AMENDMENT TO THE ADVISORS SERIES TRUST TRANSFER AGENT SERVICING AGREEMENT
AMENDMENT
TO THE
TRANSFER
AGENT SERVICING AGREEMENT
THIS AMENDMENT dated as of the
1st
day of July, 2009, to the Transfer Agent Servicing Agreement, dated
as of June 8, 2006, as amended (the "Agreement"), is entered into by and between
Advisors Series Trust, a
Delaware statutory trust (the "Trust") and U.S. Bancorp Fund Services, LLC,
a Wisconsin limited liability company ("USBFS").
RECITALS
WHEREAS, the parties have
entered into an Agreement; and
WHEREAS, the parties desire to
amend the fees of the series of the Trust; and
WHEREAS, Section 12 of the
Agreement allows for its amendment by a written instrument executed by both
parties.
NOW, THEREFORE, the parties
agree to amend the exhibits and add the following:
Exhibit R, the funds and fees of
Davidson Multi-Cap Core Fund, is hereby superseded and replaced with Exhibit R
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.
U.S.
BANCORP FUND SERVICES, LLC
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By:
/s/ Xxxxxxx X.
Xxxx
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By:
/s/ Xxxxxxx X.
XxXxx
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Printed
Name: Xxxxxxx X. Xxxx
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Printed
Name: Xxxxxxx X. XxXxx
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Title: President
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Title:
Executive Vice President
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1
Exhibit
R to the
Separate
Series of the Advisors Series Trust Transfer Agent Servicing
Name of
Series Date
Added
Davidson
Multi-Cap Core
Fund on
or after June 11, 2008
Multiple
Series Trust
TRANSFER
AGENT & SHAREHOLDER SERVICES
ACCOUNT
SERVICES FEE SCHEDULE at July 1, 2009
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Annual
Service Charges to the Fund*
Base
Fee Per
Cusip
$[___]
/year*
*Class
C Base Fee as follows:
Year
1 (July 1, 2009 – June 30,
2010)
$[___]
Year
2 (July 1, 2010 – June 30,
2011)
$[___]
Year
3 (July 1, 2011 –
thereafter) $[___]
Per
account charges apply as stated.
· XXXX
Xxxxx 0
Accounts $[___]
/open account
· No-Load
Fund
Accounts $[___]
/open account
· Load
Fund
Accounts $[___]
/open account
· Daily
Accrual Fund
Accounts $[___]
/open account
· Closed
Accounts $[___]
/closed account
Activity
Charges
· Manual
Shareholder
Transaction $ [___]
/transaction
· Omnibus
Account
Transaction $ [___]
/transaction
· Correspondence $ [___]
/item
· Telephone
Calls $ [___]
/minute
· Voice
Response
Calls $ [___]
/call
· Qualified
Plan
Accounts $[___]
/account (Cap at $[___]/SSN)
Implementation Charges
· First
Cusip $[___]
/fund group setup, first Cusip
· Subsequent
Cusips $[___]
/each additional Cusip
Plus Out-Of-Pocket
Expenses – Including but not limited to telephone toll-free lines,
call transfers, mailing, sorting and postage, stationery, envelopes,
programming, service/data conversion, AML verification services, special
reports, insurance, record retention, literature fulfillment kits,
microfilm, microfiche, proxies, proxy services, lost shareholder search,
disaster recovery charges, ACH fees, Fed wire charges, NSCC charges, data
communication and implementation charges, travel, training, and all other
out-of-pocket expenses.
Additional Services –
Above pricing is for standard services. Available but not
included above are the following services - FAN Web shareholder
e-commerce, Vision intermediary e-commerce, FAN Mail electronic data
delivery, B.O.S.S. sales reporting data warehouse, investor e-mail
services, literature fulfillment, lead conversion reporting, 12b-1 aging,
Short-Term Trader reporting
Fees
are billed monthly.
*
Subject to annual CPI increase, Milwaukee
MSA.
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Advisor’s
Signature below acknowledges approval of the fee schedules on this Exhibit
X.
XXXXXXXX
INVESTMENT ADVISORS, INC.
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By:
/s/ Xxxxxx
Xxxxxxxx
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Printed
Name: Xxxxxx
Xxxxxxxx
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Title:
President
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Date:
7/29/2009
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2
Exhibit
R (continued) to the
Separate
Series of the Advisors Series Trust Transfer Agent Servicing
Agreement
TRANSFER
AGENT & SHAREHOLDER SERVICES
SUPPLEMENTAL
SERVICES - E-COMMERCE SERVICES
FEE
SCHEDULE at July 1, 2009
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FAN WEB – Shareholder
internet access to account information and transaction capabilities
through a transparent link at the fund group web
site. Shareholders access account information, portfolio
listing fund family, transaction history, purchase additional shares
through ACH, etc.
1. FAN Web Premium (Fund Groups over [___] open accounts)
· Implementation
- $[___] per fund
group – includes up to [___] hours of
technical/BSA support
· Annual
Base Fee - $[___]
per year
2. FAN Web Select (Fund Groups under [___] open accounts) – Standard Web
services
· Implementation
- $[___] per fund
group – includes up to 10 hours of technical/BSA support
· Annual
Base Fee - $[___]
per year
3. Customization
- $[___] per
hour
4. Activity
(Session) Fees:
· Inquiry
- $[___] per
event
· Account
Maintenance - $[___]
per event
· Transaction
– financial transactions, reorder statements, etc. - $[___] per
event
· New
Account Set-up - $[___] per event (Not
available with FAN Web Select)
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VISION MUTUAL FUND
GATEWAY – Permits broker/dealers, financial planners, and RIAs to
use a web-based system to perform order and account inquiry, execute
trades, print applications, review prospectuses, and establish new
accounts.
· Inquiry
Only
· Inquiry
- $[___] per
event
· Per
broker ID - $[___]
per month per ID
· Transaction
Processing
· Implementation
- $[___] per
management company
· Transaction
– purchase, redeem, exchange, literature order - $[___] per
event
· New
Account Set-up – may contain multiple fund/accounts - $[___] per
event
· Monthly
Minimum Charge - $[___] per
month
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FAN MAIL – Financial
planner mailbox provides transaction, account and price information to
financial planners and small broker/dealers for import into a variety of
financial planning software packages.
· Base
Fee Per Management Company – file generation and delivery - $6,000 per
year
· Per
Record Charge
· Rep/Branch/ID
- $[___]
· Dealer
- $[___]
· Price
Files - $[___] or
$[___]/user/month,
whichever is less
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CLIENT Web DATA ACCESS –
USBFS client on-line access to fund and investor data through USBFS
technology applications and data delivery and security
software.
· MFS
Systems (includes COLD and On Line Report view applications)
· Setup
- $[___] (includes
[___]
workstations)
· Service
- $[___]/month
· Report
Source
· No
Setup Charge
· $[___]/month per reporting
category
· T/A
Imaging
· Setup
- $[___] (includes
[___]
workstations)
· $[___]/month
· Fund
Source
· No
Setup Charge
· $[___]/month
CLIENT DEDICATED LINE DATA
ACCESS – For USBFS clients requiring continuous on-line access to
USBFS shareholder accounting systems, such as for client call center
support:
· $[___] per year per
workstation for TA2000 AWD access
· Plus
data communications setup and monthly charges based upon location and
bandwidth
· Plus
training billed at hourly rates plus out-of-pocket
expenses
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TRANSFER AGENT TRAINING
SERVICES
· On-site
at USBFS - $[___]
per day
· At
client location - $[___] per day plus travel
and out-of-pocket expenses
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3
Exhibit
R (continued) to the
Separate
Series of the Advisors Series Trust Transfer Agent Servicing
Agreement
TRANSFER
AGENT & SHAREHOLDER SERVICES
SUPPLEMENTAL
SERVICES
FEE
SCHEDULE at July 1, 2009
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B.O.S.S – Business On-line Sales Reporting
Solution
Monthly
Software Subscription Services:
· Access
Per B.O.S.S. User: $[___]
/month/user
Implementation
and Support Services:
· Implementation
- $[___] first user
ID; each additional user ID is $[___] – Includes project
management and data/internet portal integration applicable to Transfer
Agent data flow (up to [___] years of historical
data included). Additional setup requirements will be charged
at Development hourly rate.
· Training
- $[___] (includes
[___]-day session at
USBFS site for up to [___] participants on core
product)
· Development
- $[___] /hour -
customization of B.O.S.S. product, requests for customized reports,
etc.
· Additional
Options - Report Writing, Sub-Account Data Integration – Quoted separately
based upon requirements
Data
Management Services:
· Data
Storage Charge – Over [___] years of data (No
charge for less than [___] years of
data)
· Fund
Group Account Base (Open/Closed) – Under [___] - $[___] per
month
· Fund
Group Account Base (Open/Closed) – Over [___] - $[___] per
month
· Monthly
service fees (extracting/ storing daily transaction data). Fee
based upon records processed:
· [___]-[___] records/month –
$[___]
/month
· [___]-[___] records/month –
$[___] /month (over
[___] records/month
quoted separately)
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Short-Term Trader –
Software application used to track and/or assess transaction fees that are
determined to be short-term trades. Service can be applied to
some or all funds within a fund family.
· [___] days or less –
$[___] /open
account
· [___]-[___] days – $[___] /open
account
· [___]-[___] days – $[___] /open
account
· [___] days – [___] year - $[___] /open
account
· [___] year – [___] years - $[___] /open
account
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Excessive Trader –
Software application that monitors the number of trades (exchanges,
redemptions) that meet fund family criteria for excessive trading and
automatically prevents trades in excess of the fund family
parameters.
· $[___] setup/fund group of
[___]-[___] funds, $[___] setup/fund group of
over 5 funds
· $[___]
/account/year
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12b-1 Distribution Fee
Aging – Aging shareholder account share lots in order to
monitor and begin assessing 12b-1 fees after a certain share lot age will
be charged at $[___]
per open account per year.
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Physical Certificate
Processing – Services to support the setup and processing of
physical certificated shares for a fund family:
· $[___] setup/fund
group
· $[___] per certificate
transaction
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E-Mail
Services – Services to capture, queue, monitor, service
and archive shareholder e-mail correspondence:
· $[___] setup/fund
group
· $[___] /month
administration
· $[___] /received e-mail
correspondence
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Dealer Reclaim
Services – Services reclaim fund losses due to the
pricing differences for dealer trade adjustments such as between dealer
placed trades and cancellations. There will be no
correspondence charges related to this service.
· $[___] per fund group per
month
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Shareholder Performance
Statements – We have a variety of features available for
providing account or portfolio level performance information on investor
statements. Actual costs will depend upon specific client
requirements.
· Setup
- $[___] per fund
group
· Annual
Fee - $[___] per
open and closed account
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4
Exhibit
R (continued) to the
Separate
Series of the Advisors Series Trust Transfer Agent Servicing
Agreement
TRANSFER
AGENT & SHAREHOLDER SERVICES
SUPPLEMENTAL
SERVICES
FEE
SCHEDULE at July 1, 2009
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Charges Paid by
Investors – Shareholder accounts will be charged based upon the
type of activity and type of account, including the
following:
Qualified Plan Fees
· $[___] /qualified plan acct
(Cap at $[___]/SSN)
· $[___] /Xxxxxxxxx ESA acct
(Cap at $[___]/SSN)
· $[___] /transfer to
successor trustee
· $[___] /participant
distribution (Excluding SWPs)
· $[___] /refund of excess
contribution
· $[___]
/reconversion/recharacterization
Additional Shareholder Paid Fees
· $[___] /outgoing wire
transfer
· $[___] /overnight
delivery
· $[___] /telephone
exchange
· $[___] /return check or
ACH
· $[___] /stop
payment
· $[___] /research request
per account (Cap at $[___]/request) (For
requested items of the second calendar year [or previous] to the
request)
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Programming Charges –
Charges incurred for customized services based upon fund family
requirements including but not limited to:
· Fund
setup programming (transfer agent system, statements, options, etc.) –
estimate [_] hours
per Cusip
· Select
reports – shareholder system queries for customized reporting, mailings,
etc.
· File
transmissions of client requested shareholder data file
extracts
· Conversion
programming
· Customized
service development
· Voice
response system setup (menu selections, shareholder system integration,
testing, etc.) – estimated at [_] hours per fund
family
· All
other client specific customization and/or development
services
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Literature Fulfillment
Services
· Account Management –
$[_]/month (account
management, lead reporting and database administration).
· Order Processing -
$[_]/per order
(Assessed for each order shipped by US Bancorp Fund
Services.)
· Telephone Service Charge
- $[___]/per
call
Inbound Teleservicing Only
· Account
Management - $[___]/month
· Call
Servicing - $[___]/per
minute
Lead Conversion Reporting
· Account
Management - $[___]/month
· Database
Installation, Setup - $[___] /fund
group
· Specialized
Programming - (Separate Quote)*
Web On-line Fund Fulfillment
· Account
Management - $[___] /month
· Installation,
Setup - $[___]/fund
group
· Per
Literature Order - $[___]
/request
Follow-up Services
· Correspondence
- $[___]
/item
§ Fees
exclude postage and printing charges.
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5
Exhibit
R (continued) to the
Separate
Series of the Advisors Series Trust Transfer Agent Servicing
Agreement
Davidson
- CHIEF COMPLIANCE OFFICER SERVICES
FEE
SCHEDULE at July 1, 2009
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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 (total fee for all service lines)
· $[___] per year per load
fund or international fund (in addition to Fund CCO fee)
· $[___] 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.
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6