BRAZOS MUTUAL FUNDS AMENDMENT TO TRANSFER AGENT SERVICING AGREEMENT
AMENDMENT
TO TRANSFER AGENT SERVICING AGREEMENT
THIS
AMENDMENT dated as of the 10th day of July, 2008, to the Transfer
Agent Servicing Agreement, dated as of November 25,
2002, as amended (the “Transfer Agent Agreement”), is entered into by
and between BRAZOS MUTUAL
FUNDS, a Delaware business trust (the “Trust”) and
U.S. BANCORP FUND SERVICES,
LLC, a Wisconsin limited liability company
(”USBFS”).
RECITALS
WHEREAS, the parties have
entered into a Transfer Agent Agreement; and
WHEREAS, the parties desire to
amend the fees of said Transfer Agent Agreement; and
WHEREAS, Section 7 of the
Transfer Agent Agreement allows for its amendment by written agreement executed
by the parties; and
NOW THEREFORE, the parties
agree to amend the following:
Exhibit B
of the Transfer Agent Agreement is hereby superseded and replaced with Exhibit B
attached hereto.
Except to
the extent amended hereby, the Transfer Agent Agreement shall remain in full
force and effect.
IN WITNESS WHEREOF, the
parties hereto have caused this Amendment to be executed by a duly authorized
officer on one or more counterparts as of the date and year first written
above.
| BRAZOS MUTUAL FUNDS | U.S BANCORP FUND SERVICES, LLC | |
| By: /s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇, ▇▇. | By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ | |
| Name: ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇, ▇▇. | Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ | |
| Title: President | Title: Executive Vice President |
Exhibit B
to the Transfer Agent Agreement – Brazos Mutual Funds
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TRANSFER
AGENT & SHAREHOLDER SERVICES
ANNUAL
FEE SCHEDULE
Effective
6-1-08 through 6-1-10
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Service
Charges to the Fund*
Annual
Shareholder Account Fee (see minimum)
¨ No-Load -
$_____ /account
¨ Load
Fund - $_____ /account
¨ NSCC
- $_____ / account
¨ Closed
Accounts - $_____ /account
Annual
Minimum
$______
per Class Y
¨ $______
per class N
Activity
Charges
¨ Telephone
Calls - $____ /call
¨ 401K
Daily Valuation trades - $_____/trade
¨ Omnibus
Account Transactions
$____
each – first 100 transactions
$____
each – next 400 transactions
$____
each – next 1,500 transactions
$____
each – next 3,000 transactions
$____
each – balance of transactions
¨ E-mail
Services
$_____
/month administration
$_____
/e-mail received
¨ Draft
Check Processing - $_____ /draft
¨ AML
New Account Service - $____/new domestic accounts and $____/new foreign
account and $____/s/h verification
¨ ACH/EFT
Shareholder Services:
$_____
/month/fund group
$_____
/ACH item, setup, change
$_____
/correction, reversal
Out-of-pocket Costs -
Including but not limited to:
¨ Telephone
toll-free lines, call transfers, etc.
¨ Mailing,
sorting and postage
¨ Stationery,
envelopes
¨ Programming,
special reports
¨ Insurance,
record retention, microfilm/fiche
¨ Proxies,
proxy services
¨ Lost
shareholder search
¨ ACH
fees
¨ NSCC
charges
¨ All
other out-of-pocket expenses
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Qualified Plan Fees (Billed to
Investors)
¨ $_____
/qualified plan acct (Cap at $_____/SSN)
¨ $_____
/▇▇▇▇▇▇▇▇▇ ESA acct (Cap at $_____/SSN)
¨ $_____
/transfer to successor trustee
¨ $_____
/participant distribution (Excluding SWPs)
$_____
/refund of excess contribution
Shareholder Fees (Billed to
Investors)
¨ $_____
/outgoing wire transfer
¨ $_____
/overnight delivery
¨ $_____
/telephone exchange
¨ $_____
/return check or ACH
¨ $_____
/stop
payment
¨ $_____
/research request per account (Cap at $_____ /request) (For requested
items of the second calendar year [or previous] to the
request)
Technology
Charges
1. Implementation
Services
¨ First
CUSIP - $_____ /first CUSIP
¨ Fund
Setup - $_____ /additional CUSIP
¨ 800
Service - $_____ ATT transfer connect
¨ VRU
Setup - $_____ /fund group
¨ NSCC
Setup - $_____ /fund group
2. Average
Cost - $_____ /account/year
3. File
Transmissions – subject to requirements
4. Selects
- $_____ per select
5. ReportSource
- $_____ /month – Web reporting
6. System
Access –TALink, COLD, Image
¨ Setup
- $_____ /concurrent connection each
¨ Service
- $_____ /month each
7. Physical
Certificate Shares
¨ Setup
- $_____ /fund
¨ Issue
of Certificate - $_____ /certificate transaction
8. Extraordinary
services – charged as incurred
¨ Development/Programming
- $_____ /hour
¨ Conversion
of Records – Estimate to be provided
¨ Custom
processing, re-processing
9. Short
Term Trader - $_____ /open account
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Exhibit B
(continued) to the Transfer Agent Agreement
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Chief
Compliance Officer
Support
Services
FEE
SCHEDULE
Effective
6-1-08 through 6-1-10
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Chief Compliance Officer Support
Services
U.S,
Bancorp provides support to the Chief Compliance Officer (CCO) of each
fund serviced either by U.S. Bancorp Fund Services, LLC or Quasar
Distributors, LLC. Indicated below are samples of functions
performed by USBFS in this CCO support role:
• Business
Line Functions Supported
• Fund
Administration and Compliance
• Transfer
Agent and Shareholder Services
• Fund
Accounting
• Custody
Services
• CCO
Portal – Web On-line Access to Fund CCO Documents
• Daily
Resource to Fund CCO, Fund Board, Advisor
• Provide
USBFS/USB Critical Procedures & Compliance Controls
• Daily
and Periodic Reporting
• Periodic
CCO Conference Calls
• Dissemination
of Industry/Regulatory Information
• Client
& Business Line CCO Education & Training
• Due
Diligence Review of USBFS Service Facilities
• Quarterly
USBFS Certification
• Board
Meeting Presentation and Board Support
• Testing,
Documentation, Reporting
Annual
Fee Schedule*
· $_____
per service line per year
**_____%
discount for the first year
Fees
are billed monthly.
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