AMENDMENT NO. 4 TO THE SUB-ADMINISTRATION AND ACCOUNTING AGREEMENT

Exhibit 99.B(h)(vi)

AMENDMENT NO. 4
TO THE
SUB-ADMINISTRATION AND ACCOUNTING AGREEMENT

This Amendment No. 4 to the Sub-Administration and Accounting Agreement (this “Amendment”) is made as of June 18, 2013, with effect retroactively from and after January 1, 2013 (“Effective Date of Amendment No. 4 to SAAA”), and shall amend the Sub-Administration and Accounting Agreement made as of the 8th day of October, 2001, as amended (the “Agreement”) by and between Xxxxxxxx Capital Funds (Delaware), a Delaware business trust (the “Trust”), on behalf of each of its constituent funds, SEI Investments Global Funds Services (the “Administrator”), a Delaware business trust and Xxxxxxxx Investment Management North America Inc. (“SIMNA”), as assignee of Schroder Fund Advisors, Inc. (“SFA”).  Defined terms not defined herein and defined in the Agreement shall have the meaning given to them in the Agreement.

WHEREAS, the Administrator, now known as SEI Investments Global Funds Services, provides administration and accounting services to the Trust;

WHEREAS, SFA, the Trust’s former administrator, with the consent of SEI, has assigned the Agreement to SIMNA and all references to SFA shall be replaced by references to SIMNA;

WHEREAS, each of the parties to the Agreement now wish to amend the Agreement as provided herein; and

WHEREAS, Article 13 of the Agreement permits amendment only by an instrument in writing signed by the party against which enforcement of the change may be sought;

NOW, THEREFORE, for and in consideration of the promises and mutual covenants herein contained, the parties hereby agree as follows:

(1) Schedule B.  Schedule B is hereby deleted in its entirety and replaced as set forth in Attachment 1 hereto.

(2) Ratification of Agreement.  Except as expressly amended and provided herein, all of the terms, conditions and provisions of the Agreement are hereby ratified and confirmed to be of full force and effect, and shall continue in full force and effect.

(3) Multiple Originals.  This Amendment may be executed in two or more counterparts, each of which when so executed shall be deemed to be an original, but such counterparts shall together constitute but one and the same instrument.

(4) Binding Effect.  This Amendment, and the rights and obligations of the parties hereunder, shall be binding on, and inure to the benefit of, the parties and their respective permitted successors and assigns.

(5) Governing Law.  This Amendment shall be governed by and construed in accordance with the laws of the State of Delaware and the applicable provisions of the 1940 Act.  To the extent that the applicable laws of the State of Delaware, or any of the provisions herein, conflict with the applicable provisions of the 1940 Act, the latter shall control.

[Signature page follows]

IN WITNESS WHEREOF, the parties hereto have executed and delivered this Amendment as of the date first written above.

SEI INVESTMENTS GLOBAL FUNDS SERVICES
By:	/S/ XXXX XXXXXXXXX
Name:	Xxxx Xxxxxxxxx
Title:	SVP
XXXXXXXX CAPITAL FUNDS (DELAWARE)
By:	/S/ XXXXXXX X. XXXXX
Name:	Xxxxxxx X. Xxxxx
Title:	Authorized Signatory
XXXXXXXX INVESTMENT MANAGEMENT NORTH AMERICA INC.
By:	/S/ XXXX X. XXXXXXXX
Name:	Xxxx X. Xxxxxxxx
Title:	Chief Operating Officer

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ATTACHMENT 1

SCHEDULE B

TO THE SUB-ADMINISTRATION AND ACCOUNTING AGREEMENT
DATED AS OF OCTOBER 8, 2001,
AMENDED AS OF SEPTEMBER 15, 2004,
AMENDED AS OF JUNE 1, 2008
AMENDED AS OF NOVEMBER 1, 2010
AMENDED AS OF JUNE 18, 2013

BY AND BETWEEN
XXXXXXXX CAPITAL FUNDS (DELAWARE), SEI INVESTMENTS GLOBAL
FUNDS SERVICES AND SCHRODER FUND ADVISORS INC.

Portfolios:		This Agreement shall apply with respect to all portfolios of the Trust, either now existing or in the future created (collectively with the portfolios of Schroder Series Trust, the “Portfolios”).  The following is a list of the current portfolios of the Trust: 1. SCHRODER INTERNATIONAL ALPHA FUND 2. SCHRODER U.S. OPPORTUNITIES FUND
Fees:		Effective as of January 1, 2013, each Portfolio shall pay the Administrator its pro rata portion of the asset based fees set forth below, calculated based upon the aggregate average daily net assets of Xxxxxxxx Capital Funds (Delaware), Schroder Series Trust, Schroder Global Multi-Cap Equity Fund (which is a Portfolio in Schroder Global Series Trust pursuant to Amendment No. 3 effective as of the date hereof to the Sub-Administration and Accounting Agreement dated January 28, 2005, by and between Schroder Global Series Trust, SEI Investments Global Funds Services, and Schroder Fund Advisors, Inc.) (together the “Schroder Funds Complex”).
Asset Based Fees:		0.0875% on the first $1 billion of average daily net assets 0.07% on the next $2 billion of average daily net assets 0.06% on the next $1.5 billion of average daily net assets 0.0575% on average daily net assets in excess of $4.5 billion
Annual Minimum Fees:		From and after the Effective Date of Amendment No. 4 to SAAR the cumulative minimum annual fee for the Schroder Funds Complex shall be $849,500* (assuming all the existing Portfolios of Schroders Series Trust that have not yet commenced operations have launched), provided however, that:

* The cumulative minimum annual fee for the Schroder Funds Complex

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		contemplates a 50% discount (not applied to additional class fees) to the Portfolio minimum fee otherwise applicable to each of Schroder Emerging Markets Multi-Cap Equity Fund ($70,000 reduced to $35,000), Schroder Emerging Markets Multi-Sector Bond Fund ($70,000 reduced to $35,000), Xxxxxxxx Long Duration Investment-Grade Bond Fund ($50,000 reduced to $25,000) and Schroder Tax Aware Value Bond Fund($50,000 reduced to $25,000), through and until the one year anniversary of each such Portfolio commencing operations.  Thereafter, each such Portfolio shall be subject to 100% of its applicable annual minimum fee and the cumulative minimum annual fee for the Schroder Funds Complex shall automatically adjust accordingly.
Adjustments to Annual Minimum Fees:		The minimum fee shall be increased for each Portfolio in excess of the existing Portfolios in the Schroder Funds Complex as of the Effective Date of Amendment No. 10, as follows: $50,000 for each Portfolio that invests primarily in domestic securities and $70,000 for each Portfolio that invests primarily in international securities. The minimum fee shall be increased for each new class added to any Portfolio in the Schroder Funds Complex after the date of this Amendment, as follows: $12,500 for each new class added to a Portfolio that invests primarily in domestic securities and $17,000 for each new class added to a Portfolio that invests primarily in international securities. The minimum fee shall be decreased if any Portfolio in the Schroder Funds Complex is fully liquidated after the date of this Amendment, as follows: $50,000 for each Portfolio that invests primarily in domestic securities and $70,000 for each Portfolio that invests primarily in international securities. The minimum fee shall be decreased if any class in the Schroder Funds Complex is fully liquidated after the date of this Amendment, as follows: $12,500 for each class that invests primarily in domestic securities and $17,000 for each class that invests primarily in international securities. Notwithstanding the foregoing, under no circumstances will the minimum annual fee for the Schroder Funds Complex be less than $400,000 for all portfolios and classes in existence during the term of the Agreement, as amended.
Term:		The Agreement became effective on November 5, 2001 (executed by the parties on October 8, 2001) and, as hereby amended, shall remain in effect through October 31, 2015 (“Initial Term”) and, thereafter, shall automatically renew for successive one (1) year terms, unless and until this Agreement is terminated by a party in accordance with the provisions of Article 6 of the Agreement.

[END OF SCHEDULE B]

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