KOPP FUNDS, INC. SEVENTH AMENDMENT TO THE TRANSFER AGENT SERVICING AGREEMENT
Exhibit (h.1)(ix)
XXXX FUNDS, INC.
SEVENTH AMENDMENT TO THE
TRANSFER AGENT SERVICING AGREEMENT
THIS SEVENTH AMENDMENT dated as of September 30, 2004, to the Transfer Agent Servicing Agreement, dated as of October 1, 1997, as amended (the "Agreement"), is entered by and between Xxxx Funds, Inc., a Minnesota corporation (the "Company") and U.S. Bancorp Fund Services, LLC, a Wisconsin limited liability company ("USBFS").
RECITALS
WHEREAS, the parties have entered into a Transfer Agent Servicing Agreement; and
WHEREAS, the Company and USBFS desire to amend said Agreement; and
WHEREAS, Section 2 and 9 A. of the Agreement allow for its amendment by a written instrument executed by both parties;
WHEREAS, the parties would like to add Xxxx Total Quality Management Fund Class A, C and I shares to the Agreement; and
WHEREAS, the parties would like to adopt an “as of” processing policy for the Company.
NOW, THEREFORE, the parties agree as follows:
Exhibit A, B and C of the Agreement are hereby superceded and replaced with Exhibits A, B and C attached hereto.
Exhibit D hereto is hereby added to the Agreement.
Except to the extent supplemented 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.
XXXX FUNDS, INC. | U.S. BANCORP FUND SERVICES, LLC |
By:___________________________________ | By:____________________________________ |
Title: _________________________________ | Title: __________________________________ |
Exhibit A
Transfer Agent and Shareholder Servicing
Annual Fee Schedule
(Effective September 30, 2004)
Separate Series of Xxxx Funds, Inc.
Name of Series
Date Added
Xxxx Emerging Growth Fund
Class A
October 1, 1997
Class I
October 1, 1997
Class C
December 31, 1998
Total Quality Management Fund
Class A
September 30, 1998
Class I
September 30, 1998
Class C
September 30, 1998
Annual Fees:
Asset Charge:
1.5 bps on the first $500 million
1.0
bps on the next $2 billion
0.5 bps on the balance
Per Account Charge:
$20.00 per shareholder account – load fund (matrix level I, II or IV)
$10.00 per shareholder account – load fund (matrix level III)
$18.00 per shareholder account – no-load fund
$5.00 per closed shareholder account
$ 1.00 per phone call serviced by a customer service representative
Dealer Reclaim Service - $1,200 annual fee
Minimum annual fees of $10,000 for each additional fund or class
Extraordinary services quoted separately.
Plus Out-of-Pocket Expenses, including but not limited to:
Telephone – toll free lines
Proxies
Postage
Retention of records
Programming (with prior approval)
Microfilm/fiche of records
Stationery/envelopes
Special reports
Mailing
ACH fees
Insurance
NSCC charges
ACH Shareholder Services
$125.00 per month per fund group
$ .50 per account setup and/or change
$ .50 per ACH item
$5.00 per correction, reversal, return item
Qualified Plan Fees (Billed to Investors)
Annual maintenance fee per account (inc. CESAs)
$12.50 / acct. (Cap at $25.00 per SSN)
Transfer to successor trustee
$15.00 / trans.
Distribution to participant
$15.00 / trans. (Exclusive of SWP)
Refund of excess contribution
$15.00 / trans.
Additional Shareholder Fees (Billed to Investors)
Any outgoing wire transfer
$15.00 / wire
Return check fee
$25.00 / item
Stop payment
$25.00 / stop
(Liquidation, dividend, draft check)
Research fee
$ 5.00 / item
(For requested items of the second calendar year [or previous] to the request) (Cap at $25.00)
EXHIBIT B
Anti-Money Laundering Fee Schedule
The fees associated with USBFS’s assigned duties and responsibilities are threefold: a base annual fee based on the number of shareholder accounts, a new account fee, and out-of-pocket fees for required database searches on both new and existing accounts. These fees are set forth below:
AML Base Service (excluding network level three accounts)
0-999 accounts -
$500.00 per year
1,000-4,999 accounts -
$1,000 per year
5,000-9,999 accounts -
$2,500 per year
10,000 + accounts -
$5,000 per year
AML New Account Service -$1.00 per new domestic account
-$2.00 per new foreign account
Out-of-pocket expenses -at cost of database search engine used
-all other out-of-pocket expenses
EXHIBIT C
NSCC
Out-of-Pocket Charges
NSCC Interfaces
Setup
Fund/SERV, Networking ACATS, Exchanges
$5,000 setup (one time)
Commissions
$5,000 setup (one time)
Processing
Fund/SERV
$ 50.00 / month
Networking
$250.00 / month
CPU Access
$ 40.00 / month
Fund/SERV Transactions
$ .35 / trade
Networking – per item
$ .025 / monthly dividend fund
Networking – per item
$ .015 / non-mo. dividend fund
First Data
$ .10 / next-day Fund/SERV trade
First Data
$ .15 / same-day Fund/SERV trade
NSCC Implementation
8 to 10 weeks lead time
DAZL (Direct Access Zip Link – Electronic mail interface to financial advisor network)
Setup
$5,000 / fund group
Monthly Usage
$1,000 / month
Transmission
$ .015 / price record
$ .025 / other record
Enhancement
$ 125 / hour
Fees and out-of-pocket expenses are billed to the fund monthly.
EXHIBIT D
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, after netting losses against any gains, which impacts a Fund’s net asset value per share by more than 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 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 will not be carried forward to the next succeeding month. USBFS will notify the advisor to the Fund on the daily share sheet of any losses for which the advisor may be held accountable.
