BRAZOS MUTUAL FUNDS AMENDMENT TO FUND ADMINISTRATON SERVICING AGREEMENT
AMENDMENT
TO FUND ADMINISTRATON SERVICING AGREEMENT
THIS
AMENDMENT dated as of the 10th day
of July, 2008, to the Fund Administration Servicing Agreement, dated
as of October 1, 2002, as amended (the “Fund Administration
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 Fund Administration Agreement; and
WHEREAS, the parties desire to
amend the fees of said Fund Administration Agreement; and
WHEREAS, Section 7 of the Fund
Administration 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of the Fund Administration Agreement is hereby superseded and replaced with
Exhibit B attached hereto.
Except to
the extent amended hereby, the Fund Administration 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 Fund Administration Agreement – Brazos Mutual Funds
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FUND
ADMINISTRATION & COMPLIANCE SERVICES
FEE
SCHEDULE - Effective 6-1-08 through 6-1-10
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Domestic
Funds
Annual Fee Based Upon Market Value Per
Fund*
¨ ___
basis points on the first $___
¨ ___
basis points on the next $___
¨ ___
basis points on the balance
¨ Minimum
annual fee: $___ per fund portfolio
**___%
Continue discount for a period of
1
year 6/2008 – 6/2009.
**___%
Discount for year 7/2009 – 6/2010.**
**
No discount applied after June 2010**
International
Funds
Annual Fee Based Upon Market Value Per
Fund*
___
basis points on the first $___
___
basis points on the next $___
___
basis points on the next $___
___
basis points on the balance
Minimum
annual fee: $___ per fund portfolio
Conversion
and extraordinary services quoted separately.
* All expenses relating to a US
Bancorp Fund Services Fund Administrator attending board meetings in
person will be billed as an out of pocket expense to the
funds.
Fees
are billed monthly.
.
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Annual Legal
Administration – Add the following for legal administration
services in support of external legal counsel:
· ___
basis point at each level
· $___
additional minimum
· (Waived)
Daily Performance Reporting (Pre-&
Post-Tax)
· Performance
Service - $___/CUSIP/Month
· Setup
- $___/CUSIP
· Conversion
– quoted separately
· FTP
Delivery - $___ per FTP site
· (Waived)
Daily
Compliance Services (▇▇▇▇▇▇▇ River)
· Base
fee - $___/fund/month
· ___
basis point on the fund assets
· (Waived)
ReportSource
- $___ /month – Web reporting
Plus
out-of-pocket expenses, including but not limited to:
· Postage,
Stationery
· Programming,
Special Reports
· Proxies,
Insurance
· ▇▇▇▇▇
filing - Approx. $___/page
· Retention
of records
· Federal
and state regulatory filing fees
· Certain
insurance premiums
· Expenses
from board of directors meetings
· Auditing
and legal expenses
· Blue
Sky conversion expenses (if necessary)
· All
other out-of-pocket expenses
· Systems
charge of $___ per quarter to be billed in March, June, September and
December.
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Exhibit B
(continued) to the Fund Administration 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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