AMENDMENT TO THE PROFESSIONALLY MANAGED PORTFOLIOS FUND ADMINISTRATION SERVICING AGREEMENT
AMENDMENT
TO THE
THIS AMENDMENT dated as of the
24th
day of February, 2009, to the Fund Administration Servicing
Agreement, dated as of June 22, 2006, as amended, (the “Agreement”), is entered
into by and between Professionally Managed
Portfolios, a Massachusetts business trust (the "Trust") on behalf of its
separate series, the Congress
Large Cap Growth Fund and U.S. Bancorp Fund Services, LLC,
a Wisconsin limited liability company ("USBFS").
RECITALS
WHEREAS, the parties have
entered into a Fund Administration Servicing Agreement; and
WHEREAS, the parties desire to
amend the series of the Trust to add a fund; and
WHEREAS, Section 10 of the
Agreement allows for its amendment by a written instrument executed by both
parties.
NOW, THEREFORE, the parties
agree as follows:
Exhibit S
to the Agreement is hereby added and 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 Amendment to be executed by a duly authorized
officer on one or more counterparts as of the date and year first written
above.
|
PROFESSIONALLY
MANAGED PORTFOLIOS
|
U.S.
BANCORP FUND SERVICES, LLC
|
|
By:
/s/Xxxxxx X.
Xxxxxx
|
By:
/s/Xxxxxxx X.
XxXxx
|
|
Name: Xxxxxx
X. Xxxxxx
|
Name:
Xxxxxxx X. XxXxx
|
|
Title: President
|
Title:
Executive Vice
President
|
1
Exhibit
S
to
the
|
Name of Series
|
Date Added
|
|
|
Congress
Large Cap Growth Fund
|
on
or after February 24, 2009
|
|
Multiple
Series Trust
FUND
ADMINISTRATION & COMPLIANCE SERVICES
FEE
SCHEDULE at February, 2009
|
|
Domestic
Funds
Annual Fee Based Upon Market Value Per
Fund*
12
basis points on the first $_________
8
basis points on the next $_________
5
basis points on the balance
Minimum
annual fee: $______ per
fund
International
Funds
Annual Fee Based Upon Market Value Per
Fund*
20
basis points on the first $_________
15
basis points on the next $_________
10
basis points on the next $_________
6
basis points on the balance
Minimum
annual fee: $_____ per
fund
Advisor Information Source Web
Portal
· $___
/fund/month
· $___ /fund/month
for clients using an external administration service
· Specialized
projects will be analyzed and an estimate will be provided prior to work
being performed.
Plus
Out-Of-Pocket Expenses – Including but not limited to postage,
stationery, programming, special reports, daily compliance testing systems
expenses, proxies, insurance, XXXXX filing, retention of records, federal
and state regulatory filing fees, certain insurance premiums, expenses
from board of directors meetings, third party auditing and legal expenses,
conversion expenses (if necessary), and all other out-of-pocket
expenses.
Additional
Services – Above pricing is for standard
services. Available but not included above are the following
services – multiple classes, legal administration, SEC §15(c) reporting,
Advisor Information Source data delivery, daily fund compliance testing,
daily pre- and post-performance reporting.
Fees
are billed monthly.
*
Subject to annual CPI increase, Milwaukee
MSA.
|
Advisor’s
Signature below acknowledges approval of the fee schedule above.
Congress
Asset Management Company LLP
|
By:
/s/Xxxxx X.
Xxxxxx
|
|
|
Name:
Xxxxx X. Xxxxxx
|
|
|
Title:
Director of Operations
|
Date:
3/9/2009
|
2
Exhibit
S (continued) to the
|
Multiple
Series Trust
CHIEF
COMPLIANCE OFFICER SERVICES
FEE
SCHEDULE at February, 2009
|
|
Chief Compliance Officer
Services
U.S.
Bancorp provides the Chief Compliance Officer (CCO) for each fund serviced
within the Multiple Series Trust. Compliance functions
performed by USBFS provided CCO include, but are not limited
to:
• Designation
as the Trust’s Chief Compliance Officer
• Periodic
and Annual Reporting to MST Fund Board
• Board
Meeting Presentation and Board Support
• MST
Fund Board Liaison For All Compliance Matters
• Daily
Resource to Advisor CCO and Fund Board
• Review
of Advisor Compliance Policies, Procedures and Controls
• Review
of USBFS/USB Critical Procedures & Compliance Controls
• Due
Diligence Review of Advisor and USBFS Service Facilities
• Testing,
Documentation and Reporting of Advisor and USBFS/USB Compliance Policies,
Procedures and Controls
Compliance
functions performed by USBFS Risk Management Team include, but are not
limited to:
• Quarterly
USBFS Certification to Trust CCO
• Business
Line Functions Supported
• Fund
Administration and Compliance
• Transfer
Agent and Shareholder Services
• Fund
Accounting
• Custody
Services
• Distribution
Services
• CCO
Portal – Web On-line Access to Fund CCO Documents
• Periodic
CCO Conference Calls
• Dissemination
of Industry/Regulatory Information
• Client
& Business Line Compliance Education & Training
Chief Compliance Officer
(CCO)*
· $____ per year
per domestic fund
· $______ per year
per load fund or international fund
· $____ per year
per sub-advisor per fund (in addition to Fund CCO fee)
Plus
Out-Of-Pocket Expenses – including but not limited to CCO team
travel related costs to perform due diligence reviews at Advisor or
sub-advisor facilities
Fees
are billed monthly.
*Subject
to annual CPI increase, Milwaukee
MSA.
|
Advisor’s
Signature below acknowledges approval of the fee schedule above.
Congress
Asset Management Company LLP
|
By:
/s/Xxxxx X.
Xxxxxx
|
|
|
Name:
Xxxxx X. Xxxxxx
|
|
Title:
Director of Operations
|
Date:
3/9/2009
|
3
Exhibit
S (continued) to the
|
FUND
ADMINISTRATION & COMPLIANCE SERVICES
SUPPLEMENTAL
SERVICES
FEE
SCHEDULE at February, 2009
|
|
Multiple
Classes – Add the following for each class beyond the first
class:
· 1
basis point at each level
· $_____ per class
minimum
Daily Pre- and Post-Tax Performance
Reporting
· Performance
Service – $300 /CUSIP/month
· Setup
– $___
/CUSIP
· Conversion
– quoted separately
· FTP
Delivery – $_____ setup per
FTP site
Daily
Compliance Services (Xxxxxxx
River)
· Base
fee – $_____
/fund/year
· Setup
– $_____
/fund group
Advisor Information Source Web
Portal
· $___
/fund/month
· $___ /fund/month
for clients using an external administration service
· $___ /hour custom
development – quoted based upon client requirements
SEC
§15(c)
Reporting
· $_____ per fund
per report – first class
· $___ per
additional class report
Electronic Board Materials
· USBFS
will establish a unique client board URL and load/maintain all fund board
book data for the main fund board meetings and meetings for up to two
separate committees
· Up
to 10 non-USBFS users including advisor, legal, audit, etc.
· Complete
application, data and user security – data encryption and password
protected
· On-line
customized board materials preparation workflow
· Includes
web-based and local/off-line versions
· Includes
complete initial and ongoing user training
· Includes
24/7/365 access via toll free number
· Includes
remote diagnostics for each user, including firewall and network
issues
· Triple
server backup / failover
Annual
Fee
· $_____ per year
(includes 10 external users)
· $___ per year per
additional user
· $____
implementation / setup fee
|
Advisor’s
Signature below acknowledges approval of the fee schedule above.
Congress
Asset Management Company LLP
|
By:
/s/Xxxxx X.
Xxxxxx
|
|
|
Name:
Xxxxx X. Xxxxxx
|
|
|
Title:
Director of Operations
|
Date:
3/9/2009
|
4
