DIREXION FUNDS THIRD AMENDMENT TO THE FUND ACCOUNTING SERVICING AGREEMENT
Exhibit (h)(ii)(B)
THIRD AMENDMENT TO THE FUND ACCOUNTING SERVICING AGREEMENT
THIS THIRD AMENDMENT, effective as of May 1, 2018, to the Fund Accounting Servicing Agreement dated as of February 24, 2010, as amended (the “Agreement”), is entered into by and among DIREXION FUNDS, a Massachusetts business trust, (the “Trust”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS” and together with the Trust, the “Parties”).
RECITALS
WHEREAS, the Parties and Direxion Insurance Trust have entered into the Agreement; and
WHEREAS, the Direxion Insurance Trust is dissolved an no longer party to the Agreement; and
WHEREAS, the Parties desire to amend the service fees, the length and the early termination fee of the Agreement; and
WHEREAS, Section 15 of the Agreement allows for its amendment by a written instrument executed by the Parties.
NOW, THEREFORE, the Parties agree as follows:
| 1. | Amended Exhibit A is hereby superseded and replaced in its entirety with Exhibit A attached hereto. |
| 2. | All references in the Agreement to “out of pocket fees” are replaced with “miscellaneous fees”. |
| 3. | Sections 15. Term of Agreement; Amendment and 17. Early Termination are hereby superseded and replaced in their entirety with the following: |
15. Term of Agreement; Amendment
This Agreement shall be effective as of May 1, 2018 and will continue in effect through April 30, 2021. This Agreement may be terminated by either party upon giving 90 days prior written notice to the other party or such shorter period as is mutually agreed upon by the parties. Notwithstanding the foregoing, this Agreement may be terminated by any party upon the breach of the other party of any material term of this Agreement if such breach is not cured within 15 days of notice of such breach to the breaching party. This Agreement may not be amended or modified in any manner except by written agreement executed by USBFS and the Trust, and authorized or approved by the Board of Trustees.
17. Early Termination
In the absence of any material breach of this Agreement or the liquidation or dissolution of the Trust, should the Trust elect to terminate this Agreement prior to April 30, 2021, the Trust agrees to pay the following fees:
a) The lesser of:
| (i) | Fund Accounting, Transfer Agency and Custody (“Service Line Agreements”) monthly servicing fees remaining through the period ending Xxxxx 00, 0000xx |
| (xx) | The difference between the Trust’s complex Service Line Agreements monthly servicing fees for the period prior to the termination of services and $1.4 million. |
If the Trust’s Service Line Agreements monthly servicing fees collected are greater than $1.4 million provision (a) will not apply.
The following fees on a negotiated basis:
b) All fees associated with converting services to a successor service provider; and
c) Any out-miscellaneous fees associated with a) to b) above.
Except to the extent amended hereby, the Agreement shall remain in full force and effect.
SIGNATURES ON THE FOLLOWING PAGE
IN WITNESS WHEREOF, the parties hereto have caused this Third Amendment to be executed by a duly authorized officer on one or more counterparts effective as of the day and year first written above.
| DIREXION FUNDS | U.S. BANCORP FUND SERVICES, LLC | |||||||
| By: | /s/ Xxxxxxx Xxxxxxx |
By: | /s/ Xxxxx Xxxxxxxxx | |||||
| Name: | Xxxxxxx Xxxxxxx | Name: | Xxxxx Xxxxxxxxx | |||||
| Title: | Chief Financial Officer | Title: | Senior Vice President | |||||
Amended Exhibit A to the Fund Accounting Agreement – Direxion Funds
Fees effective May, 2018
Annual fee for Fund Accounting, Custody, and TA based upon average net assets per Fund, subject to an annual complex minimum of $30,000 per fund.
| First $250 million | 12 bps | |
| Next $1 billion | 10 bps | |
| Next $3 billion | 8 bps | |
| Next $3 billion | 7 bps | |
| Balance | 5 bps |
All transaction charges will be waived. Other miscellaneous fees will be waived unless otherwise listed below.
Extraordinary services or additional services/selections made after May 1, 2018, may be provided with agreed-upon costs. Global Custody fees, if any, are extra.
CPI will not apply.
Fees are calculated pro rata and billed monthly. Custody fees will be billed by the Mutual Funds Billing Department.
