FIRST AMENDMENT TO THE FUND ADMINISTRATION SERVICING AGREEMENT
FIRST
AMENDMENT TO THE
THIS FIRST AMENDMENT dated as
of the 1ST day
of October 2009, to the Fund Administration Servicing Agreement, dated as of
September 14, 2007, (the "Agreement"), is entered into by and between PROSPECTOR FUNDS, INC., a
Maryland corporation, (the “Company”) and U.S. BANCORP FUND SERVICES,
LLC, a Wisconsin limited liability company ("USBFS”).
RECITALS
WHEREAS, the parties have
entered into the Agreement; and
WHEREAS, the Company and USBFS
desire to amend the fees of the Agreement; and
WHEREAS, Section 10 of the
Agreement allows for its amendment by a written instrument executed by both
parties.
NOW, THEREFORE, the parties
agree as follows:
Exhibit B
of the Agreement is superseded and replaced with Exhibit B attached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 First Amendment to be executed by a duly
authorized officer on one or more counterparts as of the date and year first
written above.
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U.S.
BANCORP FUND SERVICES, LLC
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By:
/s/ Xxxxx X.
Xxxxxxxx
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By:
/s/ Xxxxxxx X.
XxXxx
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Name:
Xxxxx X. Xxxxxxxx
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Name:
Xxxxxxx X. XxXxx
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Title:
Treasurer
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Title:
Executive Vice President
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1
Exhibit B
to the Fund Administration Servicing Agreement – Prospector Funds,
Inc.
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FUND
ADMINISTRATION & COMPLIANCE SERVICES
FEE
SCHEDULE At October 1, 2009
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Domestic
Funds
Annual Fee Based Upon Market Value Per
Fund*
_____
basis points on the first $_____
_____
basis points on the next $_____
_____
basis points on the balance
Minimum
annual fee: $_____ per fund portfolio
International
Funds
Annual Fee Based Upon Market Value Per
Fund*
_____
basis points on the first $_____
_____
basis points on the next $_____
_____
basis points on the next $_____
_____
basis points on the balance
Minimum
annual fee: $_____ per fund portfolio
Advisor Information Source Web
Portal
· $_____
/fund/month
· $_____ /fund/month for
clients using an external administration service
· Specialized
projects will be analyzed and an estimate will be provided prior to work
being performed.
Plus
Out-Of-Pocket Expenses Including but not limited to postage,
stationery, programming, special reports, daily compliance testing systems
expenses, proxies, insurance, XXXXX filing, retention of records, Fund
federal and state regulatory filing fees, certain insurance premiums,
expenses incurred in connection with attending board of
directors meetings, Fund auditing and legal expenses, conversion expenses
(if necessary), and all other out-of-pocket expenses.
Additional
Services – Above pricing is for standard
services. Available but not included above are the following
services – multiple classes, legal administration, SEC 15c reporting,
Advisor Information Source data delivery, daily fund compliance testing,
daily pre- and post- performance reporting.
Legal
Administration fee will be charged if USBFS assists in the development of
annual registration statement updates and/or supplements.
Fees
are billed monthly.
*
Subject to annual CPI increase, Milwaukee
MSA.
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2
Exhibit B
(continued) to the Fund Administration Servicing Agreement – Prospector Funds,
Inc.
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FUND ADMINISTRATION & COMPLIANCE
PORTFOLIO SERVICES
SUPPLEMENTAL
SERVICES
FEE SCHEDULE at October 1,
2009
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Multiple
Classes – Add the following for each class beyond the first
class:
§ _____ basis point at each
level
§ $_____ /class
minimum
Annual
Legal Administration – Add the following for legal administration
services in support of external legal counsel, including annual
registration statement update and drafting of supplements:
§ _____ basis point at each
level, or $_____
minimum
Additional Services:
§ New
fund launch – as negotiated based upon specific requirements
§ Subsequent
new fund launch – $_____
/project
§ Subsequent
new share class launch – $_____
/project
§ Multi-managed
funds – as negotiated based upon specific requirements
§ Proxy
– as negotiated based upon specific requirements
Daily Pre- and Post-Tax Performance
Reporting
§ Performance
Service – $_____
/CUSIP per month
§ Setup
– $_____
/CUSIP
§ Conversion
– quoted separately
§ FTP
Delivery – $_____
setup /FTP site
Daily Compliance Services (Xxxxxxx
River)
§ Base
fee – $_____ /fund
per year
§ Setup
– $_____ /fund
group
§ Data
Feed – $_____ /security per
month
SEC §15(c) Reporting
§ $_____ /fund per report –
first class
§ $_____ /additional class
report
Electronic Board Materials
§ USBFS
will establish a unique client board URL and load/maintain all fund board
book data for the main fund board meetings and meetings for up to two
separate committees
§ Up
to 10 non-USBFS users including advisor, legal, audit, etc.
§ Complete
application, data and user security – data encryption and password
protected
§ On-line
customized board materials preparation workflow
§ Includes
web-based and local/off-line versions
§ Includes
complete initial and ongoing user training
§ Includes
24/7/365 access via toll free number
§ Includes
remote diagnostics for each user, including firewall and network
issues
§ Triple
server backup / failover
Annual Fee
§ $_____ /year (includes 10
external users)
§ $_____ /year per additional
user
§ $_____ implementation/setup
fee
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3
Exhibit B
(continued) to the Fund Administration Servicing Agreement – Prospector Funds,
Inc.
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CHIEF
COMPLIANCE OFFICER
SUPPORT
SERVICES
FEE
SCHEDULE at October 1, 2009
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Chief Compliance Officer Support
Services
U.S,
Bancorp provides support to the Chief Compliance Officer (CCO) of each
fund serviced either by U.S. Bancorp Fund Services, LLC or Quasar
Distributors, LLC. Indicated below are samples of functions
performed by USBFS in this CCO support role:
• Business
Line Functions Supported
• Fund
Administration and Compliance
• Transfer
Agent and Shareholder Services
• Fund
Accounting
• Custody
Services
• Securities
Lending Services
• Distribution
Services
• Daily
Resource to Fund CCO, Fund Board, Advisor
• Provide
USBFS/USB Critical Procedures & Compliance Controls
• Daily
and Periodic Reporting
• Periodic
CCO Conference Calls
• Dissemination
of Industry/Regulatory Information
• Client
& Business Line CCO Education & Training
• Due
Diligence Review of USBFS Service Facilities
• Quarterly
USBFS Certification
• Board
Meeting Presentation and Board Support
• Testing,
Documentation, Reporting
Annual
Fee Schedule*
· $_____
per service line per year
Fees
are billed monthly.
*Subject
to annual CPI increase, Milwaukee
MSA.
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