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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 7/16/21 Victory Portfolios II 485APOS 21:5.1M Donn… Fin’l/ArcFiling/FA → VictoryShares Core Plus Intermediate Bond ETF, formerly VictoryShares ESG Core Plus Bond ETF ⇒ VictoryShares Core Plus Intermediate Bond ETF (UBND) → VictoryShares Corporate Bond ETF, formerly VictoryShares ESG Corporate Bond ETF ⇒ VictoryShares Corporate Bond ETF (UCRD) → VictoryShares THB Mid Cap ETF, formerly VictoryShares THB Mid Cap ESG ETF ⇒ MDCP |
Document/Exhibit Description Pages Size 1: 485APOS Vpii Esg Etfs 485A HTML 992K 2: EX-99.D1B D1B Advisory Agmt 5-18-21 HTML 27K 3: EX-99.E1F E1F Dist Agmt Amend 5 11-12-2020 HTML 17K 4: EX-99.E1G E1G Dist Agmt Amend 6 5-18-21 HTML 17K 5: EX-99.E4C E4C Dist Agmt Schedule I 12-2-20 HTML 11K 6: EX-99.G1H G1H Gcsa Fee Agmt 9-10-20 HTML 90K 7: EX-99.G1I G1I Gcsa Ap Fees 8-31-20 HTML 20K 8: EX-99.G1J G1J Gcsa Amend and Joinder 12-2-20 HTML 45K 9: EX-99.G1K G1K Gcsa Fee Agmt 1-1-21 HTML 85K 10: EX-99.G1L G1L Gcsa Amend and Joinder 6-1-21 HTML 47K 11: EX-99.H2J H2J Admin Agmt 9th Amend 12-2-20 HTML 41K 12: EX-99.H2K H 2 K Admin Agmt 10th Amend 5-18-21 HTML 41K 13: EX-99.H4D (H)(4)(D) Amend 3 to Vp Ta Agmt HTML 26K 14: EX-99.H5G (H)(5)(G) Sub Admine Amnd 6 - 07.24.2020 HTML 51K 15: EX-99.H5H (H)(5)(H) Sub Admin Amnd 7 -12.2.20 HTML 55K 16: EX-99.H5I (H)(5)(I) Sub Admin Amnd 8 -04.01.21 HTML 159K 17: EX-99.H6A (H)(6)(A) Vpii - Explmtagmt 05.1.21 HTML 21K 18: EX-99.H6B (H)(6)(B) Vpii - Explmtagmt Schd A 05.13.21 HTML 23K 19: EX-99.N1A (N)(1)(A) Rule 18(F)-3 020221 HTML 42K 20: EX-99.N1B (N)(1)(B) Exp Allocation 18F-3 Plan - Schd A HTML 99K 2-2-21 21: EX-99.P3 (P)(3) Foreside Code of Ethics-Amendment-6-4-2021 HTML 113K
Amendment NO. 3to
TRanSFER AGENCY services agreement
THIS AMENDMENT made as of May 18, 2021 (“Amendment”) amends that certain Transfer Agency Services Agreement dated as of February 27, 2017 (“Agreement”), by and between Victory Portfolios II, a statutory trust organized under the laws of Delaware (the “Client”), on behalf of its separate series that are exchange-traded funds (“ETFs”), individually, and not jointly (each, a “Fund” and together with all other series subsequently established by the Client as contemplated in this Agreement, the “Funds”), and Citibank, N.A., (“Service Provider,”, and together with the Client, the “Parties”). All capitalized terms used but not defined herein shall have the meanings given to them in the Agreement.
WHEREAS, the Service Provider performs certain transfer agency services for the Client; and
WHEREAS, the Parties now wish to amend the Agreement to account for the addition of certain new Funds to Schedule 4.
NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the Parties hereby agree as follows:
1. |
Amendment to Schedule 4. |
Schedule 4 is hereby deleted in its entirety and replaced with the Schedule 4 attached to the end of this Amendment. |
2. Representations and Warranties |
(a) |
Client represents (i) that it has full power and authority to enter into and perform this Amendment, and (ii) that this Amendment, and all information relating thereto has been presented to and reviewed by the Board of Trustees of the Trust (the “Board”). |
(b) |
Service Provider represents that it has full power and authority to enter into and perform this Amendment. |
3. |
Miscellaneous |
(b) |
This Amendment supplements and amends the Agreement. The provisions set forth in this Amendment supersede all prior negotiations, understandings and agreements bearing upon the subject matter covered herein, including any conflicting provisions of the Agreement or any provisions of the Agreement that directly cover or indirectly bear upon matters covered under this Amendment. |
(c) |
Each reference to the Agreement in the Agreement (as it existed prior to this Amendment) and in every other agreement, contract or instrument to which the parties are bound, shall hereafter be construed as a reference to the Agreement as amended by this Amendment. Except as provided in this Amendment, the provisions of the Agreement remain in full force and effect. No amendment or modification to this Amendment shall be valid unless made in writing and executed by both parties hereto. |
(d) |
Paragraph headings in this Amendment are included for convenience only and are not to be used to construe or interpret this Amendment. |
(e) |
This Amendment may be executed in counterparts, each of which shall be an original but all of which, taken together, shall constitute one and the same agreement. |
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed all as of the day and year first above written.
CITIBANK, N.A. |
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By: |
/s/ Dominic J. Crowe |
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Name: |
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Title: |
Managing Director |
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Date: |
06/03/2021 |
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|
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VICTORY PORTFOLIOS II, on behalf of each Fund, individually and not jointly |
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By: |
/s/ Christopher Dyer |
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Name: |
||
Title: |
President |
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Date: |
06/02/2021 |
Schedule 4
to
Transfer Agency Services Agreement
List of Funds
1. VictoryShares US Discovery Enhanced Volatility Wtd ETF
2. VictoryShares US Developed Enhanced Volatility Wtd ETF
3. VictoryShares US EQ Income Enhanced Volatility Wtd ETF
4. VictoryShares US 500 Volatility Wtd ETF
5. VictoryShares US 500 Enhanced Volatility Wtd ETF
6. VictoryShares US Small Cap Volatility Wtd ETF
7. VictoryShares International Volatility Wtd ETF
8. VictoryShares US Large Cap High Div Volatility Wtd ETF
9. VictoryShares US Small Cap High Div Volatility Wtd ETF
10. VictoryShares International High Div Volatility Wtd ETF
11. VictoryShares Emerging Market High Div Volatility Wtd ETF
12. VictoryShares US Multi-Factor Minimum Volatility ETF
13. VictoryShares Dividend Accelerator ETF
14. VictoryShares USAA MSCI USA Value Momentum ETF
15. VictoryShares USAA MSCI USA Small Cap Value Momentum ETF
16. VictoryShares USAA MSCI International Value Momentum ETF
17. VictoryShares USAA MSCI Emerging Markets Value Momentum ETF
18. VictoryShares USAA Core Short-Term Bond ETF
19. VictoryShares USAA Core Intermediate-Term Bond ETF
20. |
VictoryShares Nadaq Next 50 ETF |
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21. |
VictoryShares Top Veteran Employers ETF |
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22. |
VictoryShares Protect America ETF |
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23. |
VictoryShares ESG Core Plus Bond ETF* |
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24. |
VictoryShares ESG Corporate Bond ETF* |
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25. |
VictoryShares THB Mid Cap ESG ETF* |
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* Pending Launch
1
This ‘485APOS’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on: | 7/16/21 | None on these Dates | ||
5/18/21 | ||||
2/27/17 | ||||
List all Filings |