FEE AND EXPENSE AGREEMENT WELLS FARGO FUNDS TRUST (Capped Operating Expense Ratios)

SCHEDULE A

FEE AND EXPENSE AGREEMENT

▇▇▇▇▇ FARGO FUNDS TRUST

(Capped Operating Expense Ratios)

FUNDS/CLASSES

Capped Operating

Expense Ratio

Expiration / Renewal Date

Adjustable Rate Government Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

0.74%

1.49%

0.60%

0.49%

July 11, 2013

Asia Pacific Fund

Class A

Class C

Administrator Class

Institutional Class

Investor Class

1.60%

2.35%

1.40%

1.25%

1.65%

February 28, 2012

Asset Allocation Fund

Class A

Class B

Class C

Class R

Administrator Class

0.87%

1.62%

1.12%

0.64%

July 18, 2013

C&B Large Cap Value Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

Investor Class

1.15%

1.90%

0.95%

0.70%

1.20%

September 30, 2012

C&B Mid Cap Value Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

Investor Class

1.20%

1.95%

1.15%

0.90%

1.25%

January 31, 2012

California Limited-Term Tax-Free Fund

Class A

Class C

Administrator Class

0.80%

1.55%

0.60%

October 31, 2011

California Tax-Free Fund

Class A

Class B

Class C

Administrator Class

0.75%

1.50%

0.55%

July 11, 2013

California Municipal Money Market Fund

Class A

Institutional Class

Service Class

Sweep Class

0.65%

0.20%

0.45%

1.05%

May 31, 2012

Capital Growth Fund

Class A

Class C

Administrator Class

Institutional Class

Investor Class

1.20%

1.95%

0.94%

0.70%

1.27%

July 18, 2013

Cash Investment Money Market Fund

Administrator Class

Institutional Class

Select Class

Service Class

0.35%

0.20%

0.13%

0.50%

May 31, 2012

Classic Value Fund¹

Class A

Class B

Class C

Class R

Administrator Class

Institutional Class

1.25%

2.00%

1.50%

1.00%

0.75%

July 18, 2013

Colorado Tax-Free Fund

Class A

Class B

Class C

Administrator Class

0.85%

1.60%

0.60%

October 31, 2011

Common Stock Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

Investor Class

1.26%

2.01%

1.10%

0.90%

1.29%

January 31, 2012

Conservative Allocation Fund

Administrator Class

0.85%

September 30, 2012

Core Equity Fund²

Class A

Class B

Class C

Administrator Class

Institutional Class

1.25%

2.00%

1.00%

0.75%

July 18, 2013

Disciplined Global Equity Fund³

Class A

Class C

Administrator Class

Institutional Class

1.40%

2.15%

1.15%

0.95%

July 18, 2013

Disciplined U.S. Core Fund

Class A

Class C

Administrator Class

Institutional Class

0.92%

1.67%

0.74%

0.48%

July 18, 2013

Disciplined Value Fund⁴

Class A

Class C

Administrator Class

Institutional Class

Investor Class

1.10%

1.85%

0.85%

0.65%

1.17%

July 18, 2013

Discovery Fund⁵

Class A

Class C

Administrator Class

Institutional Class

Investor Class

1.33%

2.08%

1.15%

0.95%

1.38%

January 31, 2012

Diversified Capital Builder Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

1.20%

1.95%

0.95%

0.78%

July 11, 2013

Diversified Equity Fund

Class A

Class B

Class C

Administrator Class

1.25%

2.00%

1.00%

September 30, 2012

Diversified Income Builder Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

1.08%

1.83%

0.90%

0.71%

July 11, 2013

Diversified International Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

Investor Class

1.41%

2.16%

1.25%

0.99%

1.46%

February 29, 2012

Diversified Small Cap Fund

Administrator Class

1.00%

September 30, 2012

Dow ▇▇▇▇▇ Target Today Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

Investor Class

0.96%

1.71%

0.80%
0.45%

0.86%

June 30, 2011

Dow ▇▇▇▇▇ Target 2010 Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

Investor Class

0.99%

1.74%

0.83%
0.48%

0.89%

June 30, 2011

Dow ▇▇▇▇▇ Target 2015 Fund

Institutional Class

Administrator Class

Investor Class

0.49%

0.84%

0.90%

June 30, 2011

Dow ▇▇▇▇▇ Target 2020 Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

Investor Class

1.01%

1.76%

0.85%
0.50%

0.91%

June 30, 2011

Dow ▇▇▇▇▇ Target 2025 Fund

Administrator Class

Institutional Class

Investor Class

0.85%

0.50%

0.91%

June 30, 2011

Dow ▇▇▇▇▇ Target 2030 Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

Investor Class

1.02%

1.77%

0.86%
0.51%

0.92%

June 30, 2011

Dow ▇▇▇▇▇ Target 2035 Fund

Administrator Class

Institutional Class

Investor Class

0.87%

0.52%

0.93%

June 30, 2011

Dow ▇▇▇▇▇ Target 2040 Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

Investor Class

1.03%

1.78%

0.87%
0.52%

0.93%

June 30, 2011

Dow ▇▇▇▇▇ Target 2045 Fund

Administrator Class

Institutional Class

Investor Class

0.87%

0.52%

0.93%

June 30, 2011

Dow ▇▇▇▇▇ Target 2050 Fund

Administrator Class

Institutional Class

Investor Class

0.87%

0.52%

0.93%

June 30, 2011

Dow ▇▇▇▇▇ Target 2055 Fund⁶

Administrator Class

Institutional Class

Investor Class

0.87%

0.52%

0.93%

June 30, 2012

Emerging Growth Fund⁷

Class A

Class C

Administrator Class

Institutional Class

Investor Class

1.45%

2.20%

1.20%

0.95%

1.49%

September 30, 2012

Emerging Markets Equity Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

1.81%

2.56%

1.60%

1.30%

July 18, 2013

Endeavor Select Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

1.25%

2.00%

1.00%

0.80%

November 30, 2011

Enterprise Fund⁸

Class A

Class C

Administrator Class

Institutional Class

Investor Class

1.30%

2.05%

1.15%

0.90%

1.37%

January 31, 2012

Equity Value Fund⁹

Class A

Class B

Class C

Administrator Class

Institutional Class

1.25%

2.00%

1.00%

0.75%

September 30, 2012

Global Opportunities Fund¹⁰

Class A

Class B

Class C

Administrator Class

Institutional Class

1.58%

2.33%

1.40%

1.15%

July 18, 2013

Government Money Market Fund

Class A

Administrator Class

Institutional Class

Service Class

Sweep Class

0.65%

0.35%

0.20%

0.50%

1.05%

May 31, 2012

Government Securities Fund¹¹

Class A

Class B

Class C

Administrator Class

Institutional Class

Investor Class

0.89%

1.64%

0.64%

0.48%

0.92%

July 11, 2013

Growth Fund¹²

Class A

Class C

Administrator Class

Institutional Class

Investor Class

1.30%

2.05%

0.96%

0.80%

1.37%

November 30, 2011

Growth Balanced Fund

Class A

Class B

Class C

Administrator Class

1.20%

1.95%

0.95%

September 30, 2012

Growth Opportunities Fund¹³

Class A

Class C

Administrator Class

Institutional Class

1.22%

1.97%

1.15%

0.90%

July 18, 2013

Health Care Fund

Class A

Class B

Class C

Administrator Class

1.46%

2.21%

1.23%

July 18, 2013

Heritage Money Market Fund

Administrator Class

Institutional Class

Select Class

Service Class

0.35%

0.20%

0.13%

0.43%

May 31, 2012

High Income Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

Investor Class

0.90%

1.65%

0.80%

0.50%

0.93%

July 11, 2013

High Yield Bond Fund

Class A

Class B

Class C

Administrator Class

1.03%

1.78%

0.80%

July 11, 2013

Income Plus Fund¹⁴

Class A

Class B

Class C

Administrator Class

Institutional Class

Investor Class

0.90%

1.65%

0.75%

0.61%

0.93%

July 11, 2013

Index Asset Allocation Fund

Class A

Class B

Class C

Administrator Class

1.15%

1.90%

0.90%

January 31, 2012

Index Fund

Class A

Class B

Class C

Administrator Class

Investor Class

0.56%

1.31%

0.25%

0.45%

July 18, 2013

Inflation-Protected Bond Fund

Class A

Class B

Class C

Administrator Class

0.85%
1.60%
1.60%
0.60%

September 30, 2011

Intermediate Tax/AMT-Free Fund

Class A

Class C

Administrator Class

Institutional Class

Investor Class

0.70%

1.45%

0.60%

0.42%

0.73%

July 11, 2013

International Bond Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

1.03%

1.78%

0.85%

0.73%

July 11, 2013

International Equity Fund

Class A

Class B

Class C

Class R

Administrator Class

Institutional Class

1.09%

1.84%

1.34%

1.09%

0.84%

July 18, 2013

International Value Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

1.50%

2.25%

1.25%

1.05%

September 30, 2012

Intrinsic Small Cap Value Fund

Class A

Class C

Administrator Class

Institutional Class

Investor Class

1.45%

2.20%

1.20%

1.00%

1.49%

February 28, 2012

Intrinsic Value Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

1.17%

1.92%

0.95%

0.85%

July 18, 2013

Intrinsic World Equity Fund¹⁵

Class A

Class C

Administrator Class

Institutional Class

1.40%

2.15%

1.15%

0.95%

July 18, 2013

Large Cap Core Fund

Class A

Class C

Investor Class

Administrator Class

Institutional Class

1.14%

1.89%

1.21%

0.90%

0.66%

July 18, 2013

Large Cap Growth Fund

Class A

Class C

Administrator Class

Institutional Class

Investor Class

1.12%

1.87%

0.95%

0.75%

1.19%

November 30, 2011

Large Company Value Fund¹⁶

Class A

Class C

Administrator Class

Institutional Class

Investor Class

1.25%

2.00%

0.96%

0.75%

1.32%

November 30, 2011

Mid Cap Growth Fund¹⁷

Class A

Class B

Class C

Administrator Class

Institutional Class

Investor Class

1.18%

1.93%

1.15%

0.85%

1.25%

July 18, 2013

Minnesota Money Market Fund

Class A

Sweep Class

0.70%

1.05%

May 31, 2012

Minnesota Tax-Free Fund

Class A

Class B

Class C

Administrator Class

0.85%

1.60%

0.60%

October 31, 2011

Moderate Balanced Fund
Class A
Class B
Class C

Administrator Class

1.15%
1.90%
1.90%

0.90%

September 30, 2012
September 30, 2012
September 30, 2012

September 30, 2012

Money Market Fund

Class A

Class B

Class C

Daily Class

Investor Class

Service Class

0.70%

1.45%

1.03%

0.65%

0.50%

July 11, 2013

Municipal Bond Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

Investor Class

0.75%

1.50%

0.60%

0.50%

0.78%

July 11, 2013

Municipal Cash Management Money Market Fund

Administrator Class

Service Class

Institutional Class

0.30%

0.45%

0.20%

July 11, 2013

Municipal Money Market Fund

Class A

Institutional Class

Investor Class

Service Class

Sweep Class

0.65%

0.20%

0.64%

0.45%

1.05%

July 11, 2013

National Tax-Free Money Market Fund

Class A

Administrator Class

Institutional Class

Service Class

Sweep Class

0.65%

0.30%

0.20%

0.45%

1.05%

May 31, 2012

New Jersey Municipal Money Market Fund

Class A

Service Class

Sweep Class

0.70%

0.45%

1.05%

July 11, 2013

New York Municipal Money Market Fund

Class A

Service Class

Sweep Class

0.70%

0.45%

1.05%

July 11, 2013

North Carolina Tax-Free Fund

Class A

Class C

Institutional Class

0.85%

1.60%

0.54%

July 11, 2013

Omega Growth Fund

Class A

Class B

Class C

Class R

Administrator Class

Institutional Class

1.30%

2.05%

1.55%

1.05%

0.80%

July 18, 2013

Opportunity Fund¹

Class A

Class C

Administrator Class

Institutional Class

Investor Class

1.29%

2.04%

1.04%

0.85%

1.35%

January 31, 2012

Pennsylvania Municipal Money Market Fund

Class A

Service Class

Sweep Class

0.70%

0.45%

1.05%

July 11, 2013

Pennsylvania Tax-Free Fund

Class A

Class B

Class C

Institutional Class

0.74%

1.49%

0.49%

July 11, 2013

Precious Metals Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

1.09%

1.84%

0.95%

0.79%

July 18, 2013

Premier Large Company Growth Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

Investor Class

1.12%

1.87%

0.95%

0.75%

1.19%

July 18, 2013

Prime Investment Money Market Fund

Institutional Class

Service Class

0.20%

0.55%

May 31, 2012

Short Duration Government Bond Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

0.83%

1.58%

0.60%

0.42%

September 30, 2011

Short-Term Bond Fund

Class A

Class C

Institutional Class

Investor Class

0.80%

1.55%

0.48%

0.83%

September 30, 2011

Short-Term High Yield Bond Fund

Class A

Class C

Administrator Class

Investor Class

0.81%

1.56%

0.65%

0.84%

September 30, 2011

Short-Term Municipal Bond Fund

Class A

Class C

Administrator Class

Institutional Class

Investor Class

0.60%

1.35%

0.60%

0.40%

0.63%

July 11, 2013

Small Cap Growth Fund¹⁹

Class A

Class B

Class C

Administrator Class

Institutional Class

Investor Class

1.40%

2.15%

1.20%

0.90%

1.47%

February 28, 2012

Small Cap Opportunities Fund

Administrator Class

1.20%

February 28, 2012

Small Cap Value Fund²⁰

Class A

Class B

Class C

Administrator Class

Institutional Class

Investor Class

1.30%

2.05%

1.10%

0.95%

1.33%

February 28, 2012

Small Company Growth Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

1.45%
2.20%
2.20%

1.20%

0.95%

September 30, 2012
September 30, 2012
September 30, 2012
September 30, 2012

September 30, 2012

Small Company Value Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

1.45%

2.20%

1.20%

1.00%

September 30, 2012

Small/Mid Cap Core Fund

Class A

Class C

Administrator Class

Institutional Class

1.40%

2.15%

1.15%

0.95%

July 18, 2013

Small/Mid Cap Value Fund

Class A

Class C

Administrator Class

Institutional Class

Investor Class

1.40%

2.15%

1.15%

0.95%

1.47%

February 28, 2012

Social Sustainability Fund

Class A

Class C

Administrator Class

1.25%

2.00%

1.00%

November 30, 2011

Special Mid Cap Value Fund

Class A

Class C

Administrator Class

Institutional Class

Investor Class

1.25%

2.00%

1.14%

0.87%

1.31%

July 18, 2013

Special Small Cap Value Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

1.34%

2.09%

1.09%

0.94%

July 18, 2013

Specialized Technology Fund²¹

Class A

Class B

Class C

Administrator Class

Investor Class

1.75%

2.50%

1.50%

1.82%

July 31, 2012

Strategic Large Cap Growth Fund

Class A

Class C

Class R

Administrator Class

Institutional Class

1.07%

1.82%

1.32%

0.95%

0.80%

July 18, 2013

Strategic Municipal Bond Fund

Class A

Class B

Class C

Administrator Class

0.86%

1.61%

0.68%

July 11, 2013

Total Return Bond Fund

Class A

Class B

Class C

Class R

Administrator Class

Institutional Class

Investor Class

0.83%

1.58%

1.08%

0.70%

0.42%

0.86%

July 11, 2013

Traditional Small Cap Growth Fund

Class A

Class C

Administrator Class

Institutional Class

1.33%

2.08%

1.20%

0.98%

July 18, 2013

Treasury Plus Money Market Fund

Class A

Administrator Class

Institutional Class

Service Class

Sweep Class

0.65%

0.35%

0.20%

0.45%

1.05%

July 11, 2013

Ultra Short-Term Income Fund

Class A

Class C

Administrator Class

Institutional Class

Investor Class

0.70%

1.45%

0.55%

0.35%

0.73%

July 11, 2013

Ultra Short-Term Municipal Income Fund

Class A

Class C

Administrator Class

Institutional Class

Investor Class

0.67%

1.42%

0.60%

0.37%

0.70%

October 31, 2011

Utility & Telecommunications Fund

Class A

Class B

Class C

Administrator Class

Institutional Class

1.14%

1.89%

0.95%

0.78%

July 18, 2013

WealthBuilderConservative Allocation Portfolio

1.50%

September 30, 2011

WealthBuilderEquity Portfolio

1.50%

September 30, 2011

WealthBuilderGrowth Allocation Portfolio

1.50%

September 30, 2011

WealthBuilderGrowth Balanced Portfolio

1.50%

September 30, 2011

WealthBuilderModerate Balanced Portfolio

1.50%

September 30, 2011

WealthBuilderTactical Equity Portfolio

1.50%

September 30, 2011

Wisconsin Tax-Free Fund²²

Class A

Class C

Investor Class

0.70%

1.49%

0.73%

October 31, 2011

100% Treasury Money Market Fund

Class A

Administrator Class

Service Class

Sweep Class

0.65%

0.30%

0.50%

1.05%

May 31, 2012

Most Recent Annual Approval: March 25, 2011

Schedule A amended: May 18, 2011

The foregoing schedule of capped operating expense ratios is agreed to as of May 18, 2011 and shall remain in effect until changed in writing by the parties.

▇▇▇▇▇ FARGO FUNDS TRUST

By:

▇. ▇▇▇▇▇ ▇▇▇▇▇▇▇

Secretary

▇▇▇▇▇ FARGO FUNDS MANAGEMENT, LLC

By:
▇▇▇▇▇▇ ▇▇▇▇

Executive Vice President

1On May 18, 2011, the Board of Trustees of ▇▇▇▇▇ Fargo Funds Trust approved the merger of the Classic Value Fund into the Equity Value Fund. Pending shareholder approval, the merger will become effective in the third quarter of 2011.

2On May 18, 2011, the Board of Trustees of ▇▇▇▇▇ Fargo Funds Trust approved the merger of the Core Equity Fund into the Opportunity Fund. Pending shareholder approval, the merger will become effective in the third quarter of 2011.

3On May 18, 2011, the Board of Trustees of ▇▇▇▇▇ Fargo Funds Trust approved the merger of the Disciplined Global Equity Fund into the Intrinsic World Equity Fund. Pending shareholder approval, the merger will become effective in the third quarter of 2011.

4On May 18, 2011, the Board of Trustees of ▇▇▇▇▇ Fargo Funds Trust approved the merger of the Disciplined Value Fund into the Large Company Value Fund. Pending shareholder approval, the merger will become effective in the third quarter of 2011.

5On May 18, 2011, the Board of Trustees of ▇▇▇▇▇ Fargo Funds Trust approved the merger of the Growth Opportunities Fund into the Discovery Fund. Pending shareholder approval of the merger, the capped operating expense ratios for the Discovery Fund will decrease in the third quarter of 2011 (upon fund merger) to: Class A 1.22%; Class C 1.97%; Administrator Class 1.15%; Institutional Class 0.90%; Investor Class 1.29%. The expiration/renewal date of the commitment for all classes will continue through July 18, 2013.

6On February 10, 2011, the Board of Trustees of ▇▇▇▇▇ Fargo Funds Trust approved the establishment of a new fund: Dow ▇▇▇▇▇ Target 2055 Fund. The new fund will become effective on or about July 1, 2011.

7On May 18, 2011, the Board of Trustees of ▇▇▇▇▇ Fargo Funds Trust approved the merger of the Small Cap Growth Fund into the Emerging Growth Fund. Pending shareholder approval of the merger, the capped operating expense ratios for the Emerging Growth Fund will decrease in the third quarter of 2011 (upon fund merger) to: Class A 1.37%; Class C 2.12%; Administrator Class 1.20%; Institutional Class 0.90%; Investor Class 1.44%. The expiration/renewal date of the commitment for all classes will continue through September 30, 2012.

8On May 18, 2011, the Board of Trustees of ▇▇▇▇▇ Fargo Funds Trust approved the merger of the Mid Cap Growth Fund into the Enterprise Fund and the addition of Class B to the Enterprise Fund. Pending shareholder approval of the merger, the capped operating expense ratios for the Enterprise Fund will decrease in the third quarter of 2011 (upon fund merger) to: Class A 1.18%; Class B 1.93%; Class C 1.93%; Administrator Class 1.15%; Institutional Class 0.85%; Investor Class 1.25%. The expiration/renewal date of the commitment for all classes will continue through July 18, 2013.

9On May 18, 2011, the Board of Trustees of ▇▇▇▇▇ Fargo Funds Trust approved the merger of the Classic Value Fund into the Equity Value Fund and the addition of Class R to the Equity Value Fund. Pending shareholder approval of the merger, the capped operating expense ratios for the Equity Value Fund will decrease in the third quarter of 2011 (upon fund merger) to: Class A 1.24%; Class B 1.99%; Class C 1.99%; Class R 1.49%; Administrator Class 1.00%; Institutional Class 0.75%. The expiration/renewal date of the commitment for all classes will continue through July 18, 2013.

10On March 25, 2011, the Board of Trustees of ▇▇▇▇▇ Fargo Funds Trust approved a 0.03% decrease to the capped operating expense ratios for Class A, Class B and Class C of the Global Opportunities Fund. Effective March 1, 2012, the capped operating expense ratios will be as follows: Class A 1.55%; Class B 2.30%; Class C 2.30%. The expiration/renewal date for each class will remain as July 18, 2013.

11On March 25, 2011, the Board of Trustees of ▇▇▇▇▇ Fargo Funds Trust approved a 0.02% decrease to the capped operating expense ratios for Class A, Class B, Class C and Investor Class of the Government Securities Fund. Effective January 1, 2012, the capped operating expense ratios will be as follows: Class A 0.87%; Class B 1.62%; Class C 1.62%; Investor Class 0.90%. The expiration/renewal date for each class will remain as July 11, 2013.

12On March 25, 2011, the Board of Trustees of ▇▇▇▇▇ Fargo Funds Trust approved a 0.05% decrease to the capped operating expense ratios for Class A, Class C, Institutional Class and Investor Class of the Growth Fund. Effective December 1, 2011, the capped operating expense ratios will be as follows: Class A 1.25%; Class C 2.00%; Institutional Class 0.75%; Investor Class 1.32%. The expiration/renewal date for each class will remain as November 30, 2012.

13On May 18, 2011, the Board of Trustees of ▇▇▇▇▇ Fargo Funds Trust approved the merger of the Growth Opportunities Fund into the Discovery Fund. Pending shareholder approval, the merger will become effective in the third quarter of 2011.

14On March 25, 2011, the Board of Trustees of ▇▇▇▇▇ Fargo Funds Trust approved a 0.03% decrease to the capped operating expense ratios for Class A, Class B, Class C, Administrator Class, Institutional Class and Investor Class of the Income Plus Fund. Effective January 1, 2012, the capped operating expense ratios will be as follows: Class A 0.87%; Class B 1.62%; Class C 1.62%; Administrator Class 0.72%; Institutional Class 0.58%; Investor Class 0.90%. The expiration/renewal date for each class will remain as July 11, 2013.

15On May 18, 2011, the Board of Trustees of ▇▇▇▇▇ Fargo Funds Trust approved the merger of the Disciplined Global Equity Fund into the Intrinsic World Equity Fund. Pending shareholder approval of the merger, the capped operating expense ratios for the Intrinsic World Equity Fund will decrease in the third quarter of 2011 (upon fund merger) to: Class A 1.40%; Class C 2.15%; Administrator Class 1.15%; Institutional Class 0.95%. The expiration/renewal date of the commitment for all classes will continue through July 18, 2013.

16On May 18, 2011, the Board of Trustees of ▇▇▇▇▇ Fargo Funds Trust approved the merger of the Disciplined Value Fund into the Large Company Value Fund. Pending shareholder approval of the merger, the capped operating expense ratios for the Large Company Value Fund will decrease in the third quarter of 2011 (upon fund merger) to: Class A 1.10%; Class C 1.85%; Administrator Class 0.85%; Institutional Class 0.65%; Investor Class 1.17%. The expiration/renewal date of the commitment for all classes will continue through July 18, 2013.

17On May 18, 2011, the Board of Trustees of ▇▇▇▇▇ Fargo Funds Trust approved the merger of the Mid Cap Growth Fund into the Enterprise Fund. Pending shareholder approval, the merger will become effective in the third quarter of 2011.

18On May 18, 2011, the Board of Trustees of ▇▇▇▇▇ Fargo Funds Trust approved the merger of the Core Equity Fund into the Opportunity Fund and the addition of Class B to the Opportunity Fund. Pending shareholder approval of the merger, the capped operating expense ratios for the Opportunity Fund will decrease in the third quarter of 2011 (upon fund merger) to: Class A 1.25%; Class B 2.00%; Class C 2.00%; Administrator Class 1.00%; Institutional Class 0.75%; Investor Class 1.32%. The expiration/renewal date of the commitment for all classes will continue through July 18, 2013.

19On May 18, 2011, the Board of Trustees of ▇▇▇▇▇ Fargo Funds Trust approved the merger of the Small Cap Growth Fund into the Emerging Growth Fund. Pending shareholder approval, the merger will become effective in the third quarter of 2011.

20On March 25, 2011, the Board of Trustees of ▇▇▇▇▇ Fargo Funds Trust approved a 0.05% decrease to the capped operating expense ratio of the Small Cap Value Fund Institutional Class. Effective March 1, 2012, the capped operating expense ratio will be 0.90% with an expiration/renewal date of February 28, 2013.

21On March 25, 2011, the Board of Trustees of ▇▇▇▇▇ Fargo Funds Trust approved a 0.05% decrease to the capped operating expense ratios for Class A, Class B, Class C and Investor Class of the Specialized Technology Fund. Effective March 1, 2012, the capped operating expense ratios will be as follows: Class A 1.70%; Class B 2.45%; Class C 2.45%; Investor Class 1.77%. The expiration/renewal date for each class will be February 28, 2013.

22. On March 25, 2011, the Board of Trustees of ▇▇▇▇▇ Fargo Funds Trust approved a 0.04% decrease to the capped operating expense ratio for Class C of the Wisconsin Tax-Free Fund. Effective November 1, 2011, the capped operating expense ratio will be 1.45% with an expiration/renewal date of October 31, 2012.

FEE AND EXPENSE AGREEMENT WELLS FARGO FUNDS TRUST (Capped Operating Expense Ratios)

Institutional Class

Class A

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