AMENDMENT TO THE ETF SERIES SOLUTIONS TRANSFER AGENT SERVICING AGREEMENT
AMENDMENT TO THE
THIS AMENDMENT dated as of the 31st day of July, 2014, to the Transfer Agent Servicing Agreement, dated as of May 16, 2012, as amended (the "Agreement"), is entered into by and between ETF SERIES SOLUTIONS, a Delaware statutory trust (the "Trust") 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 parties desire to amend the series of the Trust to add funds; and
WHEREAS, Section 12 of the Agreement allows for its amendment by a written instrument executed by both parties.
NOW, THEREFORE, the parties agree to amend the exhibits and add the following series of ETF Series Solutions:
Exhibit D, the Deep Value ETF, is hereby added and attached hereto.
|
|
Exhibit E, the Xxxxx Xxxxxxx-Ideal Ratings U.S. Large Cap ETF, is hereby added and attached hereto.
|
This amendment will become effective upon the commencement of operations of each of the Deep Value ETF and the Xxxxx Xxxxxxx-Ideal Ratings U.S. Large Cap ETF. Except to the extent amended hereby, the 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.
|
U.S. BANCORP FUND SERVICES, LLC
|
|
|
By: /s/ Xxxxxxx X. Xxxxxxxx
|
By: /s/ Xxxxxxx X. Xxxxxxx
|
|
Name: Xxxxxxx X. Xxxxxxxx
|
Name: Xxxxxxx X. Xxxxxxx
|
|
Title: Secretary
|
Title: Senior Vice President
|
1
Exhibit D to the ETF Series Solutions Transfer Agent Servicing Agreement
Name of Series
Deep Value ETF
Base Fee for Accounting, Administration, Transfer Agent/Shareholder & Account Services at July, 2014-
The following reflects the greater of the basis point fee or minimum per fund-
|
Admin/Accounting/TA
|
Basis Points on AUM
|
Annual Minimum per Fund
|
||
|
$[---]
|
+$[---]
|
+$[---]
|
$[---]
|
|
|
[---]
|
[---]
|
[---]
|
||
Note: MLP Funds pricing may vary from the above annual fees and are TBD per investment strategy
The Following Services and Associated Fees are in Addition to the Base Fee-
Pricing Services**
|
§
|
$[---] - Domestic Equities, Options, ADRs
|
|
§
|
$[---] – Foreign Equities
|
|
§
|
$[---] – Domestic Corporate/Convertible/Gov’t/Agency Bonds, Futures, Forwards, Currency Rates, Mortgage Backed Securities
|
|
§
|
$[---] - CMOs, Municipal Bonds, Money Market Instruments, Foreign Corporate/Convertible/Gov’t/Agency
|
Bonds, Asset Backed Securities, High Yield Bonds
|
§
|
$[---] - Bank Loans
|
|
§
|
$[---] - Credit Default Swaps
|
|
§
|
$[---] - Swaptions, Index Swaps
|
|
§
|
$[---] - Interest Rate Swaps, Foreign Currency Swaps, Total Return Swaps, Total Return Bullet Swaps
|
Corporate Action & Manual Pricing Services
|
§
|
$[---] /Foreign Equity Security per Month for Corporate Action Service
|
|
§
|
$[---] /Domestic Equity Security per Month for Corporate Action Service
|
|
§
|
$[---] /Month Manual Security Pricing (>10/day)
|
ESS Trust Chief Compliance Officer Annual Fee
|
§
|
$[---] for the first fund*
|
|
§
|
$[---] for each additional fund*
|
|
§
|
$[---] per sub-advisor per fund*
|
*subject to change and approval by on ESS Board of Directors
Section 15(c) Reporting
Add the following for legal administration services in support of external legal counsel, including annual registration statement update and drafting of supplements:
|
§
|
$[---] /fund per report – first class
|
|
§
|
$[---] /additional class report
|
2
Exhibit D (continued) to the ETF Series Solutions Transfer Agent Servicing Agreement
Ongoing Annual Legal Administration Services
Add the following for legal administration services in support of external legal counsel, including annual registration statement update and drafting of supplements:
|
§
|
[---] /additional minimum
|
Out-Of-Pocket Expenses
Including but not limited to corporate action services, fair value pricing services, factor services, SWIFT processing, customized reporting, third-party data provider costs (including GICS, MSCI, Lipper, etc.), postage, stationary, programming, special reports, proxies, insurance, XXXXX/XBRL filing, retention of records, federal and state regulatory filing fees, expenses from Board of directors meetings, third party auditing and legal expenses, wash sales reporting (GainsKeeper), tax e-filing, PFIC monitoring, conversion expenses (if necessary), and CCO team travel related costs to perform due diligence reviews at advisor and sub-advisor facilities.
*Subject to annual CPI increase, Milwaukee MSA.
Fees are calculated pro rata and billed monthly.
3
Exhibit E to the ETF Series Solutions Transfer Agent Servicing Agreement
Name of Series
Xxxxx Xxxxxxx-Ideal Ratings U.S. Large Cap ETF
Base Fee for Accounting, Administration, Transfer Agent/Shareholder & Account Services. The following reflects the greater of the basis point fee or minimum per fund at July, 2014:
|
Admin/Accounting/TA
|
Basis Points on AUM
|
Annual Minimum per Fund
|
||
|
$[---]
|
+$[---]
|
+$[---]
|
$[---]
|
|
|
[---]
|
[---]
|
[---]
|
||
Note: MLP Funds pricing may vary from the above annual fees and are TBD per investment strategy
The Following Services and Associated Fees are in Addition to the Base Fee-
Pricing Services**
|
§
|
$[---] - Domestic Equities, Options, ADRs
|
|
§
|
$[---] – Foreign Equities
|
|
§
|
$[---] - Domestic Corporate/Convertible/Gov’t/Agency Bonds, Futures, Forwards, Currency Rates, Mortgage Backed Securities
|
|
§
|
$[---] - CMOs, Municipal Bonds, Money Market Instruments, Foreign Corporate/Convertible/Gov’t/Agency
|
Bonds, Asset Backed Securities, High Yield Bonds
|
§
|
$[---] - Bank Loans
|
|
§
|
$[---] - Credit Default Swaps
|
|
§
|
$[---] - Swaptions, Index Swaps
|
|
§
|
$[---] - Interest Rate Swaps, Foreign Currency Swaps, Total Return Swaps, Total Return Bullet Swaps
|
Corporate Action & Manual Pricing Services
|
§
|
$[---] /Foreign Equity Security per Month for Corporate Action Service
|
|
§
|
$[---] /Domestic Equity Security per Month for Corporate Action Service
|
|
§
|
$[---] /Month Manual Security Pricing (>10/day)
|
Fair Value Services (Charged at the Complex Level)**
The lesser of…
|
§
|
$[---] per Fund
|
|
§
|
Or $[---] on the First 100 Securities and $[---] on the balance of Securities
|
NOTE: Prices above are based on using U.S. Bancorp primary pricing service which may vary by security type and are subject to change.
Use of alternative and/or additional sources may result in additional fees. Pricing vendors may designate certain securities as hard to value or as a non-standard security type which may result in additional fees. All schedules subject to change depending upon the use of unique security type requiring special pricing or accounting arrangements.
ESS Trust Chief Compliance Officer Annual Fee
|
§
|
$[---] for the first fund*
|
|
§
|
$[---] for each additional fund*
|
|
§
|
$[---] per sub-advisor per fund*
|
*subject to change and approval by on ESS Board of Directors
Out-Of-Pocket Expenses
Including but not limited to corporate action services, fair value pricing services, factor services, SWIFT processing, customized reporting, third-party data provider costs (including GICS, MSCI, Lipper, etc.), postage, stationary, programming, special reports, proxies, insurance, XXXXX/XBRL filing, retention of records, federal and state regulatory filing fees, expenses from Board of directors meetings, third party auditing and legal expenses, wash sales reporting (GainsKeeper), tax e-filing, PFIC monitoring, conversion expenses (if necessary), and CCO team travel related costs to perform due diligence reviews at advisor and sub-advisor facilities.
*Subject to annual CPI increase, Milwaukee MSA.
Fees are calculated pro rata and billed monthly.
(Signature on the following page)
4
Additional Services Provided and Negotiated Upon Client Request.
Advisor’s Signature below acknowledges approval of the fee schedules on these Exhibits D and E.
Exchange Traded Concepts, LLC
By: /s/ J. Xxxxxxx Xxxxxxx
Printed Name: J. Xxxxxxx Xxxxxxx
Title: CEO Date: 8/7/14
5
