AMENDMENT TO SUB-INVESTMENT MANAGEMENT CONTRACT

 

▇▇▇▇ ▇▇▇▇▇▇▇ Capital Series

on behalf of ▇▇▇▇ ▇▇▇▇▇▇▇ U.S. Global Leaders Growth Fund

 

AMENDMENT TO SUB-INVESTMENT MANAGEMENT CONTRACT

 

AMENDMENT made as of the 1^st day of June, 2013 to the Sub-Investment Management Contract dated February 16, 2004, as amended (the “Agreement”), among ▇▇▇▇ ▇▇▇▇▇▇▇ Advisers, LLC, a Delaware limited liability company, Sustainable Growth Advisers, LP, a Delaware limited partnership, and ▇▇▇▇ ▇▇▇▇▇▇▇ Capital Series, on behalf of ▇▇▇▇ ▇▇▇▇▇▇▇ U.S. Global Leaders Growth Fund (the “Fund”). In consideration of the mutual covenants contained herein, the parties agree as follows:

 

1.

CHANGE IN SECTION 4 – COMPENSATION OF THE SUB-ADVISER

 

Section 4 of the Agreement, “Compensation of the Sub-Adviser,” is hereby amended to reflect the following fee schedule for the Fund and any contrary fee schedule information is hereby superseded:

 

Fund

First $500 Million of Average Daily Net Assets

Next $500 Million of Average Daily Net Assets

Next $1 Billion of Average Daily Net Assets

Next $3 Billion of Average Daily Net Assets

Excess over $5 Billion of Average Daily Net Assets

▇▇▇▇ ▇▇▇▇▇▇▇ U.S. Global Leaders Growth Fund

[

]%

[

]%

[

]%

[

]%

[

]%

 

2.

EFFECTIVE DATE

 

This Amendment shall become effective as of the date first mentioned above.

 

3.

DEFINED TERMS

 

Unless otherwise defined herein, capitalized terms used herein have the meanings specified in or pursuant to the Agreement.

 

4.

OTHER TERMS OF THE AGREEMENT

 

Except as specifically amended hereby, all of the terms and conditions of the Agreement shall continue to be in full force and effect and shall be binding upon the parties in accordance with their respective terms.

 

 

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed under seal by their duly authorized officers as of the date first mentioned above.

 

	▇▇▇▇ ▇▇▇▇▇▇▇ CAPITAL SERIES
	on behalf of ▇▇▇▇ ▇▇▇▇▇▇▇ U.S. Global Leaders Growth Fund
	By:	/s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇
		▇▇▇▇ ▇▇▇▇▇▇▇▇
		President
	▇▇▇▇ ▇▇▇▇▇▇▇ ADVISERS, LLC
	By:	/s/ ▇▇▇ ▇▇▇▇▇▇▇
		▇▇▇ ▇▇▇▇▇▇▇
		Senior Vice President and Chief Investment Officer
	SUSTAINABLE GROWTH ADVISERS, LP
	By:	/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
		Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
		Title: Founding Principal