KINETICS MUTUAL FUNDS, INC. and KINETICS PORTFOLIOS TRUST SECOND AMENDMENT TO THE CUSTODY AGREEMENT
KINETICS MUTUAL FUNDS, INC. and KINETICS PORTFOLIOS TRUST
SECOND AMENDMENT TO THE CUSTODY AGREEMENT
THIS SECOND AMENDMENT, dated as of June 9, 2017, to the Custody Agreement, amended and restated as of October 23, 2013, as amended December 29, 2015 (the “Agreement”), is entered into by and among Kinetics Mutual Funds, Inc., a Maryland corporation (the “Company”), Kinetics Portfolios Trust, a Delaware business trust (the “Trust”) and U.S. Bank National Association, a national banking association (the “Custodian”).
RECITALS
WHEREAS, the parties have entered into the Agreement; and
WHEREAS, the parties desire to amend the Agreement to add The Kinetics Spin-off and Corporate Restructuring Fund; and
WHEREAS, Article XIV, Section 14.03 of the Agreements allows for its amendment by a written instrument executed by the parties;
NOW, THEREFORE, the parties agree as follows:
Amended Exhibit C, the current list of funds and the fee schedule of the Agreement, is hereby superseded and replaced with Amended Exhibit C attached hereto.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 Second Amendment to be executed by a duly authorized officer on one or more counterparts as of the date and year first written above.
KINETICS MUTUAL FUNDS, INC.
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U.S. BANK NATIONAL ASSOCIATION
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By:/s/ Xxx Xxxxxxx
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By:/s/ Xxxxxxx Xxxxxxx
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Name: Xxx Xxxxxxx
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Name: Xxxxxxx X. Xxxxxxx
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Title: Vice President
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Title: Vice President
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KINETICS PORTFOLIOS TRUST
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By: Xxx Xxxxxxx
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Name: Xxx Xxxxxxx
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Title: Vice President
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1
Amended Exhibit C
to the
Custody Agreement – Kinetics Mutual Funds, Inc. and Kinetics Portfolios Trust
List of Funds as of June 9, 2017
Fee Schedule at December, 2015
Annual Fee Schedule - Domestic Funds/Portfolios
Separate Series of Kinetics Mutual Funds, Inc./Kinetics Portfolio Trust
Name of Series
The Medical Fund/ The Medical Portfolio
The Internet Fund/ The Internet Portfolio
The Global Fund/ The Global Portfolio
The Paradigm Fund/ The Paradigm Portfolio
The Small Cap Opportunities Fund/ The Small Cap Opportunities Portfolio
The Market Opportunities Fund/The Market Opportunities Portfolio
The Alternative Income Fund/The Alternative Income Portfolio
The Multi-Discplinary Fund/The Multi-Discplinary Portfolio
The Kinetics Spin-off and Corporate Restructuring Fund
Annual fee based upon market value
0.5 basis point per year
Minimum annual fee per fund - $3,000
Investment transactions (purchase, sale, exchange, tender, redemption, maturity, receipt, delivery):
$12.00 per book entry security (depository or Federal Reserve system)
$25.00 per definitive security (physical)
$25.00 per mutual fund trade
$75.00 per Euroclear
$ 8.00 per principal reduction on pass-through certificates
$35.00 per option/futures contract
$15.00 per variation margin
$15.00 per Fed wire deposit or withdrawal
$ 6.00 per repurchase transaction
Variable Amount Demand Notes: Used as a short-term investment, variable amount notes offer safety and prevailing high interest rates. Our charge, which is 1/4 of 1%, is deducted from the variable amount note income at the time it is credited to your account.
Plus out-of-pocket expenses, and extraordinary expenses based upon complexity
Fees and out-of-pocket expenses are billed to the fund monthly, based upon market value at the beginning of the month
2
Amended Exhibit C (continued) to the Custody Agreement – Kinetics Mutual Funds, Inc. and Kinetics Portfolios Trust
GLOBAL SUB-CUSTODIAL SERVICES
ANNUAL FEE SCHEDULE at October, 2013
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Country
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Instrument
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Safekeeping
(BPS)
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Transaction
Fee
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Country
|
Instrument
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Safekeeping
(BPS)
|
Transaction
Fee
|
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Argentina
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All
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15.00
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$40
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Latvia
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Gov't Bonds
|
15.00
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$75
|
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Australia
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All
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2.00
|
$30
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Lebanon
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All
|
25.00
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$90
|
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Austria
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Equities/Bonds
|
3.50
|
$35
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Lithuania
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All
|
20.00
|
$50
|
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Austria
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Depo Receipt
|
20.00
|
$35
|
Luxembourg
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All
|
4.00
|
$25
|
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Austria
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non ATS ALL
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25.00
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$90
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Malaysia
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All
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6.00
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$80
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Bahrain
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All
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50.00
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$140
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Mali
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All
|
40.00
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$155
|
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Bangladesh
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All
|
40.00
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$150
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Malta
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All
|
22.00
|
$75
|
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Belgium
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All
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2.50
|
$45
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Mauritius
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All
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30.00
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$100
|
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Benin
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All
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40.00
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$155
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Mexico
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All
|
3.00
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$20
|
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Bermuda
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All
|
15.00
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$60
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Morocco
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All
|
35.00
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$100
|
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Bolivia
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All
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60.00
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$150
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Namibia
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All
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30.00
|
$50
|
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Botswana
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All
|
25.00
|
$50
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Netherlands
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All
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3.00
|
$25
|
|
Brazil
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All
|
15.00
|
$35
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New Zealand
|
All
|
3.00
|
$40
|
|
Bulgaria
|
All
|
40.00
|
$80
|
Niger
|
All
|
40.00
|
$155
|
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Burkina Faso
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All
|
40.00
|
$155
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Nigeria
|
All
|
30.00
|
$50
|
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Canada
|
All
|
1.25
|
$12
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Norway
|
All
|
3.00
|
$45
|
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Chile
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All
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20.00
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$60
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Oman
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All
|
50.00
|
$140
|
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China-Shanghai
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All
|
15.00
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$65
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Pakistan
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All
|
30.00
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$100
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China-Shenzhen
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All
|
15.00
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$65
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Palestinian
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All
|
45.00
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$140
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Columbia
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All
|
40.00
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$100
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Panama
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All
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65.00
|
$85
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Costa Rica
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All
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15.00
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$60
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Peru
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All
|
45.00
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$105
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Croatia
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All
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35.00
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$65
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Philippines
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All
|
8.00
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$75
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Cyprus
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All
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15.00
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$45
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Poland
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All
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25.00
|
$50
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Czech Republic
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All
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20.00
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$50
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Portugal
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All
|
15.00
|
$85
|
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Denmark
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All
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3.00
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$50
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Qatar
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All
|
45.00
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$140
|
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EASDAQ
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All
|
5.50
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$60
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Romania
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All
|
35.00
|
$100
|
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Ecuador
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All
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35.00
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$65
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Russia
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Equities/Bonds
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30.00
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$200
|
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Egypt
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All
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40.00
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$100
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Russia
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MINFIN
|
15.00
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$50
|
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Estonia
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All
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7.00
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$25
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Senegal
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All
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40.00
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$155
|
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Euromarkets
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All
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1.50
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$10
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Singapore
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All
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3.00
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$40
|
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Finland
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All
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5.00
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$45
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Slovak Republic
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All
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25.00
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$110
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France
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All
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2.50
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$45
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Slovenia
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All
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25.00
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$110
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Germany
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All
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1.00
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$30
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South Africa
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All
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3.00
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$15
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Ghana
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All
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25.00
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$50
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South Korea
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All
|
10.00
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$20
|
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Greece
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All
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20.00
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$105
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Spain
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All
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3.00
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$50
|
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Guinea Bissau
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All
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40.00
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$155
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Sri Lanka
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All
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15.00
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$60
|
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Hong Kong
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All
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6.00
|
$60
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Swaziland
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All
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30.00
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$50
|
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Hungary
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All
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35.00
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$135
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Sweden
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All
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2.00
|
$45
|
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Iceland
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All
|
28.00
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$80
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Switzerland
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All
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2.00
|
$50
|
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India
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All
|
65.00
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$250
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Taiwan
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All
|
20.00
|
$125
|
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Indonesia
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All
|
12.00
|
$100
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Thailand
|
All
|
6.00
|
$45
|
|
Ireland
|
All
|
3.00
|
$30
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Togo
|
All
|
40.00
|
$155
|
|
Israel
|
All
|
15.00
|
$45
|
Trinidad & Tobago
|
All
|
30.00
|
$65
|
|
Italy
|
All
|
3.00
|
$50
|
Tunisia
|
All
|
40.00
|
$45
|
|
Ivory Coast
|
All
|
40.00
|
$155
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Turkey
|
All
|
15.00
|
$15
|
|
Jamaica
|
All
|
35.00
|
$50
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United Kingdom
|
All
|
1.50
|
$10
|
|
Japan
|
All
|
1.50
|
$15
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Ukraine
|
All
|
30.00
|
$45
|
|
Jordan
|
All
|
40.00
|
$125
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Uruguay
|
All
|
50.00
|
$65
|
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Kazakhstan
|
Equities
|
60.00
|
$150
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Venezuela
|
All
|
40.00
|
$125
|
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Kazakhstan
|
Bonds
|
40.00
|
$160
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Zambia
|
All
|
30.00
|
$50
|
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Kenya
|
All
|
30.00
|
$50
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Zimbabwe
|
All
|
30.00
|
$50
|
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Latvia
|
Equities/Bonds
|
30.00
|
$75
|
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§
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Euroclear – Eurobonds only. Eurobonds are held in Euroclear at a standard rate, but other types of securities (including but not limited to equities, domestic market debt and mutual funds) will be subject to a surcharge. In addition, certain transactions that are delivered within Euroclear or from a Euroclear account to a third party depository or settlement system, will be subject to a surcharge.
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§
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For all other markets specified above, surcharges may apply if a security is held outside of the local market.
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3
Amended Exhibit C
to the
Custody Agreement – Kinetics Mutual Funds, Inc. and Kinetics Portfolios Trust
Cash Transactions:
§
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3rd Party Foreign Exchange – a Foreign Exchange transaction undertaken through a 3rd party will be charged $50.
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Tax Reclamation Services: Tax reclaims that have been outstanding for more than 6 (six) months with the client will be charged $50 per claim.
Out of Pocket Expenses
§
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Charges incurred by U.S. Bank, N.A. for local taxes, stamp duties or other local duties and assessments, stock exchange fees, postage and insurance for shipping, facsimile reporting, extraordinary telecommunications fees, proxy services and other shareholder communications or other expenses which are unique to a country in which the client or its clients is investing will be passed along as incurred.
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§
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A surcharge may be added to certain out-of-pocket expenses listed herein to cover handling, servicing and other administrative costs associated with the activities giving rise to such expenses. Also, certain expenses are charged at a predetermined flat rate.
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§
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SWIFT reporting and message fees.
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4
Amended Exhibit C (continued) to the Custody Agreement
Kinetics Mutual Funds, Inc. and Kinetics Portfolios Trust
Schedule of Fees at October, 2013
for Services as
Bank Loan Custodian – Kinetics Portfolio Trust
|
|||
Initial Acceptance Fee per Custodial Account:
Covers the complete review of all the transaction Agreements, establishment of the collateral database and report development. Payable at closing.
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WAIVED
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||
Annual Administration Fee:
Compensation for the duties of custodian, collateral administrator and all other administrative and reporting functions under the documents. The fee is based on the quoted basis points times the simple average of the par value of the Collateral on the first and the last day of the Period. This schedule assumes that the custodial accounts will be invested in a U.S. Bank offered permitted investment as defined within the documents. Fee to be paid quarterly in arrears based on the actual number of days in the Period.
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$1,000 per loan per year
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Out-of-Pocket Expenses:
Includes all related expenses, including but not limited to: postage, travel, counsel fees and disbursements. Payable at closing.
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AT COST
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Extraordinary fees are payable to the Trustee or Agent for duties or responsibilities not expected to be incurred at the outset of the transaction, not routine or customary, and not incurred in the ordinary course of Business. Payment of extraordinary fees is appropriate where particular inquiries, events or developments are unexpected, even if the possibility of such things could have been identified at the inception of the transaction.
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5