Common use of Annual Minimum per Fund Basis Points on Trust AUM Clause in Contracts

Annual Minimum per Fund Basis Points on Trust AUM. Funds 1-10 $__ First $500m __ Funds 11-20 $__ Next $500m __ Funds 21+ $__ Balance __ See APPENDIX C for Services and Associate Fees in addition to Base Fee See APPENDIX D for Global Sub-Custodial Services & Safekeeping Services in addition to the Base Fee 1Monthly base fees are calculated using the bps schedule. If bps schedule meets or exceeds the cumulative minimum requirement at Trust level, fees will be assessed/invoiced per fund at those rates. If bps schedule does not meet the cumulative minimum requirements, additional minimum adjustments will be allocated amongst each of the funds and assessed/invoiced as needed. Once a Fund is operational, should ETF Managers Group, LLC (the “Adviser”) terminate this service agreement with USBFS prior to the end of the initial five year period, the Adviser will be will be responsible for the balance of the minimum fees for the remainder of the service agreement’s 12-month period beginning with the Fund’s launch or any anniversary of launch. To avoid doubt, if “The Adviser” launched a Fund on March 1, 2017 and terminated the relationship on June 30, 2018, the Adviser would be responsible for up to 50% of that fund’s minimum fees through February 2019 (end of 12 month period from 03/01/18 anniversary date). In addition to the fees described above, additional fees may be charged to the extent that changes to applicable laws, rules or regulations require additional work or expenses related to services provided (e.g., compliance with new liquidity risk management and reporting requirements). 2 Subject to annual CPI increase - All Urban Consumers - U.S. City Average. Fees are calculated pro rata and billed monthly EXHIBIT C (continued) to the Custody Agreement APPENDIX C Domestic Custody Services in addition to the Base Fee Portfolio Transaction Fees2 § $__– Book entry DTC transaction, Federal Reserve transaction, principal paydown § $__– Repurchase agreement, reverse repurchase agreement, time deposit/CD or other non-depository transaction § $__– Option/SWAPS/future contract written, exercised or expired § $__– Mutual fund trade, Margin Variation Wire and outbound Fed wire § $__– Physical security transaction § $__– Check disbursement (waived if U.S. Bancorp is Administrator) A transaction is a purchase/sale of a security, free receipt/free delivery, maturity, tender or exchange. Miscellaneous Expenses All other miscellaneous fees and expenses, including but not limited to the following, will be separately billed as incurred: expenses incurred in the safekeeping, delivery and receipt of securities, shipping, transfer fees, deposit withdrawals at custodian (DWAC) fees, SWIFT charges, negative interest charges and extraordinary expenses based upon complexity. Additional Services § Additional fees apply for global servicing. Fund of Fund expenses quoted separately. § $__– per Sub Advisor § $__-- Segregated custody account § No charge for the initial conversion free receipt. § Overdrafts – charged to the account at prime interest rate plus __%, unless a line of credit is in place Fees are calculated pro rata and billed monthly In addition to the fees described above, additional fees may be charged to the extent that changes to applicable laws, rules or regulations require additional work or expenses related to services provided (e.g., compliance with new liquidity risk management and reporting requirements). 2 “Sponsor trades” are defined as any trades put through the Portfolio, on behalf of the Fund by any portfolio manager/sub advisor and their affiliates authorized by the BOT to act on behalf of the Fund, outside of the create/redeem process. Cash-in-Lieu proceeds received as part of the create/redeem process, and their related transactions are not considered to be “Sponsor trades. EXHIBIT C (continued) to the Custody Agreement APPENDIX D Additional Global Sub-Custodial Services Annual Fee Schedule Base Fee A monthly base fee per fund will apply based on the number of foreign securities held. If no global assets are held within a given month, the monthly base charge will not apply for that month.

Appears in 1 contract

Samples: Custody Agreement (ETF Managers Trust)

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Annual Minimum per Fund Basis Points on Trust AUM. Funds 1-5 $__ First $250m __bps Funds 6-10 $__ First Next $500250m __ _bps Funds 11-20 15 $__ Next $500m __ _bps Funds 2116+ $__ Balance __ _bps See APPENDIX C A for Services and Associate Associated Fees in addition to Base Fee See APPENDIX D for Global Sub-Custodial Services & Safekeeping Services in addition to the Base Fee See APPENDIX B for OPTIONAL Supplemental Services and Associated Fees 1Monthly base fees are calculated using the bps schedule. If bps schedule meets or exceeds the cumulative minimum requirement at Trust level, fees will be assessed/invoiced per fund at those rates. If bps schedule does not meet the cumulative minimum requirements, additional minimum adjustments will be allocated amongst each of the funds and assessed/invoiced as needed. Once a Fund is operational, should ETF Managers Group, LLC (the “Adviser”) terminate this service agreement with USBFS prior to the end of the initial five year period, the Adviser will be will be responsible for the balance of the minimum fees for the remainder of the service agreement’s 12-month period beginning with the Fund’s launch or any anniversary of launch. To avoid doubt, if “The Adviser” launched a Fund on March 1, 2017 and terminated the relationship on June 30, 2018, the Adviser would be responsible for up to 50% of that fund’s minimum fees through February 2019 (end of 12 month period from 03/01/18 anniversary date). In addition to the fees described above, additional fees may be charged to the extent that changes to applicable laws, rules or regulations require additional work or expenses related to services provided (e.g., compliance with new liquidity risk management and reporting requirements). 2 Subject to annual CPI increase - All Urban Consumers - U.S. City Average. Fees are calculated pro rata and billed monthly EXHIBIT C Exhibit B (continued) to the Custody Fund Accounting Servicing Agreement APPENDIX C Domestic Custody A Fund Accounting, Fund Administration & Transfer Agent Services in addition to the Base Fee Portfolio Transaction Fees2 at November, 2017 Pricing Services For daily pricing of each securities (estimated 252 pricing days annually) § $__– Book entry DTC transactionDomestic Equities, Federal Reserve transactionOptions, principal paydown ADRs, Foreign Equities, Futures, Forwards, Currency Rates, Mutual Funds, ETFs § $__– Repurchase agreementDomestic Corporates, reverse repurchase agreementDomestic Convertibles, time deposit/CD or other non-depository transaction Domestic Governments, Domestic Agencies, Mortgage Backed, Municipal Bonds § $__– Option/SWAPS/future contract writtenCMOs, exercised or expired Money Market Instruments, Foreign Corporates, Foreign Convertibles, Foreign Governments, Foreign Agencies, Asset Backed, High Yield § $__– Mutual fund tradeInterest Rate Swaps, Margin Variation Wire and outbound Fed wire Foreign Currency Swaps, Total Return Swaps, Total Return Bullet Swaps § $__– Physical security transaction Bank Loans § $__– Check disbursement (waived if U.S. Bancorp is Administrator) A transaction is a purchase/sale of a security, free receipt/free delivery, maturity, tender or exchange. Miscellaneous Expenses All other miscellaneous fees and expenses, including but not limited to the following, will be separately billed as incurred: expenses incurred in the safekeeping, delivery and receipt of securities, shipping, transfer fees, deposit withdrawals at custodian (DWAC) fees, SWIFT charges, negative interest charges and extraordinary expenses based upon complexity. Additional Services § Additional fees apply for global servicing. Fund of Fund expenses quoted separately. Swaptions § $__– Intraday money market funds pricing, up to 3 times per Sub Advisor day § $__-- Segregated custody account – Credit Default Swaps § No charge for the initial conversion free receipt. § Overdrafts – charged to the account at prime interest rate plus $__ per Month Manual Security Pricing (>__%per day) NOTE: Prices are based on using U.S. Bancorp primary pricing service which may vary by security type and are subject to change. Use of alternative and/or additional sources may result in additional fees. Pricing vendors may designate certain securities as hard to value or as a non-standard security type, unless such as CLOs and CDOs, which may result in additional fees. All schedules subject to change depending upon the use of unique security type requiring special pricing or accounting arrangements. Corporate Action Services Fee for IDC data used to monitor corporate actions § $__per Foreign Equity Security per Month § $__per Domestic Equity Security per Month § $__per CMOs, Asset Backed, Mortgage Backed Security per Month Third Party Administrative Data Charges (descriptive data for analytics, reporting and compliance) § $__ per security per month for fund administrative Chief Compliance Officer Support Fee1 § CCO support annual fee: $__ per business line / per trust for each USBFS service selected (fund administration, fund accounting, transfer agent, custody) Chief Compliance Officer Support Fee includes the following services: § Access to all USBFS business line materials via the CCO Portal including business line Critical Procedures, Compliance Controls, Testing of Controls, Annual USBFS CCO Review, SSAE 16 audits of business lines § Assist the Fund CCO with quarterly 38a-1 certifications including a review of any changes to critical policies, procedures and controls and compliance events as required under Rule 38a-1 of the Investment Company Act § Testing of procedures and controls across all business lines with access to business line managers and subject matter experts § Quarterly CCO teleconferences and “Focus Calls” specific to current topics such as cybersecurity § CCO forums held periodically throughout the year in major cities § Annual client conference which includes CCO roundtable discussions § SEC exam support § Other items, including sharing of credit is in place Fees are calculated pro rata and billed monthly industry best practices across many areas NOTE: the CCO Support team does NOT serve as the Fund CCO In addition to the fees described above, additional fees Miscellaneous Expenses may be charged to the extent that changes to applicable laws, rules or regulations require additional work or expenses related to services provided (e.g., compliance with new liquidity risk management and reporting requirements). 2 “Sponsor trades” are defined as any trades put through the Portfolio, on behalf of the Fund by any portfolio manager/sub advisor and their affiliates authorized by the BOT to act on behalf of the Fund, outside of the create/redeem process. Cash-in-Lieu proceeds received as part of the create/redeem process, and their related transactions are not considered to be “Sponsor trades. EXHIBIT C (continued) to the Custody Agreement APPENDIX D Additional Global Sub-Custodial Services Annual Fee Schedule Base Fee A monthly base fee per fund will apply based on the number of foreign securities held. If no global assets are held within a given month, the monthly base charge will not apply for that month.

Appears in 1 contract

Samples: Fund Accounting Servicing Agreement (ETF Managers Trust)

Annual Minimum per Fund Basis Points on Trust AUM. Funds 1-5 $--__ First $250m __bps Funds 6-10 $__ First Next $500250m __ _bps Funds 11-20 15 $__ Next $500m __ _bps Funds 2116+ $__ Balance __ _bps See APPENDIX C A for Services and Associate Associated Fees in addition to Base Fee See APPENDIX D for Global Sub-Custodial Services & Safekeeping Services in addition to the Base Fee See APPENDIX B for OPTIONAL Supplemental Services and Associated Fees 1Monthly base fees are calculated using the bps schedule. If bps schedule meets or exceeds the cumulative minimum requirement at Trust level, fees will be assessed/invoiced per fund at those rates. If bps schedule does not meet the cumulative minimum requirements, additional minimum adjustments will be allocated amongst each of the funds and assessed/invoiced as needed. Once a Fund is operational, should ETF Managers Group, LLC (the “Adviser”) terminate this service agreement with USBFS prior to the end of the initial five year period, the Adviser will be will be responsible for the balance of the minimum fees for the remainder of the service agreement’s 12-month period beginning with the Fund’s launch or any anniversary of launch. To avoid doubt, if “The Adviser” launched a Fund on March 1, 2017 and terminated the relationship on June 30, 2018, the Adviser would be responsible for up to 50% of that fund’s minimum fees through February 2019 (end of 12 month period from 03/01/18 anniversary date). In addition to the fees described above, additional fees may be charged to the extent that changes to applicable laws, rules or regulations require additional work or expenses related to services provided (e.g., compliance with new liquidity risk management and reporting requirements). 2 Subject to annual CPI increase - All Urban Consumers - U.S. City Average. Fees are calculated pro rata and billed monthly EXHIBIT C Exhibit B (continued) to the Custody Fund Accounting Servicing Agreement APPENDIX C Domestic Custody A Fund Accounting, Fund Administration & Transfer Agent Services in addition to the Base Fee Portfolio Transaction Fees2 at November, 2017 Pricing Services For daily pricing of each securities (estimated 252 pricing days annually) § $__– Book entry DTC transactionDomestic Equities, Federal Reserve transactionOptions, principal paydown ADRs, Foreign Equities, Futures, Forwards, Currency Rates, Mutual Funds, ETFs § $__– Repurchase agreementDomestic Corporates, reverse repurchase agreementDomestic Convertibles, time deposit/CD or other non-depository transaction Domestic Governments, Domestic Agencies, Mortgage Backed, Municipal Bonds § $__– Option/SWAPS/future contract writtenCMOs, exercised or expired Money Market Instruments, Foreign Corporates, Foreign Convertibles, Foreign Governments, Foreign Agencies, Asset Backed, High Yield § $__– Mutual fund tradeInterest Rate Swaps, Margin Variation Wire and outbound Fed wire Foreign Currency Swaps, Total Return Swaps, Total Return Bullet Swaps § $__– Physical security transaction Bank Loans § $__– Check disbursement (waived if U.S. Bancorp is Administrator) A transaction is a purchase/sale of a security, free receipt/free delivery, maturity, tender or exchange. Miscellaneous Expenses All other miscellaneous fees and expenses, including but not limited to the following, will be separately billed as incurred: expenses incurred in the safekeeping, delivery and receipt of securities, shipping, transfer fees, deposit withdrawals at custodian (DWAC) fees, SWIFT charges, negative interest charges and extraordinary expenses based upon complexity. Additional Services § Additional fees apply for global servicing. Fund of Fund expenses quoted separately. Swaptions § $__– Intraday money market funds pricing, up to 3 times per Sub Advisor day § $__-- Segregated custody account – Credit Default Swaps § No charge $__ per Month Manual Security Pricing (>25per day) NOTE: Prices are based on using U.S. Bancorp primary pricing service which may vary by security type and are subject to change. Use of alternative and/or additional sources may result in additional fees. Pricing vendors may designate certain securities as hard to value or as a non-standard security type, such as CLOs and CDOs, which may result in additional fees. All schedules subject to change depending upon the use of unique security type requiring special pricing or accounting arrangements. Corporate Action Services Fee for the initial conversion free receipt. IDC data used to monitor corporate actions § Overdrafts – charged to the account at prime interest rate plus $__%per Foreign Equity Security per Month § $__per Domestic Equity Security per Month § $__per CMOs, unless Asset Backed, Mortgage Backed Security per Month Third Party Administrative Data Charges (descriptive data for analytics, reporting and compliance) § $__ per security per month for fund administrative Chief Compliance Officer Support Fee1 § CCO support annual fee: $__per business line / per trust for each USBFS service selected (fund administration, fund accounting, transfer agent, custody) Chief Compliance Officer Support Fee includes the following services: § Access to all USBFS business line materials via the CCO Portal including business line Critical Procedures, Compliance Controls, Testing of Controls, Annual USBFS CCO Review, SSAE 16 audits of business lines § Assist the Fund CCO with quarterly 38a-1 certifications including a review of any changes to critical policies, procedures and controls and compliance events as required under Rule 38a-1 of the Investment Company Act § Testing of procedures and controls across all business lines with access to business line managers and subject matter experts § Quarterly CCO teleconferences and “Focus Calls” specific to current topics such as cybersecurity § CCO forums held periodically throughout the year in major cities § Annual client conference which includes CCO roundtable discussions § SEC exam support § Other items, including sharing of credit is in place Fees are calculated pro rata and billed monthly industry best practices across many areas NOTE: the CCO Support team does NOT serve as the Fund CCO In addition to the fees described above, additional fees Miscellaneous Expenses may be charged to the extent that changes to applicable laws, rules or regulations require additional work or expenses related to services provided (e.g., compliance with new liquidity risk management and reporting requirements). 2 “Sponsor trades” are defined as any trades put through the Portfolio, on behalf of the Fund by any portfolio manager/sub advisor and their affiliates authorized by the BOT to act on behalf of the Fund, outside of the create/redeem process. Cash-in-Lieu proceeds received as part of the create/redeem process, and their related transactions are not considered to be “Sponsor trades. EXHIBIT C (continued) to the Custody Agreement APPENDIX D Additional Global Sub-Custodial Services Annual Fee Schedule Base Fee A monthly base fee per fund will apply based on the number of foreign securities held. If no global assets are held within a given month, the monthly base charge will not apply for that month.

Appears in 1 contract

Samples: Transfer Agent Servicing Agreement (ETF Managers Trust)

Annual Minimum per Fund Basis Points on Trust AUM. Funds 1-10 5 $__ First $500m _1b _ bp Funds 11-20 $__ Next $500m __ Funds 216+ $__ Balance __ See APPENDIX C for Services and Associate Fees in addition bp 1 Each fund, regardless of asset size, will have fees allocated to Base Fee See APPENDIX D for Global Sub-Custodial Services & Safekeeping Services in addition it equal to the Base Fee 1Monthly base fees are calculated using the bps schedule. If bps schedule meets or exceeds the cumulative minimum requirement at Trust level, fees will be assessed/invoiced per fund at those ratesminimum. If bps schedule does not meet Should the cumulative complex level basis point fee calculation exceed the complex level minimum requirementsfee level calculation, additional the fees in excess of the minimum adjustments will be allocated amongst to each of fund based on the funds and assessed/invoiced as neededpercent on AUM. Once a Fund is operational, should ETF Managers Group, LLC (the “Adviser”) terminate this service agreement with USBFS U.S. Bank be terminated prior to the end of the initial five two year period, the Adviser will be will be responsible for the balance of the minimum fees for the remainder of the service agreement’s 12-month period beginning with the Fund’s launch or any anniversary of launch. To avoid doubt, if “The Adviser” Adviser launched a Fund on March 1, 2017 2020 and terminated the relationship on June 30, 20182021, the Adviser would be responsible for owe U.S. Bank up to 50% of that fund’s minimum fees through February 2019 $_ (end $_ admin/acct/ta + $_ Custody). Additional services not included above shall be mutually agreed upon at the time of 12 month period from 03/01/18 anniversary date)the service being added. In addition to the fees described above, additional fees may be charged to the extent that changes to applicable laws, rules or regulations require additional work or expenses related to services provided (e.g., compliance with new liquidity risk management and reporting requirements). 2 Subject to annual CPI increase - All Urban Consumers - U.S. City Average. Fees are calculated pro rata and billed monthly EXHIBIT C (continuedAdvisor’s Signature below acknowledges approval of the Fund Accounting fee schedule on this Exhibit 3 CornerCap Investment Counsel, Inc. By: /s/ Jeffxxx Xxxxxxx Xxxector of Research Printed Name and Title: Jeffxxx Xxxxxxx Xxxector of Research Date: 8/11/2020 Exhibit 3(continued) to the Trust for Advised Portfolios Custody Agreement APPENDIX C Domestic Custody Services in addition to the Base Fee Portfolio Transaction Fees2 § $__– ▪ $ _ - Book entry DTC transaction, Federal Reserve transaction, principal paydown § $__– ▪ $ _ - Repurchase agreement, reverse repurchase agreement, time deposit/CD or other non-depository transaction § $__– ▪ $ _ - Option/SWAPS/future contract written, exercised or expired § $__– _ - Mutual fund trade, Margin Variation Wire and outbound Fed wire § $__– _ - Physical security transaction § $__– ▪ $ _ - Check disbursement (waived if U.S. Bancorp Bank is Administrator) A transaction is a purchase/sale of a security, free receipt/free delivery, maturity, tender or exchange. Miscellaneous Expenses All other miscellaneous fees and expenses, including but not limited to the following, will be separately billed as incurred: expenses incurred in the safekeeping, delivery and receipt of securities, shipping, transfer fees, deposit withdrawals at custodian (DWAC) fees, SWIFT charges, negative interest charges and extraordinary expenses based upon complexity. Additional Services § Additional fees apply for global servicing. Fund of Fund expenses quoted separately. § $__– _ per Sub Advisor § custody sub - account per year (e.g., per sub -adviser, segregated account, etc.) ▪ Class Action Services - $__-- Segregated custody account § 25 filing fee per class action per account, plus _ % of gross proceeds, up to a maximum per recovery not to exceed $_ . ▪ No charge for the initial conversion free receipt. § Overdrafts - charged to the account at prime interest rate plus ___ %, unless a line of credit is in place Fees are calculated pro rata and billed monthly Additional services not included above shall be mutually agreed upon at the time of the service being added. In addition to the fees described above, additional fees may be charged to the extent that changes to applicable laws, rules or regulations require additional work or expenses related to services provided (e.g., compliance with new liquidity risk management and reporting requirements). 2 “Sponsor trades” are defined as any trades put through the Portfolio, on behalf of the Fund by any portfolio manager/sub advisor and their affiliates authorized by the BOT to act on behalf of the Fund, outside of the create/redeem process. Cash-in-Lieu proceeds received as part of the create/redeem process, and their related transactions are not considered to be “Sponsor trades. EXHIBIT C (continuedExhibit 3(continued) to the Trust for Advised Portfolios Custody Agreement APPENDIX D Additional Global Sub-Custodial Services Annual Fee Schedule Base Fee A monthly base fee of $_ per fund will apply based on the number of when foreign securities are held. If no global assets are held within a given month, the monthly base charge will not apply for that month. In addition, the follow may apply- ▪ Euroclear - Eurobonds only. Eurobonds are held in Euroclear at a standard rate, but other types of securities (including but not limited to equities, domestic market debt and mutual funds) will be subject to a surcharge. In addition, certain transactions that are delivered within Euroclear or from a Euroclear account to a third party depository or settlement system, will be subject to a surcharge. ▪ For all other markets specified above, surcharges may apply if a security is held outside of the local market. Plus: Global Custody Transaction Fees1 Global Custody transaction fees associate with Sponsor Trades1. (See schedule below) ▪ A transaction is defined as any purchase/sale, free receipt / free delivery, maturity, tender or exchange of a security. Global Safekeeping and Transaction Fees (See schedule below) Tax Reclamation Services Miscellaneous Expenses ▪ Charges incurred by U.S. Bank, N.A. directly or through sub-custodians for account opening fees, tax reclaim fees, local taxes, stamp duties or other local duties and assessments, stock exchange fees, foreign exchange transactions, postage and insurance for shipping, facsimile reporting, extraordinary telecommunications fees, proxy services and other shareholder communications, recurring administration fees, negative interest charges, overdraft charges or other expenses which are unique to a country in which the client or its clients is investing will be passed along as incurred. ▪ A surcharge may be added to certain miscellaneous expenses listed herein to cover handling, servicing and other administrative costs associated with the activities giving rise to such expenses. Also, certain expenses are charged at a predetermined flat rate. ▪ SWIFT reporting and message fees. Fees are calculated pro rata and billed monthly 1“Sponsor trades” are defined as any trades put through the Portfolio, on behalf of the Fund by any portfolio manager/sub advisor and their affiliates authorized by the BOT to act on behalf of the Fund, outside of the create/redeem process. Cash-in-Lieu proceeds received as part of the create/redeem process, and their related transactions are not considered to be “Sponsor trades.” Additional Global Sub-Custodial Services Annual Fee Schedule Country Safekeeping (BPS) Transaction fee Country Safekeeping (BPS) Transaction fee Country Safekeeping (BPS) Transaction fee Australia _ _ Hungary _ _ _ _ _ _ Poland _ _ _ _ _ _ Argentina _ _ Iceland _ _ Portugal _ _ Austria _ _ India _ _ Qatar _ _ Bahrain _ _ Indonesia _ _ _ _ Romania _ _ _ _ Bangladesh _ _ Ireland _ _ Russia _ _ Belgium _ _ Israel _ _ Serbia _ _ Bermuda _ _ Italy _ _ Singapore _ _ Botswana _ _ Japan _ _ Slovakia _ _ Brazil _ _ Jordan _ _ Slovenia _ _ Bulgaria _ _ Kenya _ _ South Africa _ _ Canada _ _ Kuwait _ _ South Korea _ _ Chile _ _ Latvia _ _ Spain _ _ China Connect _ _ Lithuania _ _ Sri Lanka _ _ China (B Shares) _ _ Luxembourg _ _ Eswatini _ _ Colombia _ _ Malaysia _ _ Sweden _ _ Costa Rica _ _ Malta _ _ Switzerland _ _ Croatia _ _ Mauritius _ _ Taiwan _ _ Cyprus _ _ Mexico _ _ Thailand _ _ Czech Republic _ _ Morocco _ _ Tunisia _ _ Denmark _ _ Namibia _ _ Turkey _ _ Egypt _ _ Netherlands _ _ UAE _ _ Estonia _ _ New Zealand _ _ Uganda _ _ Euroclear(Eurobonds) _ _ Nigeria _ _ Ukraine _ _ Euroclear(Non-Eurobonds) _ _ Norway _ _ United Kingdom _ _ Finland _ _ Oman _ _ Uruguay _ _ France _ _ Pakistan _ _ Vietnam _ _ Germany _ _ Panama _ _ West African Economic Monetary Union (WAEMU)* _ _ Ghana _ _ Peru _ _ Zambia _ _ Greece _ _ Philippines _ _ Zimbabwe _ _ Hong Kong _ _ Saudi Arabia _ _ * Includes Ivory Coast, Mali, Niger, Burkina Faso, Senegal, Guinnea Bissau, Togo and Benin.

Appears in 1 contract

Samples: Custody Agreement (Trust for Advised Portfolios)

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Annual Minimum per Fund Basis Points on Trust AUM. Funds 1-5 $__ First $250m __bps Funds 6-10 $__ First Next $500250m __ _bps Funds 11-20 15 $__ Next $500m __ _bps Funds 2116+ $__ Balance __ _bps See APPENDIX C A for Services and Associate Associated Fees in addition to Base Fee See APPENDIX D for Global Sub-Custodial Services & Safekeeping Services in addition to the Base Fee See APPENDIX B for OPTIONAL Supplemental Services and Associated Fees 1Monthly base fees are calculated using the bps schedule. If bps schedule meets or exceeds the cumulative minimum requirement at Trust level, fees will be assessed/invoiced per fund at those rates. If bps schedule does not meet the cumulative minimum requirements, additional minimum adjustments will be allocated amongst each of the funds and assessed/invoiced as needed. Once a Fund is operational, should ETF Managers Group, LLC (the “Adviser”) terminate this service agreement with USBFS prior to the end of the initial five year period, the Adviser will be will be responsible for the balance of the minimum fees for the remainder of the service agreement’s 12-month period beginning with the Fund’s launch or any anniversary of launch. To avoid doubt, if “The Adviser” launched a Fund on March 1, 2017 and terminated the relationship on June 30, 2018, the Adviser would be responsible for up to 50% of that fund’s minimum fees through February 2019 (end of 12 month period from 03/01/18 anniversary date). In addition to the fees described above, additional fees may be charged to the extent that changes to applicable laws, rules or regulations require additional work or expenses related to services provided (e.g., compliance with new liquidity risk management and reporting requirements). 2 Subject to annual CPI increase - All Urban Consumers - U.S. City Average. Fees are calculated pro rata and billed monthly EXHIBIT Exhibit C (continued) to the Custody Fund Accounting Servicing Agreement APPENDIX C Domestic Custody A Fund Accounting, Fund Administration & Transfer Agent Services in addition to the Base Fee Portfolio Transaction Fees2 at November, 2017 Pricing Services For daily pricing of each securities (estimated 252 pricing days annually) § $__– Book entry DTC transactionDomestic Equities, Federal Reserve transactionOptions, principal paydown ADRs, Foreign Equities, Futures, Forwards, Currency Rates, Mutual Funds, ETFs § $__– Repurchase agreementDomestic Corporates, reverse repurchase agreementDomestic Convertibles, time deposit/CD or other non-depository transaction Domestic Governments, Domestic Agencies, Mortgage Backed, Municipal Bonds § $__– Option/SWAPS/future contract writtenCMOs, exercised or expired Money Market Instruments, Foreign Corporates, Foreign Convertibles, Foreign Governments, Foreign Agencies, Asset Backed, High Yield § $__– Mutual fund tradeInterest Rate Swaps, Margin Variation Wire and outbound Fed wire Foreign Currency Swaps, Total Return Swaps, Total Return Bullet Swaps § $__– Physical security transaction Bank Loans § $__– Check disbursement (waived if U.S. Bancorp is Administrator) A transaction is a purchase/sale of a securitySwaptions § $__ – Intraday money market funds pricing, free receipt/free delivery, maturity, tender or exchange. Miscellaneous Expenses All other miscellaneous fees and expenses, including but not limited up to the following, will be separately billed as incurred: expenses incurred in the safekeeping, delivery and receipt of securities, shipping, transfer fees, deposit withdrawals at custodian (DWAC) fees, SWIFT charges, negative interest charges and extraordinary expenses based upon complexity. Additional Services § Additional fees apply for global servicing. Fund of Fund expenses quoted separately. 3 times per day § $__– Credit Default Swaps § $__ per Sub Advisor Month Manual Security Pricing (>__per day) NOTE: Prices are based on using U.S. Bancorp primary pricing service which may vary by security type and are subject to change. Use of alternative and/or additional sources may result in additional fees. Pricing vendors may designate certain securities as hard to value or as a non-standard security type, such as CLOs and CDOs, which may result in additional fees. All schedules subject to change depending upon the use of unique security type requiring special pricing or accounting arrangements. Corporate Action Services Fee for IDC data used to monitor corporate actions § $__-- Segregated custody account per Foreign Equity Security per Month § No charge for the initial conversion free receipt. § Overdrafts – charged to the account at prime interest rate plus $__%per Domestic Equity Security per Month § $__per CMOs, unless Asset Backed, Mortgage Backed Security per Month Third Party Administrative Data Charges (descriptive data for analytics, reporting and compliance) § $__ per security per month for fund administrative Chief Compliance Officer Support Fee1 § CCO support annual fee: $__per business line / per trust for each USBFS service selected (fund administration, fund accounting, transfer agent, custody) Chief Compliance Officer Support Fee includes the following services: § Access to all USBFS business line materials via the CCO Portal including business line Critical Procedures, Compliance Controls, Testing of Controls, Annual USBFS CCO Review, SSAE 16 audits of business lines § Assist the Fund CCO with quarterly 38a-1 certifications including a review of any changes to critical policies, procedures and controls and compliance events as required under Rule 38a-1 of the Investment Company Act § Testing of procedures and controls across all business lines with access to business line managers and subject matter experts § Quarterly CCO teleconferences and “Focus Calls” specific to current topics such as cybersecurity § CCO forums held periodically throughout the year in major cities § Annual client conference which includes CCO roundtable discussions § SEC exam support § Other items, including sharing of credit is in place Fees are calculated pro rata and billed monthly industry best practices across many areas NOTE: the CCO Support team does NOT serve as the Fund CCO In addition to the fees described above, additional fees Miscellaneous Expenses may be charged to the extent that changes to applicable laws, rules or regulations require additional work or expenses related to services provided (e.g., compliance with new liquidity risk management and reporting requirements). 2 “Sponsor trades” are defined as any trades put through the Portfolio, on behalf of the Fund by any portfolio manager/sub advisor and their affiliates authorized by the BOT to act on behalf of the Fund, outside of the create/redeem process. Cash-in-Lieu proceeds received as part of the create/redeem process, and their related transactions are not considered to be “Sponsor trades. EXHIBIT C (continued) to the Custody Agreement APPENDIX D Additional Global Sub-Custodial Services Annual Fee Schedule Base Fee A monthly base fee per fund will apply based on the number of foreign securities held. If no global assets are held within a given month, the monthly base charge will not apply for that month.

Appears in 1 contract

Samples: Fund Administration Servicing Agreement (ETF Managers Trust)

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