M. Lazar
             Name: Tina M. Lazar
             Title: Vice President
       By: /s/ Dennis V. Moccia   
       Name: Dennis V. Moccia   
       Title: Manager, Contract Administration   

Schedule A

NUVEEN CLOSED-END FUNDS

 

Fund Name     CPU COY     Cusip
Nuveen Municipal Value Fund   NUV   670928100
Nuveen CA Municipal Value Fund   NCA   67062C107
Nuveen NY Municipal Value Fund   NNY   67062M105
Nuveen Municipal Income Fund   NMI   67062J102
Nuveen PA Quality Municipal Income Fund   NQP   670972108
Nuveen MI Quality Income Municipal Fund   NUM   670979103
Nuveen OH Quality Municipal Income Fund   NUO   670980101
Nuveen TX Quality Municipal Income Fund   NTX   670983105
Nuveen Select Tax-Free Income Portfolio   NXP   67062F100
Nuveen Select Tax-Free Income Portfolio 2   NXQ   67063C106
Nuveen CA Select Tax-Free Inc Portfolio   NXC   67063R103
Nuveen NY Select Tax-Free Inc Portfolio   NXN   67063V104
Nuveen Select Tax-Free Income Portfolio 3   NXR   67063X100
Nuveen Select Maturities Municipal Fund   NIM   67061T101
Nuveen AMT-Free Municipal Credit Income Fund   NVG   67071L106
Nuveen Municipal Credit Income Fund   NZF   67070X101
Nuveen AMT-Free Municipal Income Fund   NEA   670657105
Nuveen NY AMT-Free Quality Municipal Income Fund   NRK   670656107
Nuveen CA AMT-Free Quality Municipal Income Fund   NKX   670651108
Nuveen Floating Rate Income Fund   JFR   67072T108
Nuveen Floating Rate Income Opportunity Fund   JRO   6706EN100
Nuveen AZ Quality Municipal Income Fund   NAZ   67061W104
Nuveen MD Quality Municipal Income Fund   NMY   67061Q107
Nuveen MA Quality Municipal Income Fund   NMT   67061E104
Nuveen VA Quality Municipal Income Fund   NPV   67064R102
Nuveen CT Quality Municipal Income Fund   NTC   67060D107
Nuveen MO Quality Municipal Income Fund   NOM   67060Q108
Nuveen NC Quality Municipal Income Fund   NNC   67060P100
Nuveen Quality Municipal Income Fund   NAD   67066V101
Nuveen NY Quality Municipal Income Fund   NAN   67066X107
Nuveen CA Quality Municipal Income Fund   NAC   67066Y105
Nuveen Senior Income Fund   NSL   67067Y104
Nuveen NJ Quality Municipal Income Fund   NXJ   67069Y102
Nuveen Real Estate Income Fund   JRS   67071B108
Nuveen GA Quality Municipal Income Fund   NKG   67072B107
Nuveen Preferred Securities Income Fund   JPS   67072C105
Nuveen Preferred Income Opportunities Fund   JPC   67073B106
Nuveen Credit Strategies Income Fund   JQC   67073D102
Nuveen Diversified Dividend and Income Fund   JDD   6706EP105
Nuveen Municipal High Income Opportunity Fund   NMZ   670682103
Nuveen Tax-Advantaged Total Return Strategy Fund   JTA   67090H102
Nuveen S&P 500 Buy-Write Income Fund   JPZ   6706ER101
Nuveen S&P 500 Dynamic Overwrite Fund   JPG   6706EW100
Nuveen Core Equity Alpha Fund   JCE   67090X107
Nuveen Tax-Advantaged Dividend Growth Fund   JTD   67073G105
Nuveen Municipal Value Fund 2   NUW   670695105
Nuveen NY Municipal Value Fund 2   NYVF   670706100
Nuveen CA Municipal Value Fund 2   NCB   6706EB106
Nuveen PA Municipal Value Fund   NPN   67074K105
Nuveen NJ Municipal Value   NJV   670702109

Nuveen Enhanced Municipal Value Fund   NEVF   67074M101
Nuveen Mortgage Opportunity Term Fund   JLS   670735109
Nuveen Mortgage Opportunity Term Fund 2   JMT   67074R100
Nuveen Build America Bond Fund   NBB   67074C103
Nuveen Build America Bond Opportunity Fund   NBDF   67074Q102
Nuveen NASDAQ 100 Dynamic Overwrite Fund   QQQF   670699107
Nuveen Energy MLP Total Return Fund   JMF   67074U103
Nuveen Short Duration Credit Opportunities Fund   JSD   67074X107
Nuveen Real Asset Income and Growth Fund   JRI   67074Y105
Nuveen Preferred and Income Term Fund   JPI   67075A106
Nuveen Intermediate Duration Municipal Term Fund   NID   670671106
Nuveen Intermediate Duration Quality Municipal Term Fund   NIQ   670677103
Nuveen All Cap Energy MLP Opportunities Fund   JMLP   67075 E108
Nuveen Multi-Market Income Fund   JMM   67075J107
Nuveen Emerging Markets Debt 2022 Target Term Fund   JEMD   25533B108
Nuveen MN Quality Municipal Income Fund   NMS   670734102
Nuveen Global High Income Fund   JGH   67075G103
Nuveen Dow 30 Dynamic Overwrite Fund   DIAX   67075F105
Nuveen High Income 2020 Target Fund   JHY   67075L102
Nuveen High Income Dec 2018 Target Term   JHA   67075P103
Nuveen Municipal 2021 Target Term Fund   NHA   670687102
Nuveen High Income Nov 2021 Target Term   JHB   67077N106
Nuveen High Income Dec 2019 Target Term   JHD   6 7076E107
Nuveen Preferred & Income 2022 Term Fund   JPT   67075T105
Nuveen Credit Opportunity 2022 Target Term Fund   JCO   67075U102

 

Nuveen JFRT Term Preferred Shares Series 2027   JFRT   67072TAD0
Nuveen JROT Term Preferred Shares Series 2027   JROT   6706ENAC4
Nuveen NADR Var Rate MuniFund Term 2018   NADR   67066V838
Nuveen Var Rate Munifund Term PFD 2019-1   NADT   67066V820
Nuveen NEAR Var Rate MuniFund Term 2018   NEAR   670657840
Nuveen Variable Rate MuniFund Series 2018   NIQP   670677111
Nuveen NUM Var Rate MuniFund Series 2019   NUMW   670979806
Nuveen NZF Var Rate MuniFund Term Pfd 2019   NZFW   67070X853
Nuveen NAD Variable Rate MuniFund Term Pfd 2019   VNAD   67066V887
Nuveen NAN Variable Rate MuniFund Term Pfd 2019   VNAN   67066X800
Nuveen NAZ Var Rate MuniFund Pfd 2019   VNAZ   67061W807
Nuveen NEA Variable Rate MuniFund 2019   VNEA   670657873
Nuveen Variable Rate MuniFund Term Pfd Series 2018   VNID   670671304
Nuveen VNKG Var Rate MuniFund Term 2019   VNKG   67072B883
Nuveen NMS Variable Rate MuniFund Term Pfd 2019   VNMS   670734409
Nuveen NMY Variable Rate MuniFund Term Pfd 2019   VNMY   67061Q867
Nuveen NNC Variable Rate MuniFund Term Pfd 2019   VNNC   67060P878
Nuveen VNQP Var Rate MuniFund Term 2019   VNQP   670972868
Nuveen VNTC Var Rate MuniFund Term 2019   VNTC   67060D859
Nuveen JFRP Term Pfd Shares 2019   JFRP   67072TAA6
Nuveen JROP Term Pfd Shr Series 2023   JROP   6706ENAA8
Nuveen NAC Variable Rate MuniFund Term Preferred 2019   NACV   67066Y857
Nuveen Variable Rate MuniFund Term Pfd Series 2018   NMZX   670682806
Nuveen Munifund Variable Rate Preferred Series 2018   NOMV   67060Q405
Nuveen NSL Term Preferred Shares Series 2021   NSLP   67067YAA2
Nuveen JSD Term Preferred Shares Series 2020   PJSD   67074XAA5
Nuveen NHA Variaple Rate Munifund Term Preferred Series 2016   VNHA   670687201

Nuveen Variable Rate MuniFund Term Preferred shares Series 2018   VNVG   67071L874
Nuveen JFRR Term Preferred Shares Series 2022   JFRR   67072TAC2
Nuveen JROR Term Preferred Shares Series 2022   JROR   6706ENAB6
Nuveen PJRO Term Preferred Shares 2022-1   PJRO   6706ENAD2
Nuveen JFR Term Preferred Shares 2024   PJFR   67072TAE8

Schedule A cont.

NUVEEN CLOSED-END FUNDS

 

NUVEEN CLOSED-END FUND   TICKER SYMBOL   CPU ID