CTR057207_Mercer_Amendment_No._5_FINAL_Mercer_Executed.pdf

CONTRACT AMENDMENT

Contract No.: CTR057207 Description: Investment Consulting Services: Illiquid Credit & Public Markets Projects Contractor: Mercer Investment Advisers LLC

Contract Amendment No. Five (5)

In accordance with the Section 5.1 (Contract Renewal) of the Special Terms and Conditions, the above referenced Contract is hereby amended as follows:

1) For the purpose of clarifying the parties to the Contract, Contractor provides, and Arizona State Retirement System (“ASRS”) acknowledges, the following:

a. The Offer and Acceptance form attached to the Contract as Attachment A, as executed, identifies the Contractor as Mercer Investments LLC.

b. Mercer Investments LLC is a Delaware limited liability company established pursuant to the Articles of Organization and Limited Liability Company Agreement of Mercer Investments LLC.

c. Mercer Investments LLC is a subsidiary of Marsh & McLennan Companies, Inc. (“MMC”).

d. Mercer Investments LLC operates in Arizona as “Mercer Investment Advisers LLC” with such fictitious name having been approved by the Arizona Corporation Commission, and such notification of approval having been sent by the Arizona Corporation Commission on August 29, 2019.

e. Notwithstanding any naming convention of Contractor to the contrary in the Contract or any preceding amendments thereto, each of Contractor and ASRS acknowledge and agree that the services provided to ASRS pursuant to Section B (“Investment Project Consulting”) of the Scope of Work of Contract CTR057207 are provided solely by Mercer Investments LLC, a Delaware limited liability company, which is registered as “Mercer Investment Advisers LLC” in Arizona, and which is a subsidiary of MMC.

2) Contract is renewed for the period of September 8, 2024 to September 7, 2025.

3) Contractor certifies compliance with A.R.S § 41-3532 when offering electronics or information technology products, services, or maintenance.

4) In accordance with A.R.S. § 35-394, Contractor does not use, and agrees not to use during the term of the Contract:

a. The forced labor of ethnic Uyghurs in the People’s Republic of China;

b. Any goods or services produced by the forced labor of ethnic Uyghurs in the People’s Republic of

China, and

c. Any contractors, subcontractors or suppliers that use the forced labor or any goods or services produced by the forced labor of ethnic Uyghurs in the People’s Republic of China.

5) Contractor has not engaged in, and will not engage in, collusion or other anti-competitive practices.

6) The following is added to the Uniform Terms and Conditions, Section 1 (Definition of Terms):

1.15 AI-Artificial Intelligence. The science and engineering of making machines capable of performing tasks that are typically associated with human intelligence, such as learning and problem-solving, and includes without limitation: AI systems, classic AI, external AI, generative AI, and large language model

(LLM) AI.

7) The following is added to the Uniform Terms and Conditions Section 3 (Contract Administration and Operation):

3.12 Artificial Intelligence (AI) Prohibitions. Consistent with State policy, if Contractor supplies AI Services or Materials (either directly or through Subcontractors or the sale of licenses), such as research, CONTRACT AMENDMENT

Contract No.: CTR057207 Description: Investment Consulting Services: Illiquid Credit & Public Markets Projects Contractor: Mercer Investment Advisers LLC

Contract Amendment No. Five (5) development, training, implementation, deployment, maintenance, provision, or sale of AI systems, then Contractor is prohibited from using State of Arizona Materials or Data in generative AI queries or for building or training proprietary generative AI programs unless explicitly approved in advance by the State in writing.

All other requirements, terms, and conditions remain unchanged.

Contractor hereby acknowledges receipt and understanding of this Contract Amendment.

This Contract Amendment is hereby executed this date by the Arizona State Retirement System.

Signature

Signature

Athena Elliston

Name

Name

Chief Procurement Officer

Title Date Title Date

12/12/2024

David, Kyle Pencil

David, Kyle Typewriter Kyle David

David, Kyle Typewriter Investment Director

David, Kyle Typewriter 12/12/2024