Amendment to Transfer Agent Servicing Agreement
Amendment
to
THIS
AMENDMENT dated as of October 25, 2004 to the Transfer Agent Servicing Agreement
dated as of October 19, 2001 (the "Original Agreement"), as subsequently
amended, by and between Hotchkis and Wiley Funds, a Delaware business trust, and
U.S. Bancorp Fund Services, LLC, a Wisconsin limited liability company, is made
to include the “As Of” Processing Policy as attached, which replaces Exhibit C
to the Original Agreement.
IN
WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by
a duly authorized officer in one or more counterparts as of the day and year
first written above.
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HOTCHKIS
AND WILEY FUNDS
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U.S.
BANCORP FUND SERVICES, LLC
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BY:
/s/ Xxxxx
X.
Xxxxxx
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By:
/s/ Xxxxx
X.
Xxxxx
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Xxxxx X. Xxxxxx
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Xxxxx X. Xxxxx
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President
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Vice President
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Hotchkis
and Wiley Funds
As Of Processing Policy
Hotchkis and Wiley Funds (the “Funds”)
are utilizing the following “as of” policy for reimbursing
the Funds for losses for which U.S. Bancorp Fund Services, LLC (“USBFS”) is
responsible
that are incurred in connection with “as of” transactions, subject to the Funds’ “Procedures
for Valuing Portfolio Securities and Assets” (“Pricing Procedures”) and
applicable law:
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USBFS
“As
Of” Processing Policy
USBFS
will reimburse each Fund for any net material loss that may exist on the
Fund’s books and for which USBFS is responsible, at the end of each
calendar month. “Net Material Loss” shall be defined as any
remaining loss not previously paid to the Fund, after netting losses
against any gains for which USBFS also is responsible, which impacts a
Fund's net asset value per share by at least ½ cent. Gains and losses will
be reflected on the Fund’s daily share sheet, and the Fund will be
reimbursed for any Net Material Loss at least on a monthly basis. USBFS
will reset the “as of” ledger each calendar month so that any losses which
do not exceed the materiality threshold of ½ cent per share will not be
carried forward to the next succeeding month. USBFS will notify Hotchkis
and Wiley Capital Management, LLC. (“Adviser”), the adviser to the Funds,
on the daily share sheet of any losses for which USBFS may be held
accountable.
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However, notwithstanding the above
USBFS “As Of” Processing Policy, USBFS will promptly reimburse the Fund for any
loss for which it is responsible that is equal to, or more than, one cent per
share, pursuant to the Pricing Procedures and applicable service agreements
between USBFS and the Funds.
In addition, the Funds are utilizing
the following policy for reimbursing the Fund for losses for which the Adviser
or Distributor is responsible that are incurred in connection with “as of”
transactions, subject to the Pricing procedures and applicable law:
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ADVISER/DISTRIBUTOR
“As Of” Processing Policy
The
Adviser/Distributor will seek reimbursement from a broker or dealer that
is responsible for a loss to the Fund of more than $100 in connection with an
“as of” transaction, and it will pay all of the money it recovers to the
Fund. At the end of each calendar month, the Adviser will
reimburse the Fund for any Net Material Loss that may exist on the Fund’s
books for which the Adviser is determined to be
responsible. “Net Material Loss” is defined as any remaining
loss, after netting losses against any gains for which the Adviser also is
responsible and losses reimbursed by brokers or dealers,
which impacts the Fund’s net asset value per share by at least %
cent. Gains and losses will be reflected on the Fund’s
daily share sheet. USBFS will reset the “as of” ledger each calendar
month, so that any net loss that does not exceed the materiality threshold
of ½ cent per share will not be carried forward to the next succeeding
month. USBFS will notify the Adviser on the daily share sheet
of any losses for which the Adviser may be held
accountable.
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