UMB SCOUT FUNDS, ON BEHALF OF
UMB SCOUT STOCK FUND, UMB SCOUT BOND FUND,
UMB SCOUT MID CAP FUND AND
UMB SCOUT INTERNATIONAL DISCOVERY FUND
FEE WAIVER AND EXPENSE ASSUMPTION AGREEMENT
THIS AGREEMENT is made effective as of the 31st day of October 2009, by and
between UMB SCOUT FUNDS, a Delaware statutory trust (the "Trust"), on behalf of
its UMB SCOUT STOCK FUND, UMB SCOUT BOND FUND, UMB SCOUT MID CAP FUND and UMB
SCOUT INTERNATIONAL DISCOVERY FUND series (each a "Fund" and collectively, the
"Funds"), and SCOUT INVESTMENT ADVISORS, INC., a Missouri corporation (the
"Advisor").
WHEREAS, the Trust and the Advisor have previously entered into separate
agreements pertaining to the fee waiver and expense assumption arrangements for
the Funds that are effective through October 31, 2009; and
WHEREAS, the Trust and the Advisor wish to enter into a single consolidated
agreement with respect to the Funds' fee waiver and expense assumption
arrangements that will become effective October 31, 2009.
NOW, THEREFORE, in consideration of the mutual promises and agreements herein
contained and other good and valuable consideration, the receipt of which is
hereby acknowledged, the parties hereto, intending to be legally bound, do
hereby agree as follows:
The Advisor hereby agrees to waive all or a portion of its advisory fees, and,
if necessary, to assume certain other expenses (to the extent permitted by the
Internal Revenue Code of 1986, as amended) of the Funds, to the extent necessary
so that the Funds' total annual operating expenses (excluding any taxes,
interest, brokerage fees and non-routine expenses), for a period commencing on
the date of this Agreement through October 31, 2010, do not exceed the following
levels:
o 0.90% of average daily net assets for UMB Scout Stock Fund
o 0.57% of average daily net assets for UMB Scout Bond Fund
o 1.40% of average daily net assets for UMB Scout Mid Cap Fund
o 1.60% of average daily net assets for UMB Scout International
Discovery Fund
The Trust, on behalf of each Fund, agrees to repay the Advisor any fees
previously waived or expenses previously assumed for the Fund in later periods;
provided, however, that the repayment shall be payable only to the extent that
it (1) can be made during the three years following the time at which the
Advisor waived fees or assumed expenses for the Fund under this Agreement, and
(2) can be repaid without causing the total annual operating expenses (excluding
any taxes, interest, brokerage fees and non-routine expenses) of the Fund to
exceed any applicable fee waiver or expense limitation agreement that was in
place for the Fund at the time the fees were waived or expenses were assumed.
The Trust agrees to furnish or otherwise make available to the Advisor such
copies of its financial statements, reports, and other information relating to
its business and affairs as the Advisor may, at any time or from time to time,
reasonably request in connection with this Agreement.
This Agreement may not be assigned by the Advisor without the prior consent of
the Trust. This Agreement shall automatically terminate upon the termination of
the Advisory Agreement or in the event of merger, reorganization or liquidation
of the Fund.
The parties hereto have caused this Agreement to be effective as of the
31st day of October, 2009.
UMB SCOUT FUNDS
By: /S/ XXXX X. XXXXXXX
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Name and Title: XXXX X. XXXXXXX, PRESIDENT
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SCOUT INVESTMENT ADVISORS, INC.
By: /S/ XXXXX X. XXXXXXX
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Name and Title: XXXXX X. XXXXXXX, CHAIRMAN
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