PROFESSIONALLY MANAGED PORTFOLIOS FIRST AMENDMENT TO THE DISTRIBUTION AGREEMENT
FIRST
AMENDMENT TO THE DISTRIBUTION AGREEMENT
THIS FIRST AMENDMENT dated as
of the 8TH day
of March, 2010, to the Distribution Agreement, dated as of July 27, 2009 (the
"Agreement") is entered into by and among PROFESSIONALLY MANAGED
PORTFOLIOS, a Massachusetts business trust (the “Trust”), on behalf of
its separate series listed on
Exhibit
A attached hereto (as amended from time to time), QUASAR DISTRIBUTORS, LLC, a
Delaware limited liability company (the “Distributor”) and XXXXX INVESTMENT ADVISORY
INCORPORATED, a Maryland
corporation, and the investment advisor to the Trust (the
“Advisor”),
WHEREAS, the parties to the
Agreement desire to amend the Agreement to add funds and amend the fees in the
manner set forth herein;
NOW THEREFORE, pursuant to
section 11 of the Agreement, the parties hereby amend the Agreement as
follows:
Exhibit A
of the Agreement shall be amended and replaced in its entirety by the Amended
Exhibit A (“Amended Exhibit A”) attached herein.
Exhibit B
of the Agreement shall be amended and replaced in its entirety by the Amended
Exhibit B (“Amended Exhibit B”) attached herein.
The
Agreement, as amended, shall remain in full force and effect.
IN WITNESS WHEREOF, the
parties hereto have caused this First Amendment to be executed by a duly
authorized officer on one or more counterparts as of the date first above
written.
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PROFESSIONALLY
MANAGED
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QUASAR
DISTRIBUTORS, LLC
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PORTFOLIOS
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By:
____________________________
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By:
_______________________________
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Name:
Xxxxxx X. Xxxxxx
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Name:
Xxxxx X. Xxxxxxxxx
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Title:
President
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Title:
President
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XXXXX
INVESTMENT ADVISORY INCORPORATED
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By:
____________________________
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Name:
__________________________
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Title: __________________________
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Xxxxxxx
& Xxxxx
1
Amended
Exhibit A
to
the
Separate
Series
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Name of
Series
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Date
Added
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Xxxxxxx
Xxxxx Growth Fund
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February
11, 2008
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Xxxxxxx
Xxxxx Solutions Fund
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February
11, 2008
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Xxxxx
Advisory Growth Equity Fund
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on
or after April 12, 2010
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Xxxxx
Advisory Value Equity Fund
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on
or after April 12, 2010
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Xxxxx
Advisory Flexible Value Fund
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on
or after April 12, 2010
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Xxxxx
Advisory Small-Cap Growth Fund
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on
or after April 12, 2010
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Xxxxx
Cardinal Small Companies Fund
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on
or after April 12, 2010
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Xxxxx
Advisory Small-Cap Fundamental Value Fund
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on
or after April 12, 2010
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Xxxxx
Advisory Opportunity Fund
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on
or after April 12, 2010
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Xxxxx
Advisory Core International Fund
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on
or after April 12, 2010
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Xxxxx
Advisory Maryland Bond Fund
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on
or after April 12, 2010
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Xxxxx
Advisory Intermediate Income Fund
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on
or after April 12, 2010
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Xxxxxxx
& Xxxxx
2
Amended
Exhibit B to the
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QUASAR
DISTRIBUTORS, LLC REGULATORY DISTRIBUTION SERVICES
ANNUAL
FEE SCHEDULE at March, 2010
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Basic
Distribution Services Per Fund Complex*
· $75,000
per year
· Additional
funds – $5,000 per fund per year
Advertising
Compliance Review/FINRA Filings
· $175 per job for
the first 10 pages (minutes if tape or video); $20 per page
(minute if tape or video) thereafter, 2 day turnaround
· Non-FINRA
filed materials, e.g. Internal Use Only Materials
$75 per job for
the first 10 pages (minutes if tape or video); $20 per page
(minutes if tape or video) thereafter, 2 day turnaround
· FINRA
Expedited Service for 3 Day Turnaround from the FINRA after Quasar’s
same-day review
$1,000 for the
first 10 pages (minutes if audio or video); $25 per page
(minute if audio or video) thereafter. (Comments are faxed. The
FINRA may not accept an expedited request.)
Licensing of Investment
Advisor’s Staff (if desired)
· $2,500 per year
per registered representative (“RR”).
· Quasar
is limited to these licenses for sponsorship: Series, 6, 7, 24,
26, 27, 63, 66
· $3,000 per FINRA
designated branch location
· Plus
all associated FINRA and State fees for Registered Representatives,
including license and renewal fees.
Fund Fact
Sheets
· Design
- $1,000
per fact sheet, includes first production
· Production
- $500.00
per fact sheet per production period
· All
printing costs are out-of-pocket expenses, and in addition to the design
fee and production fee.
· Web
sites, brochures and other sales support materials – Project priced via
Quasar proposal.
Out-of-Pocket
Expenses
Reasonable
out-of-pocket expenses incurred by the Distributor in connection with
activities primarily intended to result in the sale of Shares, including,
without limitation:
· typesetting,
printing and distribution of Prospectuses and shareholder
reports
· production,
printing, distribution and placement of advertising and sales literature
and materials
· engagement
of designers, free-xxxxx writers and public relations firms
· long-distance
telephone lines, services and charges
· postage
· overnight
delivery charges
· FINRA
registration fees
(FINRA
advertising filing fees are included in Advertising Compliance Review
section above)
· record
retention
· travel,
lodging and meals
Fees
are billed monthly.
*
Subject to CPI increase, Milwaukee
MSA.
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Advisor’s
Signature below acknowledges approval of the fee schedule on this Amended
Exhibit X.
Xxxxx
Investment Advisory Incorporated
By:_______________________________
Name:____________________________
Title:_____________________________ Date:____________________________
Xxxxxxx
& Xxxxx
3
