APPENDIX A WELLS CAPITAL MANAGEMENT INCORPORATED INVESTMENT SUB-ADVISORY AGREEMENT WELLS FARGO FUNDS TRUST Adjustable Rate Government Fund Alternative Risk Premia Fund Asia Pacific Fund1 Asset Allocation Fund California Limited- Term Tax-Free Fund...
APPENDIX A
XXXXX CAPITAL MANAGEMENT INCORPORATED
INVESTMENT SUB-ADVISORY AGREEMENT
XXXXX FARGO FUNDS TRUST
Adjustable Rate Government Fund
Alternative Risk Premia Fund
Asia Pacific Fund1
Asset Allocation Fund
California Limited-Term Tax-Free Fund
California Tax-Free Fund
Capital Growth Fund2
Cash Investment Money Market Fund
Classic Value Fund
Common Stock Fund
Conservative Income Fund
Core Plus Bond Fund
Disciplined Small Cap Fund
Disciplined U.S. Core Fund
Discovery Fund
Diversified Capital Builder Fund
Diversified Income Builder Fund
Diversified International Fund
Dynamic Target Date Today Fund
Dynamic Target Date 2015 Fund
Dynamic Target Date 2020 Fund
Dynamic Target Date 2025 Fund
Dynamic Target Date 2030 Fund
Dynamic Target Date 2035 Fund
Dynamic Target Date 2040 Fund
Dynamic Target Date 2045 Fund
Dynamic Target Date 2050 Fund
Dynamic Target Date 2055 Fund
Dynamic Target Date 2060 Fund
Emerging Markets Equity Fund
Emerging Markets Equity Income Fund
Endeavor Select Fund
Enterprise Fund
Factor Enhanced Emerging Markets Fund
Factor Enhanced International Fund
Factor Enhanced Large Cap Fund
Factor Enhanced Small Cap Fund
Global Investment Grade Credit Fund
Global Small Cap Fund
Government Money Market Fund
Government Securities Fund
Growth Balanced Fund
Growth Fund
Heritage Money Market Fund
High Yield Bond Fund
High Yield Corporate Bond Fund
High Yield Municipal Bond Fund
Index Asset Allocation Fund
Intermediate Tax/AMT-Free Fund
International Equity Fund
Intrinsic Small Cap Value Fund
Intrinsic World Equity Fund
Large Cap Core Fund
Large Cap Growth Fund
Large Company Value Fund
Low Volatility U.S. Equity Fund
Managed Account CoreBuilder Shares Series M
Minnesota Tax-Free Fund
Moderate Balanced Fund
Money Market Fund
Municipal Bond Fund
Municipal Cash Management Money Market Fund
National Tax-Free Money Market Fund
Omega Growth Fund
Opportunity Fund
Pennsylvania Tax-Free Fund
Precious Metals Fund
Premier Large Company Growth Fund
Short Duration Government Bond Fund
Short-Term Bond Fund
Short-Term High Yield Bond Fund
Short-Term Municipal Bond Fund
Small Cap Value Fund3
Special International Small Cap Fund
Special Small Cap Value Fund
Strategic Income Fund
Strategic Municipal Bond Fund
Target Today Fund
Target 2010 Fund
Target 2015 Fund
Target 2020 Fund
Target 2025 Fund
Target 2030 Fund
Target 2035 Fund
Target 2040 Fund
Target 2045 Fund
Target 2050 Fund
Target 2055 Fund
Target 2060 Fund
Traditional Small Cap Growth Fund4
Treasury Plus Money Market Fund
Ultra Short-Term Income Fund
Ultra Short-Term Municipal Income Fund
U.S. Core Bond Fund
WealthBuilder Conservative Allocation Fund
WealthBuilder Equity Fund
WealthBuilder Growth Allocation Fund
WealthBuilder Growth Balanced Fund
WealthBuilder Moderate Balanced Fund
Wisconsin Tax-Free Fund
100% Treasury Money Market Fund
Appendix A amended: June 3, 2019
1 On May 22, 2019 the Board of Trustees of Xxxxx Fargo Funds Trust approved the reorganization of the Asia Pacific Fund into the Emerging Markets Equity Income Fund. Subject to shareholder approval, the merger will occur in September 2019.
2 On May 22, 2019 the Board of Trustees of Xxxxx Fargo Funds Trust approved the reorganization of the Capital Growth Fund into the Endeavor Select Fund. The merger is scheduled to occur in September 2019.
3On May 22, 2019 the Board of Trustees of Xxxxx Fargo Funds Trust approved the reorganization of the Small Cap Value Fund into the Small Company Value Fund. The merger is scheduled to occur in September 2019.
4 On May 22, 2019 the Board of Trustees of Xxxxx Fargo Funds Trust approved the name change of the Traditional Small Cap Growth Fund to the Fundamental Small Cap Growth Fund, effective on or about July 22, 2019.
SCHEDULE A
XXXXX CAPITAL MANAGEMENT INCORPORATED
INVESTMENT SUB-ADVISORY AGREEMENT
XXXXX FARGO FUNDS TRUST
This fee agreement is made as of the 27th day of March, 2009, and is amended as of the 3rd day of June, 2019, by and between Xxxxx Fargo Funds Management, LLC (the “Adviser”) and Xxxxx Capital Management Incorporated (the “Sub-Adviser”); and
WHEREAS, the parties and Xxxxx Fargo Funds Trust (the “Trust”) have entered into an Investment Sub-Advisory Agreement (“Sub-Advisory Agreement”) whereby the Sub-Adviser provides investment management advice to each series of the Trust as listed in Appendix A to the Sub-Advisory Agreement (each a “Fund” and collectively the “Funds”).
WHEREAS, the Sub-Advisory Agreement provides that the fees to be paid to the Sub-Adviser are to be as agreed upon in writing by the parties.
NOW THEREFORE, the parties agree that the fees to be paid to the Sub-Adviser under the Sub-Advisory Agreement shall be calculated as follows on a monthly basis by applying the annual rates described in this Schedule A to Appendix A for each Fund listed in Appendix A.
The Sub-Adviser shall receive a fee as described in this Schedule A to Appendix A of the assets of the Growth Balanced Fund and Moderate Balanced Fund and from each WealthBuilder Fund for providing services with respect to which Master Trust Portfolios (or, in the case of the WealthBuilder Funds, other unaffiliated funds) these Funds will invest in and the percentage to allocate to each Master Portfolio or unaffiliated fund in reliance on Section 12(d)(1)(G) under the Act, the rules thereunder, or order issued by the Commission exempting the Fund from the provisions of Section 12(d)(1)(A) under the Act (a “Fund of Funds structure”).
The net assets under management against which the foregoing fees are to be applied are the net assets as of the first business day of the month. If this fee agreement becomes effective subsequent to the first day of a month or shall terminate before the last day of a month, compensation for that part of the month this agreement is in effect shall be subject to a pro rata adjustment based on the number of days elapsed in the current month as a percentage of the total number of days in such month. If the determination of the net asset value is suspended as of the first business day of the month, the net asset value for the last day prior to such suspension shall for this purpose be deemed to be the net asset value on the first business day of the month.
SCHEDULE A
XXXXX CAPITAL MANAGEMENT INCORPORATED
INVESTMENT SUB-ADVISORY AGREEMENT
XXXXX FARGO FUNDS TRUST
|
Funds Trust Funds |
Fee as % of Avg. Daily Net Assets |
|
|
Adjustable Rate Government Fund |
First 100M Next 200M Next 200M Over 500M |
0.20 0.175 0.15 0.10 |
|
Alternative Risk Premia Fund1 |
First 100M Next 200M Next 200M Over 500M |
0.20 0.175 0.15 0.10 |
|
Asia Pacific Fund2 |
First 100M Next 100M Over 200M |
0.65 0.55 0.45 |
|
Asset Allocation Fund |
First 250M Over 250M |
0.10 0.05 |
|
California Limited-Term Tax-Free Fund |
First 100M Next 200M Over 300M |
0.15 0.10 0.05 |
|
California Tax-Free Fund |
First 100M Next 200M Next 200M Over 500M |
0.20 0.175 0.15 0.10 |
|
Capital Growth Fund3 |
First 100M Next 200M Next 500M Over 800M |
0.30 0.275 0.25 0.20 |
|
Cash Investment Money Market Fund |
First 1B Next 2B Next 3B Over 6B |
0.05 0.03 0.02 0.01 |
|
Classic Value Fund |
First 250M Next 2B Over 4.5B |
0.35 0.325 0.30 0.275 0.25 |
|
Common Stock Fund |
First 100M Next 100M Over 200M |
0.45 0.40 0.30 |
|
Conservative Income Fund |
First 100M Next 200M Over 300M |
0.10 0.08 0.05 |
|
Core Plus Bond Fund |
First 100M Next 200M Next 200M Over 500M |
0.20 0.175 0.15 0.10 |
|
Disciplined Small Cap Fund |
First 100M Next 200M Over 300M |
0.35 0.30 0.25 |
|
Disciplined U.S. Core Fund |
First 100M Next 200M Over 300M |
0.25 0.20 0.15 |
|
Discovery Fund |
First 100M Next 100M Over 200M |
0.45 0.40 0.35 |
|
Diversified Capital Builder Fund |
First 100M Next 200M Next 200M Over 500M |
0.35 0.30 0.25 0.20 |
|
Diversified Income Builder Fund |
First 100M Next 200M Next 200M Over 500M |
0.35 0.30 0.25 0.20 |
|
Diversified International Fund |
First 200M Over 200M |
0.45 0.40 |
|
Dynamic Target Today Fund |
First 200M Next 300M Over 500M |
0.10 0.08 0.06 |
|
Dynamic Target 2015 Fund |
First 200M Next 300M Over 500M |
0.10 0.08 0.06 |
|
Dynamic Target 2020 Fund |
First 200M Next 300M Over 500M |
0.10 0.08 0.06 |
|
Dynamic Target 2025 Fund |
First 200M Next 300M Over 500M |
0.10 0.08 0.06 |
|
Dynamic Target 2030 Fund |
First 200M Next 300M Over 500M |
0.10 0.08 0.06 |
|
Dynamic Target 2035 Fund |
First 200M Next 300M Over 500M |
0.10 0.08 0.06 |
|
Dynamic Target 2040 Fund |
First 200M Next 300M Over 500M |
0.10 0.08 0.06 |
|
Dynamic Target 2045 Fund |
First 200M Next 300M Over 500M |
0.10 0.08 0.06 |
|
Dynamic Target 2050 Fund |
First 200M Next 300M Over 500M |
0.10 0.08 0.06 |
|
Dynamic Target 2055 Fund |
First 200M Next 300M Over 500M |
0.10 0.08 0.06 |
|
Dynamic Target 2060 Fund |
First 200M Next 300M Over 500M |
0.10 0.08 0.06 |
|
Emerging Markets Equity Fund |
First 100M Next 100M Over 200M |
0.65 0.55 0.45 |
|
Emerging Markets Equity Income Fund |
First 100M Next 100M Over 200M |
0.65 0.55 0.45 |
|
Endeavor Select Fund |
First 100M Next 200M Next 500M Over 800M |
0.30 0.275 0.25 0.20 |
|
Enterprise Fund |
First 100M Next 100M Over 200M |
0.45 0.40 0.30 |
|
Factor Enhanced Emerging Markets Fund |
0.00 |
|
|
Factor Enhanced International Fund |
0.00 |
|
|
Factor Enhanced Large Cap Fund |
0.00 |
|
|
Factor Enhanced Small Cap Fund |
0.00 |
|
|
Global Investment Grade Credit Fund |
First 100M Next 200M Next 200M Over 500M |
0.10 0.0875 0.075 0.050 |
|
Global Small Cap Fund |
First 100M Next 100M Over 200M |
0.55 0.50 0.40 |
|
Government Money Market Fund |
First 1B Next 2B Next 3B Over 6B |
0.05 0.03 0.02 0.01 |
|
Government Securities Fund |
First 100M Next 200M Next 200M Over 500M |
0.20 0.175 0.15 0.10 |
|
Growth Balanced Fund |
First 250M Over 250M |
0.10 0.05 |
|
Growth Fund |
First 100M Next 100M Next 300M Over 500M |
0.45 0.40 0.35 0.30 |
|
Heritage Money Market Fund |
First 1B Next 2B Next 3B Over 6B |
0.05 0.03 0.02 0.01 |
|
High Yield Bond Fund |
First 100M Next 200M Next 200M Over 500M |
0.35 0.30 0.25 0.20 |
|
High Yield Corporate Bond Fund |
0.00 |
|
|
High Yield Municipal Bond Fund |
First 100M Next 200M Next 200M Over 500M |
0.35 0.30 0.25 0.20 |
|
Index Asset Allocation Fund |
First 100M Next 100M Over 200M |
0.15 0.125 0.10 |
|
Intermediate Tax/AMT-Free Fund |
First 100M Next 200M Next 200M Over 500M |
0.20 0.175 0.15 0.10 |
|
International Equity Fund |
First 200M Over 200M |
0.45 0.40 |
|
Intrinsic Small Cap Value Fund |
First 100M Next 100M Over 200M |
0.55 0.50 0.40 |
|
Intrinsic World Equity Fund |
First 250M Next 750M Over 1B |
0.35 0.275 0.20 |
|
Large Cap Core Fund |
First 1B Over 1B |
0.35 0.30 |
|
Large Cap Growth Fund |
First 100M Next 200M Next 500M Over 800M |
0.30 0.275 0.25 0.20 |
|
Large Company Value Fund |
First 100M Next 200M Over 300M |
0.25 0.20 0.15 |
|
Low Volatility U.S. Equity Fund |
First 750M Over 750M |
0.20 0.12 |
|
Managed Account CoreBuilder Shares Series M |
0.00 |
|
|
Minnesota Tax-Free Fund |
First 100M Next 200M Next 200M Over 500M |
0.20 0.175 0.15 0.10 |
|
Moderate Balanced Fund |
First 250M Over 250M |
0.10 0.05 |
|
Money Market Fund |
First 1B Next 2B Next 3B Over 6B |
0.05 0.03 0.02 0.01 |
|
Municipal Bond Fund |
First 100M Next 200M Next 200M Over 500M |
0.20 0.175 0.15 0.10 |
|
Municipal Cash Management Money Market Fund |
First 1B Next 2B Next 3B Over 6B |
0.05 0.03 0.02 0.01 |
|
National Tax-Free Money Market Fund |
First 1B Next 2B Next 3B Over 6B |
0.05 0.03 0.02 0.01 |
|
Omega Growth Fund |
First 100M Next 100M Next 300M Over 500M |
0.45 0.40 0.35 0.30 |
|
Opportunity Fund |
First 100M Next 100M Next 300M Over 500M |
0.45 0.40 0.35 0.30 |
|
Pennsylvania Tax-Free Fund |
First 100M Next 200M Next 200M Over 500M |
0.20 0.175 0.15 0.10 |
|
Precious Metals Fund |
First 100M Next 100M Over 200M |
0.40 0.35 0.30 |
|
Premier Large Company Growth Fund |
First 100M Next 100M Next 300M Over 500M |
0.35 0.325 0.30 0.275 |
|
Short Duration Government Bond Fund |
First 100M Next 200M Over 300M |
0.15 0.10 0.05 |
|
Short-Term Bond Fund |
First 100M Next 200M Over 300M |
0.15 0.10 0.05 |
|
Short-Term High Yield Bond Fund |
First 100M Next 200M Next 200M Over 500M |
0.35 0.30 0.25 0.20 |
|
Short-Term Municipal Bond Fund |
First 100M Next 200M Over 300M |
0.15 0.10 0.05 |
|
Small Cap Value Fund4 |
First 100M Next 100M Over 200M |
0.55 0.50 0.40 |
|
Special International Small Cap Fund |
First 100M Next 100M Over 200M |
0.55 0.50 0.40 |
|
Special Mid Cap Value Fund |
First 100M Next 100M Over 200M |
0.45 0.40 0.30 |
|
Special Small Cap Value Fund |
First 100M Next 100M Over 200M |
0.55 0.50 0.40 |
|
Strategic Income Fund5 |
First 100M Next 200M Next 200M Over 500M |
0.30 0.25 0.20 0.15 |
|
Strategic Municipal Bond Fund |
First 100M Next 200M Next 200M Over 500M |
0.20 0.175 0.15 0.10 |
|
Target Today Fund |
First 200M Next 300M Over 500M |
0.05 0.04 0.03 |
|
Target 2010 Fund |
First 200M Next 300M Over 500M |
0.05 0.04 0.03 |
|
Target 2015 Fund |
First 200M Next 300M Over 500M |
0.05 0.04 0.03 |
|
Target 2020 Fund |
First 200M Next 300M Over 500M |
0.05 0.04 0.03 |
|
Target 2025 Fund |
First 200M Next 300M Over 500M |
0.05 0.04 0.03 |
|
Target 2030 Fund |
First 200M Next 300M Over 500M |
0.05 0.04 0.03 |
|
Target 2035 Fund |
First 200M Next 300M Over 500M |
0.05 0.04 0.03 |
|
Target 2040 Fund |
First 200M Next 300M Over 500M |
0.05 0.04 0.03 |
|
Target 2045 Fund |
First 200M Next 300M Over 500M |
0.05 0.04 0.03 |
|
Target 2050 Fund |
First 200M Next 300M Over 500M |
0.05 0.04 0.03 |
|
Target 2055 Fund |
First 200M Next 300M Over 500M |
0.05 0.04 0.03 |
|
Target 2060 Fund |
First 200M Next 300M Over 500M |
0.05 0.04 0.03 |
|
Traditional Small Cap Growth Fund6 |
First 100M Next 100M Over 200M |
0.55 0.50 0.40 |
|
Treasury Plus Money Market Fund |
First 1B Next 2B Next 3B Over 6B |
0.05 0.03 0.02 0.01 |
|
Ultra Short-Term Income Fund |
First 100M Next 200M Over 300M |
0.15 0.10 0.05 |
|
Ultra Short-Term Municipal Income Fund |
First 100M Next 200M Over 300M |
0.15 0.10 0.05 |
|
U.S. Core Bond Fund |
0.00 |
|
|
WealthBuilder Conservative Allocation Fund |
0.15 |
|
|
WealthBuilder Equity Fund |
0.15 |
|
|
WealthBuilder Growth Allocation Fund |
0.15 |
|
|
WealthBuilder Growth Balanced Fund |
0.15 |
|
|
WealthBuilder Moderate Balanced Fund |
0.15 |
|
|
Wisconsin Tax-Free Fund |
First 100M Next 200M Next 200M Over 500M |
0.20 0.175 0.15 0.10 |
|
100% Treasury Money Market Fund |
First 1B Next 2B Next 3B Over 6B |
0.05 0.03 0.02 0.01 |
Schedule A amended: June 3, 2019
1For portfolio management services, Xxxxx Capital Management (“WCM”) would receive this fee on the entirety of the Fund’s portfolio, covering both the assets in the sleeve managed solely by WCM and the assets in the sleeve that will be co-managed with Xxxxx Fargo Asset Management (International), Limited (“WFAMI Ltd”). WCM’s services will not be duplicative of those to be provided by WFAMI Ltd.
2On May 22, 2019 the Board of Trustees of Xxxxx Fargo Funds Trust approved the reorganization of the Asia Pacific Fund into the Emerging Markets Equity Income Fund. Subject to shareholder approval, the merger will occur in September 2019.
3On May 22, 2019 the Board of Trustees of Xxxxx Fargo Funds Trust approved the reorganization of the Capital Growth Fund into the Endeavor Select Fund. The merger is scheduled to occur in September 2019.
4On May 22, 2019 the Board of Trustees of Xxxxx Fargo Funds Trust approved the reorganization of the Small Cap Value Fund into the Small Company Value Fund. The merger is scheduled to occur in September 2019.
5The fees for the Strategic Income Fund will be paid based on assets under management attributable to the portion of the Fund’s portfolio managed by Xxxxx Capital Management Inc.
6On May 22, 2019 the Board of Trustees of Xxxxx Fargo Funds Trust approved the name change of the Traditional Small Cap Growth Fund to the Fundamental Small Cap Growth Fund, effective on or about July 22, 2019.
The foregoing fee schedule is agreed to as of June 3, 2019and shall remain in effect until changed in writing by the parties.
XXXXX FARGO FUNDS MANAGEMENT, LLC
By: _________________________________________
Xxxx Xxxxx
Senior Vice President
XXXXX CAPITAL MANAGEMENT INCORPORATED
By: _________________________________________
Xxxxx Xxxxxx
Chief Operating Officer
