litman gregory Funds Trust Amendment to Restated Contractual Advisory Fee Waiver Agreement
xxxxxx xxxxxxx Funds Trust
Amendment to Restated Contractual Advisory Fee Waiver Agreement
THIS AMENDMENT TO RESTATED CONTRACTUAL ADVISORY FEE WAIVER AGREEMENT (this “Amendment”), dated as of August 31, 2011, is entered into by and between XXXXXX XXXXXXX FUNDS TRUST (the “Trust”), a Delaware statutory trust, and XXXXXX XXXXXXX FUND ADVISORS, LLC, a California limited liability company (the “Advisor,” together with the Trust, the “Parties”).
RECITALS
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WHEREAS, the Parties have entered into the Restated Contractual Advisory Fee Waiver Agreement, dated as of January 1, 2006, as amended (the “Agreement”);
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WHEREAS, the Trust has recently changed its name from The Masters’ Select Funds Trust to Xxxxxx Xxxxxxx Funds Trust;
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WHEREAS, the Advisor has recently changed its name from Xxxxxx/Xxxxxxx Fund Advisors, LLC to Xxxxxx Xxxxxxx Fund Advisors, LLC;
WHEREAS, the Trust has established a new series, Xxxxxx Xxxxxxx Masters Alternative Strategies Fund (the “Fund”);
WHEREAS, the Trust has retained the Advisor to provide investment management advice and services to the Fund pursuant to the Unified Investment Advisory Agreement, dated as of May 28, 2003, as amended, by and between the Trust and the Advisor (the “Investment Advisory Agreement”);
WHEREAS, the Advisor desires to waive a portion of the advisory fees it is entitled to receive under the Investment Advisory Agreement with respect to the Fund, and the Trust (on behalf of the Fund) desires to allow the Advisor to implement such waiver;
WHEREAS, the Parties desire to amend the Agreement to reflect the aforementioned changes;
NOW, THEREFORE, in consideration of the mutual agreements herein set forth, and for other good and valuable consideration, the adequacy and sufficiency of which are hereby acknowledged, the Parties agree as follows:
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1.
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All references to “The Masters’ Select Funds Trust” in the Agreement are hereby replaced with “Xxxxxx Xxxxxxx Funds Trust.”
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2.
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All references to “Xxxxxx/Xxxxxxx Fund Advisors, LLC” in the Agreement are hereby replaced with “Xxxxxx Xxxxxxx Fund Advisors, LLC.”
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3.
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Appendix A to the Agreement is hereby suspended and replaced in its entirety with Appendix A attached to this Amendment.
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4.
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Except as expressly amended by this Amendment, the Agreement shall remain unchanged and in full force and effect.
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IN WITNESS WHEREOF, the Parties have caused this Amendment to be duly executed by their duly authorized officers on one or more counterparts, all on the date and year first above written.
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XXXXXX XXXXXXX FUNDS TRUST
on behalf of its series listed on Appendix A
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XXXXXX XXXXXXX FUND ADVISORS, LLC
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By:
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____________________________________________ |
By:
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________________________________ | |
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Name:
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Name:
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Title:
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Title:
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Appendix A
FUND AND WAIVER SCHEDULE – XXXXXX XXXXXXX FUNDS TRUST
(updated August 31, 2011)
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Fund
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Fee Waiver Rate
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· Xxxxxx Xxxxxxx Masters Select Equity Fund
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None
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· Xxxxxx Xxxxxxx Masters Select International Fund
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Such percentage rate of the daily net assets of the Fund so that after payment of all sub-advisory fees, the net advisory fee retained by the Advisor is 0.40% of the daily net assets of the Fund on the first $1 billion of daily net assets and 0.30% of Fund assets in excess of
$1 billion (1).
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· Xxxxxx Xxxxxxx Masters Select Value Fund
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0.02% of the daily net assets of the Fund
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· Xxxxxx Xxxxxxx Masters Select Smaller Companies Fund
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None
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· Xxxxxx Xxxxxxx Masters Select Focused opportunities Fund
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0.08% of the daily net assets of the Fund
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· Xxxxxx Xxxxxxx Masters Alternative Strategies Fund
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None
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(1) For example: The Fund’s advisory fee is 1.10% of the Fund’s daily net assets. Assuming payment of sub-advisory fees of 0.56% of the Fund’s daily net assets, on the first $1 billion of the Fund’s daily net assets, the Advisor will waive a portion of its fee equal to 0.14% of the Fund’s daily net assets and retain a net advisory fee equal to 0.40% of the Fund’s daily net assets. For the portion of assets in excess of $1 billion, the Fund’s advisory fee is 1.00% of the Fund’s daily net assets. Assuming payment of sub-advisory fees of 0.56% of the Fund’s daily net assets, on assets in excess of $1 billion, the Advisor will waive a portion of its fee equal to 0.14% of the Fund’s daily net assets and retain a net advisory fee equal to 0.30% of the Fund’s daily net assets.
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XXXXXX XXXXXXX FUNDS TRUST
on behalf of its series listed above
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XXXXXX XXXXXXX FUND ADVISORS, LLC
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By:
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______________________________________ |
By:
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________________________________ | |
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Name:
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Name:
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Title:
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Title:
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