Morgan Stanley
Xxxxxx Xxxxxxx
0000 XXXXXXXX, 6th FLOOR
NEW YORK, NEW YORK 10036
June 1,2014
The Huntington Funds
00 Xxxxx Xxxx Xxxxxx
Columbus, Ohio 43215
RE: Amendment dated as of June 1, 2014 to the Master Securities Loan Agreement and Exclusive Fee Side Letter
Xxxxxx Xxxxxxx & Co. LLC (“Xxxxxx Xxxxxxx”) and The Huntington Funds (the “Funds”), having previously entered into a Master Securities Loan Agreement dated as of February 21, 2012 (the “Agreement”) and an Exclusive Fee Side Letter to the Agreement dated as of May 22, 2013 (the “Exclusive Fee Side Letter”), agree as follows:
| (i) | to replace Schedule I to the Agreement with the attached Schedule I; |
| (ii) | to replace Exhibit A of the Exclusive Fee Side Letter with the attached Exhibit A; |
| (iii) | to extend the terms and conditions of the Exclusive Fee Side Letter, for the period commencing June 1, 2014 through August 31, 2014 (the “Lending Period”); and |
| (iv) | in addition to the Minimum Fee and in consideration for custody services covering monitoring and record-keeping relating to the Exclusive Fee Side Letter, Xxxxxx Xxxxxxx agrees to pay The Huntington National Bank on behalf the Funds the fees set out in the attached Exhibit B (the “Transaction Fee”). |
Except as otherwise set forth herein, each of the Agreement and Exclusive Fee Side Letter (as amended and superseded from time to time) shall remain unchanged and in full force and effect. From and after the date hereof, any reference to the Agreement or Exclusive Fee Side Letter shall be a reference to the Agreement or Exclusive Fee Side Letter as amended hereby.
| XXXXXX XXXXXXX & CO. LLC | EACH OF THE HUNTINGTON FUNDS LISTED ON SCHEDULE I AND EXHIBIT A | |||||||
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| By: | By: | |||||||
| Name: | Name: | |||||||
| Title: | Title: | |||||||
Schedule I to the Agreement
(as of June 1, 2014)
Huntington Real Strategies Fund
Huntington Situs Fund
Huntington International Equity Fund
Huntington World Income Fund
Huntington Dividend Capture Fund
Huntington VA Dividend Capture Fund
Huntington Global Select Markets Fund
Huntington VA Situs Fund
Huntington VA International Equity Fund
Huntington VA Mid Corp America Fund
Huntington VA Income Equity Fund
Huntington Mortgage Securities Fund
Exhibit A to the Exclusive Fee Side Letter
(as of June 1, 2014)
| Fund Name |
Total Asset Value as of 5/12/2014 |
Minimum Fee |
||||||
| Huntington Real Strategies Fund |
$61,485,943 | $10,800 | ||||||
| Huntington Situs Fund |
$333,841,157 | $203,500 | ||||||
| Huntington International Equity Fund |
$163,291,702 | $3,600 | ||||||
| Huntington World Income Fund |
$22,435,849 | $12,000 | ||||||
| Huntington Dividend Capture Fund |
$266,785,386 | $7,200 | ||||||
| Huntington VA Dividend Capture Fund |
$30,678,548 | $240 | ||||||
| Huntington Global Select Markets Fund |
$5,615,655 | $240 | ||||||
| Huntington VA Situs Fund |
$54,079,705 | $48,000 | ||||||
| Huntington VA International Equity Fund |
$21,878,859 | $240 | ||||||
| Huntington VA Mid Corp America Fund |
$12,427,096 | $1,200 | ||||||
| Huntington VA Income Equity Fund |
$11,687,718 | $240 | ||||||
| Huntington Mortgage Securities Fund |
$350,119 | $240 | ||||||
| TOTALS |
$984,557,736 | $287,500 | ||||||
Exhibit B to the Exclusive Fee Side Letter
| I.) Transaction Fee |
$22 per borrow and return, not to exceed an aggregate sum of $12,500 for the Lending Period.
| II.) Payment |
The above fees will be invoiced monthly. Payment is due within 10 days following calendar month-end.
