AMENDMENT AGREEMENT
Exhibit (h-10)
THIS AMENDMENT AGREEMENT (this “Amendment”) is effective as of this 1st day of October, 2021, by and between The Xxxxx Funds, The Xxxxx Institutional Fund, The Xxxxx Portfolios, The Xxxxx Funds II, and Xxxxx Global Focus Fund, each a Massachusetts business trust (each a “Trust” and collectively, the “Trusts”); Xxxx Xxxxx Management, LLC (f/k/a Xxxx Xxxxx Management, Inc.) (“Adviser”); UMB Fund Services, Inc., a Wisconsin corporation (“UMBFS”); and UMB Distribution Services, LLC, a Wisconsin limited liability company (“UMBDS”).
WHEREAS, the Trusts and UMBFS have entered into a Transfer Agency Agreement dated October 5, 2019 (the “TA Agreement”) and a Blue Sky Filing Services Agreement dated November 1, 2019 (the “Blue Sky Agreement”) (collectively, the “UMBFS Agreements”);
WHEREAS, the Trusts and UMBDS have entered into an Inbound Call Management and Fulfilment Services Agreement dated October 5, 2019 (the “UMBDS Agreement”);
WHEREAS, Adviser and UMBDS have entered into an Agreement dated October 5, 2019 (the “Adviser Agreement”) (the UMBFS Agreements, UMBDS Agreement and Adviser Agreement collectively referred to herein as, the “Agreements”); and
WHEREAS, the parties wish to amend the Agreements as set forth herein by entering into this Amendment.
NOW THEREFORE, for and in consideration of the mutual promises hereinafter set forth, and such other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
1. Schedule A to each of the Agreements shall hereby be amended and restated in their entirety to read as Schedule A attached hereto.
2. Any reference to any Agreement shall be a reference to such Agreement as amended hereby. All rights, obligations and liabilities in respect of the Agreements shall continue to exist save as varied herein. In the event of any conflict or inconsistency between the provisions of this Amendment and the Agreements, the terms of this Amendment shall prevail. All other terms of the Agreements are hereby ratified and confirmed.
3. This Amendment may be executed in any number of counterparts, each of which shall constitute an original but which together shall constitute one instrument.
4. This Amendment shall be governed by and construed in accordance with the laws of the State of Wisconsin, excluding the laws on conflicts of laws.
[Signature page follows.]
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed in counterparts by their respective officers, thereunto duly authorized, as of the date first above written.
THE XXXXX FUNDS THE XXXXX INSTITUTIONAL FUNDS THE XXXXX PORTFOLIOS THE XXXXX FUNDS II XXXXX GLOBAL FOCUS FUND (“TRUSTS”) | ||
By: |
/s/ Xxxx Xxxxx | |
Xxxx Xxxxx | ||
Secretary | ||
XXXX XXXXX MANAGEMENT, LLC | ||
(“ADVISER”) | ||
By: |
/s/ Xxxx Xxxxx | |
Xxxx Xxxxx | ||
General Counsel | ||
UMB FUND SERVICES, INC. | ||
(“UMBFS”) | ||
By: |
/s/ Xxxxxxx X. Xxxxx | |
Xxxxxxx X. Xxxxx | ||
President | ||
UMB DISTRIBUTION SERVICES, LLC | ||
(“UMBDS”) | ||
By: |
/s/ Xxxxx Xxxxxxxxxxx | |
Xxxxx Xxxxxxxxxxx | ||
President |
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Amended and Restated
Schedule A
NAMES OF FUNDS
TRUST | FUND NAME | |
XXXXX GLOBAL FOCUS FUND | XXXXX GLOBAL FOCUS FUND | |
THE XXXXX FUNDS | XXXXX GROWTH & INCOME FUND | |
THE XXXXX FUNDS | XXXXX CAPITAL APPRECIATION FUND | |
THE XXXXX FUNDS | XXXXX SMALL CAP FOCUS FUND | |
THE XXXXX FUNDS | XXXXX HEALTH SCIENCES FUND | |
THE XXXXX FUNDS | XXXXX INTERNATIONAL FOCUS FUND | |
THE XXXXX FUNDS | XXXXX MID CAP GROWTH FUND | |
THE XXXXX FUNDS | XXXXX XXXXXXXXXX SPECIALIZED GROWTH FUND | |
THE XXXXX FUNDS | XXXXX SMALL CAP GROWTH FUND | |
THE XXXXX FUNDS | XXXXX 35 FUND | |
THE XXXXX FUNDS | XXXXX MID CAP FOCUS FUND | |
THE XXXXX FUNDS | XXXXX XXXXXXXXXX ENDURING GROWTH FUND | |
THE XXXXX FUNDS II | XXXXX EMERGING MARKETS FUND | |
THE XXXXX FUNDS II | XXXXX DYNAMIC OPPORTUNITIES FUND | |
THE XXXXX FUNDS II | XXXXX RESPONSIBLE INVESTING FUND | |
THE XXXXX FUNDS II | XXXXX SPECTRA FUND | |
THE XXXXX INSTITUTIONAL FUNDS | XXXXX CAPITAL APPRECIATION INSTITUTIONAL FUND | |
THE XXXXX INSTITUTIONAL FUNDS | XXXXX FOCUS EQUITY FUND | |
THE XXXXX INSTITUTIONAL FUNDS | XXXXX MID CAP GROWTH INSTITUTIONAL FUND | |
THE XXXXX INSTITUTIONAL FUNDS | XXXXX SMALL CAP GROWTH INSTITUTIONAL FUND | |
THE XXXXX PORTFOLIOS | XXXXX BALANCED PORTFOLIO | |
THE XXXXX PORTFOLIOS | XXXXX CAPITAL APPRECIATION PORTFOLIO | |
THE XXXXX PORTFOLIOS | XXXXX GROWTH & INCOME PORTFOLIO | |
THE XXXXX PORTFOLIOS | XXXXX LARGE CAP GROWTH PORTFOLIO | |
THE XXXXX PORTFOLIOS | XXXXX MID CAP GROWTH PORTFOLIO | |
THE XXXXX PORTFOLIOS | XXXXX SMALL CAP GROWTH PORTFOLIO | |
THE XXXXX PORTFOLIOS | XXXXX XXXXXXXXXX SPECIALIZED GROWTH PORTFOLIO |
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