AMENDMENT TO THE ADVISORS SERIES TRUST TRANSFER AGENT SERVICING AGREEMENT
AMENDMENT
TO THE
THIS AMENDMENT dated as of the
10th day
of December, 2009, to the Transfer Agent Servicing Agreement, dated as of June
8, 2006, as amended (the “Agreement”), is entered into by and between Advisors Series Trust, a
Delaware statutory trust (the “Trust”) and U.S. Bancorp Fund Services, LLC,
a Wisconsin limited liability company (“USBFS”).
RECITALS
WHEREAS, the parties have
entered into a Transfer Agent Servicing Agreement; and
WHEREAS, the parties desire to
amend the series of the Trust to add a fund; and
WHEREAS, Section 12 of the
Agreement allows for its amendment by a written instrument executed by both
parties.
NOW, THEREFORE, the parties
agree to amend the exhibits and add the following series of Advisors Series
Trust:
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Exhibit S, the
fund and fees of Poplar Forest Partners Fund, is hereby added to the
Agreement and attached hereto.
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Except to
the extent amended hereby, the Agreement shall remain in full force and
effect.
IN WITNESS WHEREOF, the
parties hereto have caused this Amendment to be executed by a duly authorized
officer on one or more counterparts as of the date and year first written
above.
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U.S.
BANCORP FUND SERVICES, LLC
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By:
/s/ Xxxxxxx X.
Xxxx
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By:
/s/ Xxxxxxx X.
XxXxx
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Printed
Name: Xxxxxxx X. Xxxx
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Printed
Name: Xxxxxxx X. XxXxx
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Title: President
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Title:
Executive Vice President
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1
Exhibit
S
to
the
Separate
Series of the Advisors Series Trust Transfer Agent Servicing
| Name of Series | Date Added | |
| Poplar Forest Partners Fund | on or after December 31, 2009 |
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Multiple Series
Trust
TRANSFER AGENT & SHAREHOLDER
SERVICES
ACCOUNT SERVICES FEE
SCHEDULE
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Annual
Service Charges to the Fund*
§ Base
Fee Per
CUSIP
$[__] /year
§ NSCC
Level 3
Accounts
$[__] /open account
§ No-Load
Fund
Accounts
$[__] /open account
§ Load
Fund
Accounts $[__]
/open account
§ Daily
Accrual Fund
Accounts
$[__] /open account
§ Closed
Accounts $[__]
/closed account
Activity
Charges
§ Manual
Shareholder
Transaction
$[__] /transaction
§ Omnibus
Account
Transaction $[__]
/transaction
§ Correspondence $[__]
/item
§ Telephone
Calls $[__]
/minute
§ Voice
Response
Calls $[__]
/call
Implementation Charges
§ First
CUSIP
$[__] /fund group setup
§ Subsequent
CUSIPs $[__]
/each additional CUSIP
Out-Of-Pocket
Expenses
Including
but not limited to telephone toll-free lines, call transfers, mailing,
sorting and postage, stationery, envelopes, programming, service/data
conversion, AML verification services, special reports, insurance, record
retention, processing of literature fulfillment kits, microfilm,
microfiche, proxies, proxy services, lost shareholder search, disaster
recovery charges, ACH fees, Fed wire charges, NSCC charges, data
communication and implementation charges, travel, and
training.
Additional
Services
Available
but not included above are the following services - Expedited
CUSIP setup, FAN Web shareholder e-commerce, Vision intermediary
e-commerce, FAN Mail electronic data delivery, sales reporting data
warehouse, investor e-mail services, literature fulfillment, lead
conversion reporting, 12b-1 aging, Same Day Cash Flow System, and
Short-Term Trader reporting.
Fees
are billed monthly.
*Subject
to annual CPI increase, Milwaukee MSA.
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Advisor’s
Signature below acknowledges approval of the 5 pages of fee schedules on this
Exhibit S.
Poplar
Forest Capital LLC
By:
/s/ J. Xxxx
Xxxxxx
Printed
Name: J. Xxxx
Xxxxxx
Title: CEO Date:
12/16/09
2
Exhibit
S (continued) to the
Separate
Series of the Advisors Series Trust Transfer Agent Servicing
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FAN WEB
Shareholder
internet access to account information and transaction capabilities
through a transparent link at the fund group web
site. Shareholders access account information, portfolio
listing fund family, transaction history, purchase additional shares
through ACH, etc.
§ FAN Web Premium (Fund Groups over [__] open accounts)
− Implementation
- $[__] /fund group – includes up to [__] hours of technical/BSA
support
− Annual
Base Fee - $[__] /year
§ FAN Web Select (Fund Groups under [__] open accounts) – See Functionality
Worksheet
− Implementation
- $[__] /fund group – includes up to [__] hours of technical/BSA
support
− Annual
Base Fee - $[__] /year
§ FAN
Web Direct (API) – Quoted Separately
§ Customization
- $[__] /hour
§ Activity
(Session) Fees:
− Inquiry
- $[__] /event
− Account
Maintenance - $[__] /event
− Transaction
– financial transactions, reorder statements, etc. - $[__]
/event
− New
Account Setup - $[__] /event (Not available with FAN Web
Select)
VISION MUTUAL FUND
GATEWAY
Permits
broker/dealers, financial planners, and RIAs to use a web-based system to
perform order and account inquiry, execute trades, print applications,
review prospectuses, and establish new accounts.
§ Inquiry
Only
− Inquiry
- $[__] /event
− Per
broker ID - $[__] /month per ID
§ Transaction
Processing
− Implementation
- $[__] /management company
− Transaction
– purchase, redeem, exchange, literature order - $[__] /event
− New
Account Set-up – may contain multiple fund/accounts - $[__]
/event
− Monthly
Minimum Charge - $[__] /month
VISION ELECTRONIC
STATMENTS
Provides
the capability for financial intermediaries to access electronic
statements via the Vision application.*
§ Implementation Fees
− Develop
eBusiness Solutions Software - $[__] /fund group
− Code
Print Software - $[__]
§ Load charges
− $[__]
/image
§ Archive charge (for any image stored beyond
[__] years)
− $[__]
/document
*Normal
Vision ID and activity charges also
apply.
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3
Exhibit
S (continued) to the
Separate
Series of the Advisors Series Trust Transfer Agent Servicing
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Exhibit S (Continued) TRANSFER AGENT
& SHAREHOLDER SERVICES
SUPPLEMENTAL SERVICES - E-COMMERCE
SERVICES
FEE SCHEDULE at December,
2009
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FAN MAIL
Financial
planner mailbox provides transaction, account and price information to
financial planners and small broker/dealers for import into a variety of
financial planning software packages.
§ Base
Fee Per Management Company – file generation and delivery - $[__]
/year
§ Per
Record Charge
− Rep/Branch/ID
- $[__]
− Dealer
- $[__]
§ Price
Files - $[__] or $[__] /user per month, whichever is less
CLIENT Web DATA
ACCESS
USBFS
client on-line access to fund and investor data through USBFS technology
applications and data delivery and security software.
§ Setup:
MFx Portal - $[__]
§ Service
- $[__] /user per month
§ Access
to the following systems included:
− BDS
– Statement Storage and Retrieval
− ReportSource
– Mainframe T/A Report Library
− T/A
Imaging – Thin Client AWD
− FundSource
– Comprehensive Fund Information
− 3270
– T/A Mainframe Access
§ Custom
Electronic File Exchange (DDS of delivery of TIP files) - $[__] one time
setup fee
CLIENT DEDICATED LINE DATA
ACCESS
For
USBFS clients requiring continuous on-line access to USBFS shareholder
accounting systems, such as for client call center support:
§ $[__]
/year per workstation for TA2000 AWD access
§ Plus
data communications setup and monthly charges based upon location and
bandwidth
§ Plus
training billed at hourly rates plus out-of-pocket expenses
TRANSFER AGENT TRAINING
SERVICES
§ On-site
at USBFS - $[__] /day
§ At
client location - $[__] /day plus travel and out-of-pocket
expenses
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4
Exhibit S
(continued) to the Separate Series of the Advisors Series Trust Transfer Agent
Servicing Agreement
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Short-Term
Trader – Software application used to track and/or assess
transaction fees that are determined to be short-term
trades. Service can be applied to some or all funds within a
fund family.
§ [__]
days or less – $[__] /open account
§ [__]-[__]
days – $[__] /open account
§ [__]-[__]
days – $[__] /open account
§ [__]
days – [__] year - $[__] /open account
§ [__]
year – [__] years - $[__] /open account
Cost
Basis Reporting – Annual reporting of shareholder cost basis for
direct accounts based upon an average cost single category basis
calculation.
§ $[__]
/direct open account per year
Excessive
Trader – Software application that monitors the number of trades
(exchanges, redemptions) that meet fund family criteria for excessive
trading and automatically prevents trades in excess of the fund family
parameters.
§ $[__]
setup /fund group of [__]-[__] funds, $[__] setup /fund group of over [__]
funds
§ $[__]
/account per year
12b-1
Distribution Fee Aging – Aging shareholder account share lots in
order to monitor and begin assessing 12b-1 fees after a certain share lot
age will be charged at $[__] per open account per year.
Physical
Certificate Processing – Services to support the setup and
processing of physical certificated shares for a fund family:
§ $[__]
setup /fund group
§ $[__]
/certificate transaction
E-Mail
Services – Services to capture, queue, monitor, service and archive
shareholder e-mail correspondence:
§ $[__]
setup /fund group
§ $[__]
/month administration
§ $[__]
/received e-mail correspondence
Dealer
Reclaim Services – Services reclaim fund losses due to the pricing
differences for dealer trade adjustments such as between dealer placed
trades and cancellations. There will be no correspondence
charges related to this service.
§ $[__]
/fund group per month
FAF Money Market Fund Service
Organizations
§ $[__]
/money market share class per year
§ Out-of-pocket
expenses (see Transfer Agent Fee Schedule)
Shareholder
Performance Statements – We have a variety of features available
for providing account or portfolio level performance information on
investor statements. Actual costs will depend upon specific
client requirements.
§ Setup
- $[__] /fund group
Annual
Fee - $[__] /open and closed
account
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5
Exhibit S
(Continued) to the Separate Series of the Advisors Series Trust
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TRANSFER AGENT & SHAREHOLDER
SERVICES
SUPPLEMENTAL
SERVICES
FEE SCHEDULE at December,
2009
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Charges Paid by
Investors
Shareholder
accounts will be charged based upon the type of activity and type of
account, including the following:
Qualified Plan Fees
§ $[__] /qualified plan acct
(Cap at $[__]
/SSN)
§ $[__] /Xxxxxxxxx ESA acct
(Cap at $[__]
/SSN)
§ $[__] /transfer to
successor trustee
§ $[__] /participant
distribution (Excluding SWPs)
§ $[__] /refund of excess
contribution
§ $[__]
/reconversion/recharacterization
Additional Shareholder Paid
Fees
§ $[__] /outgoing wire
transfer
§ $[__] /overnight
delivery
§ $[__] /telephone
exchange
§ $[__] /return check or
ACH
§ $[__] /stop
payment
§ $[__] /research request per
account (Cap at $[__] /request) (For
requested items of the second calendar year [or previous] to the
request)
Programming
Charges
Charges
incurred for customized services based upon fund family requirements
including but not limited to:
§ Fund
setup programming (transfer agent system, statements, options, etc.) –
estimate [__] hours
per CUSIP
§ Select
reports – shareholder system queries for customized reporting, mailings,
etc.
§ File
transmissions of client requested shareholder data file
extracts
§ Conversion
programming
§ Customized
service development
§ Voice
response system setup (menu selections, shareholder system integration,
testing, etc.) – estimated at [__] hours per fund
family
§ All
other client specific customization and/or development
services
Literature Fulfillment
Services
§ Account
Management
− $[__] /month (account
management, lead reporting and database administration)
§ Out-of-Pocket
Expenses
− Kit
and order processing expenses, postage, and printing
§ Inbound
Teleservicing Only
− Account
Management - $[__]
/month
− Call
Servicing - $[__]
/minute
§ Lead
Conversion Reporting
− Account
Management- $[__]
/month
− Database
Installation, Setup -$[__] /fund
group
− Specialized
Programming - (Separate Quote)*
§ Web
On-line Fund Fulfillment
− Account
Management- $[__]
/month
− Installation,
Setup - $[__] /fund
group
− Per
Literature Order - $[__] /request
§ Follow-up
Services
− Correspondence
- $[__] /item
Fees
exclude postage and printing charges.
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