THOMPSON PLUMB FUNDS, INC. AMENDMENT TO THE DISTRIBUTION AGREEMENT
EXHIBIT
(E)(5)
XXXXXXXX
XXXXX FUNDS, INC.
AMENDMENT
TO THE DISTRIBUTION AGREEMENT
THIS AMENDMENT dated as of the
31st
day of July, 2008, to the Distribution Agreement, dated as of the 26th day of
January, 2006, as amended March 21, 2007 and January 24, 2008 (the "Distribution
Agreement"), is entered into by and among Xxxxxxxx Plumb Funds, Inc., a
Delaware corporation (the "Corporation"), Quasar Distributors, LLC, a
Delaware limited liability company ("Distributor") and Xxxxxxxx Investment
Management, Inc., the investment advisor to the Corporation
(the “Advisor”) is a party hereto with respect to Sections 5, 11 (B) and Exhibit
B only.
RECITALS
WHEREAS, the parties have
entered into a Distribution Agreement; and
WHEREAS, the Corporation, the
Advisor and the Distributor desire to amend said Distribution Agreement;
and
WHEREAS, Section 11 (B) of the
Distribution Agreement allows for its amendment by a written instrument executed
by the parties.
NOW, THEREFORE, the parties
agree as follows:
Effective
August 1, 2008, Amended Exhibit B of the Distribution Agreement will be replaced
in its entirety by Amended Exhibit B attached hereto.
Except to
the extent amended hereby, the Distribution 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.
| XXXXXXXX PLUMB FUNDS, INC. | QUASAR DISTRIBUTORS, LLC |
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By:
______________________________
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By:
________________________________
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Name: Xxxx
X. Xxxxxxxx
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Name: Xxxxx
X. Xxxxxxxxx
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Title: Chief
Executive Officer
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Title: President
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XXXXXXXX
INVESTMENT MANAGEMENT, INC.
By:
_____________________________
Name: Xxxx
X. Xxxxxxxx
Title: President
1
Amended
Exhibit B to the Distribution Agreement
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QUASAR DISTRIBUTORS,
LLC
REGULATORY DISTRIBUTION
SERVICES
ANNUAL FEE SCHEDULE at August 1,
2008
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Basic Distribution
Services
· Minimum annual
fee – $43,000, payable
monthly in arrears
· Market Value
Fee at the annual rate of .0025 of 1% (one quarter of one basis point) of
the Funds’ (effective for assets over $750 million, cumulative for all
series of Xxxxxxxx Xxxxx Funds, Inc. subject to this Agreement), average
daily net assets, payable monthly in arrears
· CCO support
services- $1,200 per year
Advertising Compliance
Review/FINRA Filings
·
$175 per job for the
first 10 pages (minutes if tape or video); $20 per page (minute if tape or
video) thereafter
· Non-FINRA
filed materials, (e.g. Broker Use Only Materials, Institutional,
Correspondence)
$100 per job for the first 10
pages (minutes if tape or video); $10 per page (minutes if tape or video)
thereafter.
· FINRA
Expedited Service for 3 Day Turnaround
$1,000 for the first 10 pages
(minutes if audio or video); $25 per page (minute if audio or
video) thereafter. (Comments are
faxed. FINRA may not accept expedited
request.)
Fund Fact
Sheets
Design- $1,000 per fact
sheet, includes first production
Production- $500.00 per fact
sheet per production period
All printing costs are out
of pocket expenses, and in addition to the deign fee and production
fee
FINRA Licensing of Investment
Advisor’s Staff (if desired) as broker-dealer
representatives
· $1500 per year per registered
representative (“RR”) during 2008, and $2,500 per year per RR beginning in
2009.
· Quasar is limited to these
licenses for sponsorship: Series, 6, 7, 24, 26, 27, 63,
66
· Plus all associated FINRA and
State fees for RRs, including license and renewal
fees.
FINRA Branch Office Expense (if
applicable)
$3,000 annual branch office fee, if
required by FINRA regulation.
Out-of-Pocket Expenses (if
applicable)*
Reasonable out-of-pocket expenses
incurred by the Distributor in connection with activities primarily
intended to result in the sale of Shares, including, without
limitation:
· typesetting, printing and
distribution of Prospectuses and shareholder reports
· production, printing, distribution
and placement of advertising and sales literature and
materials
· engagement of designers,
free-xxxxx writers and public relations firms
· long-distance telephone lines,
services and charges
· postage
· overnight delivery
charges
· FINRA registration and filing
fees
(FINRA advertising filing fees are
included in Advertising Compliance Review section
above)
· travel, lodging and
meals
Fees are billed
monthly.
*Subject to CPI Increase,
Milwaukee MSA
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