AMENDMENT ADVISORY AGREEMENT DATED 19 JANUARY 1994 AS AMENDED Timothy Plan and Timothy Partners, Ltd.
AMENDMENT
ADVISORY AGREEMENT DATED 19 JANUARY 1994
AS AMENDED
Xxxxxxx Plan and Xxxxxxx Partners, Ltd.
This Amendment, dated December 01, 2018, by and between the Xxxxxxx Plan (the “Trust”), a Delaware business trust operating as a registered investment company under the Investment Company Act of 1940, as amended, duly organized and existing under the laws of the State of Delaware and Xxxxxxx Partners, Ltd. (the “Investment Adviser”) a Florida limited partnership and a member in good standing of FINRA, (collectively the “Parties”).
The Trust’s Board of Trustees (the “Board”), including a majority of the Trustees who are not interested persons of the Trust and who have no direct or indirect financial interest in the operation of the Trust (the “non-interested Trustees”), have by unanimous vote, elected to introduce four new Series in the Trust, which new Series will be exchange traded funds (the “Funds”) set forth herein below. Having considered past investment advisory success, the Board further determined that it is prudent and in the best interests of the Trust to employ Xxxxxxx Partners, Ltd., the Adviser of the other Series offered by the Trust, as the Investment Adviser of the new Series. Considerations of the Board included but were not limited to the following:
1. The nature, quality, and extent of services to be furnished by Xxxxxxx Partners. Ltd. to the Fund, including:
| (a) | That the breadth and the quality of investment advisory and other services to be provided to the Trust appear to be satisfactory, as evidenced in part by the performance record of the Funds offered by the Trust as compared with the performance records of a peer group of comparable funds; |
| (b) | That the Investment Advisor appears to have the systems and highly trained personnel necessary for it to be able to provide quality service to the Fund’s shareholders; and |
| (c) | That the Board is satisfied with the research, portfolio management, and trading services, among others, to be provided by the Investment Advisor to the Fund and has determined that the Investment Advisor is proposing fair, reasonable, and competitive fees. |
| (d) | The risks assumed by the Investment Advisor in providing investment advisory services to the Fund is made with the recognition that the Fund’s advisory relationship with Xxxxxxx Partners. Ltd. can be terminated at any time and must be renewed on an annual basis. |
| 2. | The fairness of fee arrangements, including: |
| (a) | That upon review of the advisory fee structures of the Fund in comparison with other similar funds, the level of investment advisory fees to be paid by the Fund is competitive; |
| (b) | That the expense ratio of the Fund shall be generally competitive and in many instances possibly lower than those of similar funds; |
| (c) | That the advisory and other fees payable by the Fund to the Investment Advisor are essentially fees arrived at solely from such arm’s-length negotiation. |
| (d) | The extent to which economies of scale could be realized as a Fund grows in assets and whether the Fund’s fees reflect these economies of scale for the benefit of Fund shareholders. |
Pursuant to Section 11 of the Agreement, the Agreement is hereby amended as follows, however all other terms and conditions contained therein shall remain in full force and effect:
| L | The introductory paragraph of the Agreement, as previously amended, shall be further amended and shall read in its entirety: |
AGREEMENT, made by and between The Xxxxxxx Plan, a Delaware business trust (the “Trust”) on behalf of the following series of the Trust;
The Xxxxxxx Plan Aggressive Growth Fund
The Xxxxxxx Plan Large/Mid-Cap Growth Fund
The Xxxxxxx Plan Small-Cap Value Fund (formerly the Xxxxxxx Plan)
The Xxxxxxx Plan Large/Mid-Cap Value Fund
The Xxxxxxx Plan Fixed-Income Fund
The Xxxxxxx Plan International Fund
The Xxxxxxx Plan Strategic Growth Portfolio
The Xxxxxxx Plan Conservative Growth Portfolio
The Xxxxxxx Plan High Yield Bond Fund
The Xxxxxxx Plan Emerging Markets Fund
The Xxxxxxx Plan Growth & Income Fund
The Xxxxxxx Plan Strategic Growth Portfolio Variable Fund
The Xxxxxxx Plan Conservative Growth Portfolio Variable Fund
The Xxxxxxx Plan US Large Cap Core ETF
The Xxxxxxx Plan US Small Cap Core ETF
The Xxxxxxx Plan International ETF
The Xxxxxxx Plan High Dividend ETF
and Xxxxxxx Partners, Ltd., a Florida Limited partnership (the “Investment Adviser”).
2. Effective Date. The Effective Date of this Amendment is December 01, 2018.
IN WITNESS WHEREOF, the Parties hereto have caused this amendment to be signed by their duly authorized officers on this 16th day of November 2018 by
| Xxxxxxx Plan | Xxxxxxx Partners, Ltd. | |
| /S/ Art Ally | /S/ Art Ally | |
| Its: Chairman | Its: President | |
