Amendment to Administration, Bookkeeping and Pricing Services Agreement
THIS AMENDMENT IS MADE AS OF [ ], 2016 (the “Effective Date”) between WesMark Funds (the “Trust”), an open-end, management investment company organized as a business trust under the laws of the State of Massachusetts, and ALPS Fund Services, Inc. (“ALPS”), a Colorado corporation.
WHEREAS, the Trust and ALPS have entered into an Administration, Bookkeeping and Pricing Services Agreement dated March 31, 2009, as amended (the “Agreement”); and
WHEREAS, the Trust and ALPS wish to modify the Agreement.
NOW, THEREFORE, in consideration of the premises and mutual covenants hereinafter contained, the parties hereto agree as follows:
1. As of the Effective Date, Appendix A of the Agreement is replaced in its entirety with the new Appendix A attached hereto and incorporated by reference herein.
2. As of the Effective Date, Section 2(a) of the Agreement is replaced in its entirety with the following:
2. ALPS Compensation; Expenses
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In consideration for the services to be performed hereunder by ALPS, the Trust shall pay ALPS the fees listed in Appendix C hereto. Notwithstanding anything to the contrary in this Agreement, fees billed for the services to be performed by ALPS under this Agreement are based on information provided by the Trust and such fees are subject to renegotiation between the parties to the extent such information is determined to be materially different from what the Trust originally provided to ALPS. During each year of the term of this Agreement, unless the parties shall otherwise agree and provided that the service mix and volumes remain consistent with those provided in the previous year of this Agreement, the fee that would be charged for the same service would be the base fee rate (as reflected in Appendix C) subject to an annual cost of living adjustment based on the Consumer Price Index for Urban Wage Earners and Clerical Workers, for the Denver-Boulder-Greeley area, as published bimonthly by the United States Department of Labor, Bureau of Labor Statistics, or, in the event that publication of such index is terminated, any successor or substitute index, appropriately adjusted, acceptable to all parties.
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3. As of the Effective Date, Appendix C of the Agreement is replaced in its entirety with the new Appendix C attached hereto and incorporated by reference herein.
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All other provisions of the Agreement shall remain unchanged.
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IN WITNESS WHEREOF, the Amendment has been executed by a duly authorized representative of each of the parties hereto as of the date of this Amendment as set forth above.
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ALPS FUND SERVICES, INC.
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By:
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By:
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Name:
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Xxxxx X. Xxxxxxx
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Name:
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Xxxxxx X. May
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Title:
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President
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Title:
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President
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APPENDIX A
LIST OF PORTFOLIOS
WesMark Small Company Growth Fund
WesMark Growth Fund
WesMark Balanced Fund
WesMark Government Bond Fund
WesMark West Virginia Municipal Bond Fund
WesMark Tactical Opportunity Fund
APPENDIX C
COMPENSATION
Annual Fee: Greater of $700,000 annual minimum for the Portfolios listed in Appendix A as of the Effective Date or:
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i.
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7.0 basis points of the Portfolios’ average annual net assets between $0 - $lB;
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ii.
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5.0 basis points of the Portfolios’ average annual net assets between $lB - $3B; and
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iii.
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4.0 basis points of the Portfolios’ average annual net assets over $3B.
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In addition, there will be a $5,000 annual fee charged per each additional share class.
Pass-through at cost of out-of-pocket expenses, including: third-party security pricing and/or data fees; Bloomberg fees; Gainskeeper fees; Blue Sky fees; control review reports; travel expenses to Board meetings and on-sight supervisory reviews; sales reporting and customized programming/enhancements; and other expenses which may occur at the direction of the Trust.
LATE CHARGES: All invoices are due and payable upon receipt. Any invoices not paid within forty-five (45) days of the invoice date are subject to a one percent (l%) per month financing charge on any unpaid balance but only to the extent permitted by law.
