FIFTH AMENDMENT TO AMENDED AND RESTATED DISTRIBUTION SERVICES AGREEMENT
FIFTH AMENDMENT TO
AMENDED AND RESTATED
This
fifth amendment (the “Amendment”) to the Amended and
Restated Distribution Agreement (the “Agreement”) dated
as of November 17, 2010 by and among Teucrium Trading, LLC (the
“Sponsor”), Teucrium Commodity Trust (the
“Trust”) and Foreside Fund Services, LLC
(“Foreside”) is entered into as of December 2, 2020, the
“Effective Date”).
WHEREAS, the Sponsor, the Trust and
Foreside (the “Parties”) desire to amend the Agreement
to reflect the addition of one Fund; and
WHEREAS, pursuant to Section 8(b) of the
Agreement, no provisions may be changed, waived, discharged or
terminated except by an instrument in writing and signed by the
Parties.
NOW THEREFORE, for good and valuable
consideration, the receipt and sufficiency of which are
acknowledged, the Parties hereby agree as follows:
1.
Exhibit A to the
Agreement is hereby deleted and replaced in its entirety by the
Exhibit A attached hereto.
2.
Exhibit B to the
Agreement is hereby deleted and replaced in its entirety by the
Exhibit B attached hereto.
3.
Except as expressly
amended hereby, all of the provisions of the Agreement shall remain
unamended and in full force and effect to the same extent as if
fully set forth herein.
4.
This Amendment
shall be governed by, and the provisions of this Amendment shall be
construed and interpreted under and in accordance with, the laws of
the State of Delaware.
IN WITNESS WHEREOF, the Parties hereto
have caused this Amendment to be executed in their names and on
their behalf by and through their duly authorized officers, as of
the Effective Date.
FORESIDE
FUND SERVICES,
LLC
TEUCRIUM
TRADING, LLC
By:
________________________
By:
___________________________
Name:
Xxxx
Xxxxxxxxx
_______Sal Gilbertie__________
Title:
Vice
President
__________CEO_____________
By:
________________________
Name:
______Sal
Gilbertie________
Title:
_________CEO____________
Schedule 1
EXHIBIT A
Teucrium
Corn Fund
Teucrium
Soybean Fund
Teucrium
Sugar Fund
Teucrium
Wheat Fund
Teucrium
Water Fund
Schedule 2
EXHIBIT B
Fee Schedule*
|
Fixed Fee
|
Rate
|
|
Base
Fee
|
$100,000
per annum, calculated and billed monthly
|
|
|
|
|
|
|
|
|
|
|
Asset-Based Fee
|
Rate
|
|
Basis
point fee on all assets under management for Funds listed in
Exhibit A
|
One
basis point (0.01%) per annum on the total average net assets of
the Funds listed in Exhibit A. Such fee to be calculated and billed
monthly.
|
The maximum fees to be received by Foreside per Fund over the two
years of each Offering:
CORN:
$370,000 (Allocated
base fee plus 1 basis point per annum on total gross offering
proceeds). This maximum assumes that the Fund has $1,201,888,182 in
average net assets over the first two years of
distribution.
SOYBEAN:
$85,270.66
(Allocated base fee plus 1 basis point per annum on total gross
offering proceeds). This maximum assumes that the Fund has a
constant $250 million in average net assets over the first two
years of distribution.
SUGAR:
$85,270.66
(Allocated base fee plus 1 basis point per annum on total gross
offering proceeds). This maximum assumes that the Fund has a
constant $250 million in average net assets over the first two
years of distribution.
WHEAT:
$85,270.66
(Allocated base fee plus 1 basis point per annum on total gross
offering proceeds). This maximum assumes that the Fund has a
constant $250 million in average net assets over the first two
years of distribution.
WATER:
$85,270.66
(Allocated base fee plus 1 basis point per annum on total gross
offering proceeds). This maximum assumes that the Fund has a
constant $250 million in average net assets over the first two
years of distribution.
Out-Of-Pocket and Related Expenses
The
Adviser shall also reimburse Distributor for all FINRA filing fees
related to Distributor’s review of sales and advertising
materials for the each Fund.
Maximum out-of-pocket expenses to be received by Foreside per Fund
over the two years of each offering:
CORN:
$6,000 sales &
advertising FINRA filing fees
SOYBEAN:
$6,000 sales &
advertising FINRA filing fees
SUGAR:
$6,000 sales &
advertising FINRA filing fees
WHEAT:
$6,000 sales &
advertising FINRA filing fees
WATER:
$6,000 sales &
advertising FINRA filing fees
Sales
and advertising FINRA filing fees are Issuer Costs as defined
pursuant to FINRA Rule 2310(b)(4)(C) and are not considered part of
the Distributor’s underwriting compensation.
