SIXTH AMENDMENT TO THE HORIZON FUNDS FUND ACCOUNTING SERVICING AGREEMENT
SIXTH AMENDMENT TO THE
HORIZON FUNDS FUND ACCOUNTING SERVICING AGREEMENT
THIS AMENDMENT dated as of the last date on the signature block to the Fund Accounting Servicing Agreement, dated as of February 8, 2016, as amended (the “Agreement”), is entered into by and between HORIZON FUNDS, a Delaware trust (the “Trust”) and U.S. BANCORP FUND SERVICES, LLC/b/a U.S. Bank Global Fund Services, a Wisconsin limited liability company (“Fund Services”).
RECITALS
WHEREAS, the parties have entered into the Agreement; and
WHEREAS, the Trust desires to amend the fee schedule and the term of the Agreement; and
WHEREAS, Section 15 of the Agreement allows for its amendment by a written instrument executed by both parties.
NOW, THEREFORE, the parties agree as follows:
| 1. | Exhibit B is hereby superseded and replaced with Exhibit B attached hereto. |
| 2. | Section 15 Term of Agreement; Amendment is hereby amended and replaced as followed: |
15 Term of Agreement; Amendment
This Agreement shall become effective as of February 1, 2022 and will continue in effect for a period of three (3) years. Following the initial term, this Agreement shall automatically renew for successive one (1) year terms unless either party provides written notice at least 90 days prior to the end of the then current term that it will not be renewing the Agreement. Notwithstanding the foregoing, this Agreement may be terminated by any party upon the breach of the other party of any material term of this Agreement if such breach is not cured within 15 days of notice of such breach to the breaching party. This Agreement may not be amended or modified in any manner except by written agreement executed by Fund Services and the Trust, and authorized or approved by the Board of Trustees.
Except to the extent amended hereby, the Agreement shall remain in full force and effect.
Signatures on the following page
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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 last written below.
| HORIZON FUNDS | U.S. BANCORP FUND SERVICES, LLC | ||||
| By: | /s/ Xxxxxxx Xxxxx | By: | /s/ Xxxxx X. Xxxxxxxxx | ||
| Name: | Xxxxxxx Xxxxx | Name: | Xxxxx X. Xxxxxxxxx | ||
| Title: | PFO | Title: | Senior Vice President | ||
| Date: | 3/8/22 | Date: | 3/8/2022 | ||
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Amended Exhibit A to the Fund Accounting Servicing Agreement – Horizon Funds
Fund Names
Separate Series of Horizon Funds
Name of Series
Horizon Active Asset Allocation Fund
Horizon Active Risk Assist® Fund
Horizon Active Income Fund
Horizon Defined Risk Fund
Horizon Active Dividend Fund
Horizon US Defensive Equity Fund
Horizon ESG Defensive Core Fund
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Exhibit B to the Fund Accounting Servicing Agreement – Horizon Funds
Fund Administration & Fund Accounting Services Fee Schedule
Basis point charges are included in the combined Fund Administration, Fund Accounting, & Portfolio Compliance Fee Schedule
NOTE: Conversions, multiple classes, master/feeder, multiple manager funds, and extraordinary services quoted separately.
All schedules subject to change depending upon use of unique security type requiring special pricing or accounting arrangements.
| § | Additional fee of $[…] for each Controlled Foreign Corporation (CFC), and/or sub-advisor |
Moved to Fund Administration, Fund Accounting, & Portfolio Compliance Fee Schedule.
Services Included in Annual Fee per Fund
Advisor Information Source – On-line access to portfolio management and compliance information.
Daily Performance Reporting – Daily pre and post-tax fund and/or sub-advisor performance reporting.
Core Tax Services – See Additional Services Fee Schedule
USBFS Legal Administration (e.g., registration statement update)
Data Services
Pricing Services
| § | $[…] – Domestic Equities, Options, ADRs, Foreign Equities, Futures, Forwards, Currency Rates, Mutual Funds, ETFs, Total Return Swaps |
| § | $[…] – Domestic Corporates, Domestic Convertibles, Domestic Governments, Domestic Agencies, Mortgage Backed, Municipal Bonds |
| § | $[…] – CMOs, Money Market Instruments, Foreign Corporates, Foreign Convertibles, Foreign Governments, Foreign Agencies, Asset Backed, High Yield |
| § | $[…] – Interest Rate Swaps, Foreign Currency Swaps |
| § | $[…] – Bank Loans |
| § | $[…] – Swaptions |
| § | $[…] – Intraday money market funds pricing, up to 3 times per day |
| § | $[…] – Credit Default Swaps |
| § | $[…] per Month Manual Security Pricing (>25per day) |
NOTE: Prices above are based on using U.S. Bank 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, such as CLOs and CDOs, 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.
Corporate Action and Factor Services (security paydown)
| § | $[…] per Foreign Equity Security per Month |
| § | $[…] per Domestic Equity Security per Month |
| § | $[…] per CMOs, Asset Backed, Mortgage Backed Security per Month |
Miscellaneous Expenses
All other miscellaneous fees and expenses, including but not limited to the following, will be separately billed as incurred:
Fair Value Services, SWIFT processing and customized reporting.
Additional Services
Additional services not included above shall be mutually agreed upon at the time of the service being added. Master/Feeder structures and additional services mutually agreed upon.
In addition to the fees described above, additional fees may be charged to the extent that changes to applicable laws, rules or regulations require additional work or expenses related to services provided (e.g., compliance with new liquidity risk management and reporting requirements).
| * | Subject to annual CPI increase – All Urban Consumers – U.S. City Average |
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Fees are calculated pro rata and billed monthly.
Third Party Administrative Data Charges (descriptive data for each security)
$[…] per security per month for fund administrative data
SEC Modernization Requirements
| § | Form N-PORT – $[…] per year, per Fund |
| § | Form N-CEN – $[…] per year, per Fund |
Chief Compliance Officer Support Fee
| § | $[…] per year per fund complex per service line. |
Miscellaneous Expenses
All other miscellaneous fees and expenses, including but not limited to the following, will be separately billed as incurred: postage, stationery, programming, special reports, third-party data provider costs (including Bloomberg, S&P, Xxxxx’x, Morningstar GICS, MSCI, Lipper, etc.), proxies, insurance, XXXXX/XBRL filing, record retention, federal and state regulatory filing fees, expenses related to and including travel to and from Board of directors meetings, third party auditing and legal expenses, wash sales reporting, tax e-filing charges, PFIC monitoring and conversion expenses (if necessary).
Additional Services
Additional services not included above shall be mutually agreed upon at the time of the service being added. U.S. Bank legal administration (e.g., annual legal administration and subsequent new fund launch), daily performance reporting, daily compliance testing, Section 18 compliance testing, Section 15(c) reporting, equity & fixed income attribution reporting, electronic Board book portal (BookMark), Master/Feeder Structures and additional services mutually agreed upon.
In addition to the fees described above, additional fees may be charged to the extent that changes to applicable laws, rules or regulations require additional work or expenses related to services provided (e.g., compliance with new liquidity risk management and reporting requirements).
| * | Subject to annual CPI increase – All Urban Consumers – U.S. City Average |
Fees are calculated pro rata and billed monthly.
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