EX-99.B(H)(1)(CC) 7 a18-13230_1ex99dbh1cc.htm EX-99.B(H)(1)(CC)

Exhibit 99.B(h)(1)(cc)

 

AMENDMENT NO. 24

TO

TRANSFER AGENCY SERVICES AGREEMENT

 

This Amendment No. 24 to Transfer Agency Services Agreement, effective as of January  31, 2018 (“Amendment No. 24”), is being entered into by and between BNY Mellon Investment Servicing (US) Inc., a Massachusetts corporation (formerly known as PFPC Inc.) (“BNYM”), Pacific Life Insurance Company, a Nebraska corporation (formerly a California corporation) (“Pacific Life”) and Pacific Funds Series Trust, a Delaware statutory trust (formerly Pacific Life Funds) (“Trust”).

 

Background

 

A.                                    BNYM, Pacific Life and the Trust are parties to that certain Transfer Agency Services Agreement dated as of August 1, 2001 and the various amendments thereto listed on Exhibit F and dated prior to the date hereof (collectively, the “Agreement”).

 

B.                                    The parties agree to amend the Agreement as set forth in this Amendment No. 24.

 

Terms

 

In consideration of the mutual covenants contained herein and other good and valuable consideration, receipt of which is hereby acknowledged, the parties intending to be legally bound agree as set forth above and as follows:

 

1.                                      Modifications to Agreement.  The Agreement is amended as follows:

 

(a)                                 The current Exhibit A shall be deleted and replaced in its entirety with the Exhibit A attached to this Amendment No. 24.

 

(b)                                 The Exhibit F shall be deleted in its entirety and replaced with the Exhibit F attached to this Amendment No. 24.

 

2.                                      Adoption of Amended Agreement by New Portfolios.  Each Portfolio that has been added to Exhibit A by virtue of this Amendment No. 24 acknowledges and agrees that (i) by virtue of its execution of this Amendment No. 24, it becomes and is a party to the Agreement as amended by this Amendment No. 24 (“Amended Agreement”) as of the date first written above, or if BNYM commenced providing services to the Portfolio prior to the date first written above, as of the date BNYM first provided services to the Portfolio, and (ii) it is bound by all terms and conditions of the Amended Agreement as of such date.  The term “Portfolio” has the same meaning in this Amendment No. 24 as it has in the Agreement.

 

3.                                      Remainder of Agreement.  Except as explicitly amended by this Amendment No. 24, the terms and provisions of the Agreement are hereby ratified, declared and remain in full force and effect.

 

4.                                      Governing Law.  The governing law of the Agreement shall be the governing law of this Amendment No. 24.

 

5.                                      Entire Agreement.  This Amendment No. 24 constitutes the final, complete, exclusive and fully integrated record of the agreement of the parties with respect to the subject matter herein and the amendment of the Agreement with respect to such subject matter, and supersedes all prior and contemporaneous proposals, agreements, contracts, representations and understandings, whether written, oral or electronic, between the parties with respect to the same subject matter.

 

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6.                                      Facsimile Signatures; Counterparts.  This Amendment No. 24 may be executed in one more counterparts; such execution of counterparts may occur by manual signature, facsimile signature, manual signature transmitted by means of facsimile transmission or manual signature contained in an imaged document attached to an email transmission; and each such counterpart executed in accordance with the foregoing shall be deemed an original, with all such counterparts together constituting one and the same instrument.  The exchange of executed copies of this Amendment No. 24 or of executed signature pages to this Amendment No. 24 by facsimile transmission or as an imaged document attached to an email transmission shall constitute effective execution and delivery hereof and may be used for all purposes in lieu of a manually executed copy of this Amendment No. 24.

 

IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 24 to be executed by their duly authorized officers as of the day and year first written above.

 

BNY MELLON INVESTMENT SERVICING (US) INC.

 

 

 

 

 

By:

/s/ Anthony Ong

 

Name:

Anthony Ong

Title:

Vice President

 

 

 

 

 

 

 

 

PACIFIC LIFE INSURANCE COMPANY

 

 

 

 

 

By:

/s/ Howard T. Hirakawa

 

By:

/s/ Jane M. Guon

Name:

Howard T. Hirakawa

Name:

Jane M. Guon

Title:

SVP, Fund Advisor Operations

Title:

Secretary

 

PACIFIC FUNDS SERIES TRUST

On behalf of itself, and each separate Portfolio, series, class, tier or other subdivision of the Trust or Portfolios listed on Exhibit A to the Agreement.

 

By:

/s/ Howard T. Hirakawa

 

By:

/s/ Laurene E. MacElwee

Name:

Howard T. Hirakawa

Name:

Laurene E. MacElwee

Title:

Senior Vice President

Title:

VP & Assistant Secretary

 

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EXHIBIT A

 

THIS EXHIBIT A, amended and restated effective as of January  31, 2018, is Exhibit A to that certain Transfer Agency Services Agreement dated as of August 1, 2001 by and among BNY Mellon Investment Servicing (US) Inc., Pacific Life Insurance Company, and Pacific Funds Series Trust, as amended.

 

PORTFOLIOS

 

Pacific FundsSM Portfolio Optimization Conservative

 

Pacific FundsSM Portfolio Optimization Moderate-Conservative

 

Pacific FundsSM Portfolio Optimization Moderate

 

Pacific FundsSM Portfolio Optimization Growth

 

Pacific FundsSM Portfolio Optimization Aggressive-Growth

 

Pacific FundsSM Core Income

 

Pacific FundsSM Floating Rate Income

 

Pacific FundsSM High Income

 

Pacific FundsSM Short Duration Income

 

Pacific FundsSM Strategic Income

 

Pacific FundsSM Limited Duration High Income

 

Pacific FundsSM Diversified Alternatives

 

Pacific FundsSM Large-Cap

 

Pacific FundsSM Large-Cap Value

 

Pacific FundsSM Small/Mid-Cap

 

Pacific FundsSM Small-Cap

 

Pacific FundsSM Small-Cap Value

 

Pacific FundsSM Small-Cap Growth

 

PF International Value Fund

 

PF Short Duration Bond Fund

 

PF Growth Fund

 

PF Mid-Cap Equity Fund

 

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PF Large-Cap Growth Fund

 

PF International Large-Cap Fund

 

PF Small-Cap Value Fund

 

PF Main Street Core Fund

 

PF Emerging Markets Fund

 

PF Managed Bond Fund

 

PF Inflation Managed Fund

 

PF Large-Cap Value Fund

 

PF Comstock Fund

 

PF Mid-Cap Growth Fund

 

PF Developing Growth Fund (formerly named PF Small-Cap Growth Fund)

 

PF Real Estate Fund

 

PF Emerging Markets Debt Fund

 

PF Currency Strategies Fund

 

PF Global Absolute Return Fund

 

PF International Small-Cap Fund

 

PF Equity Long/Short Fund

 

PF Mid-Cap Value Fund

 

PF Multi-Asset Fund*

 

PF Multi-Fixed Income Fund*

 


*Being added by this Amendment No. 24.  Services effective upon commencement of fund operations.

 

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EXHIBIT F

 

Name

 

Date

 

Transfer Agency Services Amendment — Exhibit A

 

12/31/2001

 

Anti-Money Laundering and Privacy Amendment

 

7/24/2002

 

Amendment Number 1 To The Transfer Agency Services Agreement

 

7/31/2002

 

Transfer Agency Services Amendment — Exhibit A

 

12/31/2002

 

Amendment To The Transfer Agency Services Agreement

 

1/1/2003

 

Amendment To The Transfer Agency Services Agreement

 

10/1/2003

 

Customer Identification Services Agreement

 

10/1/2003

 

Amendment To Transfer Agency Services Agreement

 

1/1/2007

 

Transfer Agency Services Amendment — Exhibit A

 

7/1/2007

 

Revised Exhibit A to the Transfer Agency Services Agreement

 

7/1/2008

 

Red Flag Services Amendment

 

5/1/2009

 

Amendment No. 12 to Transfer Agency Services Agreement

 

12/31/2009

 

Amendment No. 13 to Transfer Agency Services Agreement

 

12/6/2010

 

Amended and Restated Exhibit A to the Transfer Agency Services Agreement

 

6/30/2011

 

Amended and Restated Exhibit A to the Transfer Agency Services Agreement

 

7/1/2012

 

Amendment No. 14 to the Transfer Agency Services Agreement

 

12/7/2012

 

Amendment No. 15 to the Transfer Agency Services Agreement

 

04/01/2013

 

Amendment No. 16 to the Transfer Agency Services Agreement

 

7/31/2013

 

Amendment No. 17 to the Transfer Agency Services Agreement

 

12/31/2013

 

Amendment No. 18 to the Transfer Agency Services Agreement

 

12/31/2014

 

Amendment No. 19 to the Transfer Agency Services Agreement

 

4/27/2015

 

Amendment No. 20 to the Transfer Agency Services Agreement

 

6/30/2015

 

Amendment No. 21 to the Transfer Agency Services Agreement

 

7/1/2015

 

Amendment No. 22 to the Transfer Agency Services Agreement

 

1/11/2016

 

Amendment No. 23 to the Transfer Agency Services Agreement

 

10/31/2016

 

Amendment No. 24 to the Transfer Agency Services Agreement

 

1/31/2018

 

 

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