SECOND AMENDMENT TO THE GLOBAL CUSTODY AGREEMENT
SECOND
AMENDMENT TO THE
THIS SECOND AMENDMENT. dated
as of the 1ST day
of October 2009, to the Custody Agreement, dated as of September 14, 2007, as
amended May 1, 2008 (the "Global Custody Agreement"), is entered into by and
between PROSPECTOR FUNDS,
INC., a Maryland corporation, (the “Company”) and U.S. BANK, N.A., a national
banking association (the "Custodian").
RECITALS
WHEREAS, the parties have
entered into the Global Custody Agreement; and
WHEREAS, the Company and the
Custodian desire to amend the fees of the Global Custody Agreement;
and
WHEREAS, Section 13.2 of the
Global Custody Agreement allows for its amendment by a written instrument
executed by both parties.
NOW, THEREFORE, the parties
agree as follows:
Exhibit D
of the Global Custody Agreement is superseded and replaced with Exhibit D
attached hereto.
Except to
the extent amended hereby, the Global Custody Agreement shall remain in full
force and effect.
IN WITNESS WHEREOF, the
parties hereto have caused this Second 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.
BANK, N.A.
|
|
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:
Vice President
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1
Exhibit
D to the Global Custody Agreement – Prospector Funds, Inc.
DOMESTIC
CUSTODY SERVICES
FEE
SCHEDULE at October 1, 2009
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Annual Fee Based Upon Market Value Per
Fund*
.___
basis point on average daily market value
Minimum
annual fee per fund - $_______
Plus
portfolio transaction fees
Portfolio Transaction Fees
$_____
per book entry DTC transaction
$_____
per principal paydown
$_____
per short sale
$_____
per US Bank repurchase agreement transaction
$_____
per option/future contract written, exercised or expired
$_____
per book entry Federal Reserve transaction
$_____
per mutual fund trade
$_____
per physical security transaction
$_____
per Cedel/Euroclear transaction
$_____
per disbursement (waived if U.S. Bancorp is Administrator)
$_____
per Fed Wire
$_____
per margin variation Fed wire
$_____
per segregated account per year
· A
transaction is a purchase/sale of a security, free receipt/free delivery,
maturity, tender or exchange.
· No
charge for the initial conversion free receipt.
· Overdrafts
– charged to the account at prime interest rate plus ___.
Plus
Out-Of-Pocket Expenses – Including but not limited to expenses
incurred in the safekeeping, delivery and receipt of securities, shipping,
transfer fees, extraordinary expenses based upon complexity, and all other
out-of-pocket expenses.
Fees
are billed monthly.
*
Subject to annual CPI increase, Milwaukee
MSA.
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2
Exhibit
D (continued) to the Global Custody Agreement – Prospector Funds, Inc.
CHIEF
COMPLIANCE OFFICER
SUPPORT
SERVICES
FEE
SCHEDULE at October 1, 2009
|
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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3
Exhibit
D (continued) to the Global Custody Agreement – Prospector Funds,
Inc.
GLOBAL
SUB-CUSTODIAL SERVICES- fee schedule at October 1, 2009
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||||||||
Country
|
Instrument
|
Safekeeping
(BPS)
|
Transaction
Fee
|
Country
|
Instrument
|
Safekeeping
(BPS)
|
Transaction
Fee
|
|
Argentina
|
All
|
$
|
Latvia
|
Equities/Bonds
|
$
|
|||
Australia
|
All
|
$
|
Latvia
|
Gov't
Bonds
|
$
|
|||
Austria
|
Equities/Bonds
|
$
|
Lebanon
|
All
|
$
|
|||
Austria
|
Depo
Receipt
|
$
|
Lithuania
|
All
|
$
|
|||
Austria
|
non
ATS ALL
|
$
|
Luxembourg
|
All
|
$
|
|||
Bahrain
|
All
|
$
|
Malaysia
|
All
|
$
|
|||
Bangladesh
|
All
|
$
|
Mali
|
All
|
$
|
|||
Belgium
|
All
|
$
|
Malta
|
All
|
$
|
|||
Benin
|
All
|
$
|
Mauritius
|
All
|
$
|
|||
Bermuda
|
All
|
$
|
Mexico
|
All
|
$
|
|||
Bolivia
|
All
|
$
|
Morocco
|
All
|
$
|
|||
Botswana
|
All
|
$
|
Namibia
|
All
|
$
|
|||
Brazil
|
All
|
$
|
Netherlands
|
All
|
$
|
|||
Bulgaria
|
All
|
$
|
New
Zealand
|
All
|
$
|
|||
Burkina
Faso
|
All
|
$
|
Niger
|
All
|
$
|
|||
Canada
|
All
|
$
|
Nigeria
|
All
|
$
|
|||
Cayman
Islands
|
All
|
$
|
Norway
|
All
|
$
|
|||
Channel
Islands
|
All
|
$
|
Oman
|
All
|
$
|
|||
Chile
|
All
|
$
|
Pakistan
|
All
|
$
|
|||
China-Shanghai
|
All
|
$
|
Palestinian
|
All
|
$
|
|||
China-Shenzhen
|
All
|
$
|
Peru
|
All
|
$
|
|||
Columbia
|
All
|
$
|
Philippines
|
All
|
$
|
|||
Costa
Rica
|
All
|
$
|
Poland
|
All
|
$
|
|||
Croatia
|
All
|
$
|
Portugal
|
All
|
$
|
|||
Cyprus
|
All
|
$
|
Qatar
|
All
|
$
|
|||
Czech
Republic
|
All
|
$
|
Romania
|
All
|
$
|
|||
Denmark
|
All
|
$
|
Russia
|
Equities/Bonds
|
$
|
|||
EASDAQ
|
All
|
$
|
Russia
|
MINFIN
|
$
|
|||
Ecuador
|
All
|
$
|
Senegal
|
All
|
$
|
|||
Egypt
|
All
|
$
|
Singapore
|
All
|
$
|
|||
Estonia
|
All
|
$
|
Slovak
Republic
|
All
|
$
|
|||
Euromarkets
|
All
|
$
|
Slovenia
|
All
|
$
|
|||
Finland
|
All
|
$
|
South
Africa
|
All
|
$
|
|||
France
|
All
|
$
|
South
Korea
|
All
|
$
|
|||
Germany
|
All
|
$
|
Spain
|
All
|
$
|
|||
Ghana
|
All
|
$
|
Sri
Lanka
|
All
|
$
|
|||
Greece
|
All
|
$
|
Swaziland
|
All
|
$
|
|||
Guinea
Bissau
|
All
|
$
|
Sweden
|
All
|
$
|
|||
Hong
Kong
|
All
|
$
|
Switzerland
|
All
|
$
|
|||
Hungary
|
All
|
$
|
Taiwan
|
All
|
$
|
|||
Iceland
|
All
|
$
|
Thailand
|
All
|
$
|
|||
India
|
All
|
$
|
Togo
|
All
|
$
|
|||
Indonesia
|
All
|
$
|
Trinidad
& Tobago
|
All
|
$
|
|||
Ireland
|
All
|
$
|
Tunisia
|
All
|
$
|
|||
Israel
|
All
|
$
|
Turkey
|
All
|
$
|
|||
Italy
|
All
|
$
|
UAE
|
All
|
$
|
|||
Ivory
Coast
|
All
|
$
|
United
Kingdom
|
All
|
$
|
|||
Jamaica
|
All
|
$
|
Ukraine
|
All
|
$
|
|||
Japan
|
All
|
$
|
Uruguay
|
All
|
$
|
|||
Jordan
|
All
|
$
|
Venezuela
|
All
|
$
|
|||
Kazakhstan
|
Equities
|
$
|
Vietnam
|
All
|
$
|
|||
Kazakhstan
|
Bonds
|
$
|
Zambia
|
All
|
$
|
|||
Kenya
|
All
|
$
|
Zimbabwe
|
All
|
$
|
Base Fee
A
$______ per month per fund base charge will apply if the individual fund owns
six or more foreign securities
*Any
Non-Eurobond assets held in CEDEL and Euroclear will be charged at the local
market price quote.
**
All fees quoted are payable monthly
4