FIRST AMENDMENT TO THE FUND ADMINISTRATION SERVICING AGREEMENT
FIRST AMENDMENT TO THE
THIS FIRST AMENDMENT dated as of August 15, 2016, to the Fund Administration Servicing Agreement, dated as of August 10, 2012 (the “Agreement”), is entered into by and between TRUST FOR PROFESSIONAL MANAGERS, a Delaware statutory trust, (the “Trust”) on behalf of the FIERA CAPITAL FUNDS (the “Funds”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).
RECITALS
WHEREAS, the parties have entered into the Agreement; and
WHEREAS, the parties desire to amend the Agreement to reflect a change to the investment advisor of the fund; and
WHEREAS, the parties desire to amend the list of funds of the Agreement; and
WHEREAS, Section 11 of the Agreement allows for its amendment by a written instrument executed by both parties.
NOW, THEREFORE, the parties agree as follows:
Exhibit A of the Agreement is hereby superseded and replaced with Amended
Exhibit A attached hereto.
Exhibit B of the Agreement is hereby superseded and replaced with Amended
Exhibit B attached hereto.
Except to the extent amended hereby, the Agreement 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 and year first written above.
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U.S. BANK NATIONAL ASSOCIATION
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By:
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/s/ Xxxx X. Xxxxxx
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By:
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/s/ Xxxxxxx X. XxXxx
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Name:
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Xxxx X. Xxxxxx
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Name:
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Xxxxxxx X. XxXxx
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Title:
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President
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Title:
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Executive Vice President
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Amended Exhibit A to the
Fund Names
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Series
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Date Added
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Fiera Capital STRONG Nations Currency Fund
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on or after August 10, 2012
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Amended Exhibit B - Trust for Professional Managers Fund Administration Servicing Agreement
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FUND ACCOUNTING, FUND ADMINISTRATION & PORTFOLIO COMPLIANCE, AND CHIEF COMPLIANCE OFFICER (CCO) SERVICES FEE SCHEDULE at August, 2012
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Annual Fee Based Upon Average Net Assets Per Fund*
10 basis points on the first $____ million
8 basis points on the next $____ million
5 basis points on the balance
Minimum annual fee: $____ per fund
§ Additional fee of $____ for each additional class
§ Additional fee of $____ per manager/sub-advisor per fund
Services Included in Annual Fee Per Fund
§ Daily Performance Reporting
§ USBFS Legal Administration (e.g., registration statement update)
Pricing Services**
§ $____ - Domestic Equities, Options, ADRs
§ $____ - Domestic Corporate/Convertible/Gov’t/Agency Bonds, Foreign Equities, Futures, Forwards, Currency Rates
§ $____ - CMOs, Municipal Bonds, Money Market Instruments, Foreign Corporate/Convertible/Gov’t/Agency
Bonds, Asset Backed Securities, Mortgage Backed Securities
§ $____ - Bank Loans
§ $____ - Credit Default Swaps
§ $____ - Swaptions, Index Swaps
§ $____ - Interest Rate Swaps, Foreign Currency Swaps, Total Return Swaps, Total Return Bullet Swaps
Corporate Action & Manual Pricing Services
§ $____ /Foreign Equity Security per Month for Corporate Action Service
§ $____ /Domestic Equity Security per Month for Corporate Action Service
§ $____ /Month Manual Security Pricing (>10/day)
Fair Value Services (Charged at the Complex Level)**
§ $____ on the First 100 Securities
§ $____ on the Balance of Securities
NOTE: Prices above are based on using U.S. Bancorp primary pricing service which may vary by security type and are subject to change. Use of alternative and/or additional sources may result in additional fees.
Chief Compliance Officer Annual Fees (Per Advisor Relationship/Fund)*
§ $____ for the first fund (subject to Board approval)
§ $____ for each additional fund (subject to change based on Board review and approval)
§ $____ /sub-advisor per fund
Miscellaneous Expenses
Including but not limited to corporate action services, fair value pricing services, factor services, SWIFT processing, customized reporting, third-party data provider costs (including GICS, MSCI, etc), postage, stationery, programming, special reports, proxies, insurance, XXXXX/XBRL filing, retention of records, federal and state regulatory filing fees, expenses from Board of directors meetings, third party auditing and legal expenses, wash sales reporting (GainsKeeper), tax e-filing, conversion expenses (if necessary), and CCO team travel related costs to perform due diligence reviews at advisor or sub-advisor facilities.
Additional Services
Available but not included above are the following services – additional legal administration (e.g., subsequent new fund launch), daily compliance testing (Xxxxxxx River), Section 15(c) reporting, equity attribution, electronic Board book portal (BookMark), and additional services mutually agreed upon.
*Subject to annual CPI increase, Milwaukee MSA.
** Per security per fund per pricing day.
Fees are billed monthly.
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Amended Exhibit B (continued) to the Trust for Professional Managers
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FUND ADMINISTRATION & COMPLIANCE PORTFOLIO SERVICES
SUPPLEMENTAL SERVICES - FEE SCHEDULE at August, 2012
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Additional Legal Administration Services
§ Subsequent new fund launch – $____ /project
§ Subsequent new share class launch – $____ /project
§ Multi-managed funds – as negotiated based upon specific requirements
§ Proxy – as negotiated based upon specific requirements
Daily Compliance Services (Xxxxxxx River)
§ Base fee – $____ /fund per year
§ Setup – $____ /fund group
§ Data Feed – $____ /security per month
Section 15(c) Reporting
§ $____ /fund per report – first class
§ $____ /additional class report
Equity Attribution (Morningstar Direct)
§ Fees are dependent upon portfolio makeup
BookMark Electronic Board Book Portal
§ USBFS will establish a central, secure portal for Board materials using a unique client board URL.
§ Your Fund Administrator will load/maintain all fund board book data for the main fund board meetings and meetings.
§ Features password-protected, encrypted servers with automatic failover.
§ Training and ongoing system support.
§ Accessible from your smart phone or iPad.
§ Allows multiple users to access materials concurrently.
§ Searchable archive.
§ Ability to make personal comments.
Annual Fee
§ 0 - 10 users - $____ (includes 3 GB of storage)
§ 10 - 20 users - $____
§ 20 - 30 users - $____
§ 30 - 40 users - $____
Additional storage:
§ 3 GB included in annual charge
§ $____ for each additional 5 GB of storage
Daily Pre- and Post-Tax Fund (INCLUDED IN ANNUAL FEE) and/or Sub-Advisor Performance Reporting
§ Performance Service – $____ /CUSIP per month
§ Setup – $____ /CUSIP
§ Conversion – quoted separately
§ FTP Delivery – $____ setup /FTP site
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Advisor’s signature below acknowledges approval of the fund administration fee schedules above on this Amended Exhibit B.
By: Fiera Capital Inc.
Name: /s/Xxxxxxx McShea_____________Title: General Counsel________________
Date: October 25, 2016_________________
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