Amendment to Distribution Agreement
Amendment to Distribution Agreement
This Amendment to the Distribution Agreement (this “Amendment”), dated May 1, 2012, between MTB Group of Funds, organized as a Trust under the laws of the State of Delaware (the “Fund”) and ALPS Distributor, Inc., a Colorado corporation (“Distributor”). Reference if made hereby to that certain Distribution Agreement dated November 1, 2011 (the “Distribution Agreement”), between MTB Group of Funds (the “Fund”) and ALPS Distributors, Inc. (the “Distributor”)
WHEREAS, the Fund and Distributor have entered into the Distribution Agreement dated as of November 1, 2011;
WHEREAS, due to reorganization activity, the Fund has experienced a change to its name and changes to the number of separate portfolio series of the Fund;
WHEREAS, the Fund wishes to continue to employ the services of the Distributor in connection with the promotion and distribution of shares of the Fund; and
NOW, THEREFORE, in consideration of the mutual covenants herein contained and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:
1. Effective after the close of business March 9, 2012, the MTB Group of Funds changed its name to Wilmington Funds. All references to MTB Group of Funds are deleted and replaced with Wilmington Funds.
2. Effective as of March 12, 2012, Schedule A (List of Portfolios) of the Agreement is hereby deleted in its entirety and replaced with a new Schedule A (List of Portfolios) attached hereto.
3. Effective as of March 12, 2012, Exhibit A of the Agreement is hereby deleted in its entirety and replaced with a new Exhibit A attached hereto.
4. Except as specifically set forth herein, all other provisions of the Agreement shall remain in full force and effect. Any items not herein defined shall have the meaning ascribed to them in the Agreement.
IN WITNESS WHEREOF, the parties hereto have duly executed and delivered this Amendment as of the date first written above.
| ALPS DISTRIBUTORS, INC. | WILMINGTON FUNDS | |||
| By: /s/ Xxxxxx X. Xxxxxx |
By: /s/ Xxxxxxx X. Xxxxxxx | |||
| Name: Xxxxxx X. Xxxxxx |
Name: Xxxxxxx X. Xxxxxxx | |||
| Title: President |
Title: Vice President | |||
SCHEDULE A TO THE DISTRIBUTION AGREEMENT
List of Portfolios
as Amended May 1, 2012
Class A Shares and Class I Shares
Wilmington Strategic Allocation Moderate Fund
Wilmington Broad Market Bond Fund
Wilmington Intermediate-Term Bond Fund
Wilmington Multi-Manager International Fund
Wilmington Large Cap Growth Fund
Wilmington Large Cap Value Fund
Wilmington Maryland Municipal Bond Fund
Wilmington Mid Cap Growth Fund
Wilmington New York Municipal Bond Fund
Wilmington Pennsylvania Municipal Bond Fund
Wilmington Short Duration Government Bond Fund
Wilmington Short-Term Corporate Bond Fund
Wilmington Small Cap Growth Fund
Wilmington Rock Maple Alternatives Fund
Wilmington Municipal Bond Fund
Wilmington Multi-Manager Real Asset Fund
Wilmington Large-Cap Strategy Fund
Wilmington Small-Cap Strategy Fund
Wilmington Strategic Allocation Aggressive Fund
Wilmington Strategic Allocation Conservative Fund
Wilmington Virginia Municipal Bond Fund
Class C Shares
Wilmington Small Cap Growth Fund
Wilmington Intermediate-Term Bond Fund
Wilmington Short Duration Government Bond Fund
Wilmington Short-Term Corporate Bond Fund
Service Class Shares, Select Class Shares and Administrative Class Shares
Wilmington Prime Money Market Fund
Wilmington Tax-Exempt Money Market Fund
Wilmington U.S. Government Money Market Fund
Wilmington U.S. Treasury Money Market Fund
Institutional Class Shares
Wilmington Prime Money Market Fund
Wilmington U.S. Government Money Market Fund
Variable Annuity Funds
Wilmington Managed Allocation Fund - Moderate Growth II
2
Exhibit A TO THE DISTRIBUTION AGREEMENT
as Amended May 1, 2012
Class A Shares
| Maximum Initial Sales Load: As Noted | ||
| Advance Commission: | None, Except As Noted | |
| Rule 12b-1 Fee: | 0.25%* | |
| Shareholder Services Fee: | 0.25%* | |
| * | These are maximum payments. Please refer to the prospectus for current accrual amounts that are payable. |
Maximum Initial Sales Load of 5.5%
| Fund |
CUSIP | |||
| Wilmington Strategic Allocation Moderate Fund |
00000X000 | |||
| Wilmington Multi-Manager International Fund |
00000X000 | |||
| Wilmington Large Cap Growth Fund |
00000X000 | |||
| Wilmington Large Cap Value Fund |
00000X000 | |||
| Wilmington Mid Cap Growth Fund |
00000X000 | |||
| Wilmington Small Cap Growth Fund |
00000X000 | |||
| Wilmington Rock Maple Alternatives Fund |
00000X000 | |||
| Wilmington Strategic Allocation Aggressive Fund |
00000X000 | |||
| Wilmington Strategic Allocation Conservative Fund |
00000X000 | |||
| Wilmington Multi-Manager Real Xxxxx Xxxx |
00000X000 | |||
| Xxxxxxxxxx Large-Cap Strategy Fund |
00000X000 | |||
| Wilmington Small-Cap Strategy Fund |
00000X000 | |||
Maximum Initial Sales Load of 4.5%
| Fund |
CUSIP | |||
| Wilmington Xxxxx Xxxxxx Xxxx Xxxx |
00000X000 | |||
| Xxxxxxxxxx Intermediate-Term Bond Fund |
00000X000 | |||
| Wilmington Maryland Municipal Bond Fund |
00000X000 | |||
| Wilmington New York Municipal Bond Fund |
00000X000 | |||
| Wilmington Pennsylvania Municipal Bond Fund |
00000X000 | |||
| Wilmington Virginia Municipal Bond Fund |
00000X000 | |||
| Wilmington Municipal Bond Fund |
00000X000 | |||
Maximum Initial Sales Load of 1.75%
| Fund |
CUSIP | |||
| Wilmington Short Duration Government Bond Fund |
00000X000 | |||
| Wilmington Short-Term Corporate Bond Fund |
00000X000 | |||
3
Class C Shares
| Initial Sales Load: | None | |
| Advance Commission: | 1.00% | |
| Rule 12b-1 Fee: | 1.00%* (payable the 13th month after purchase) | |
| Shareholder Services Fee: | 0.25%* |
| * | These are maximum payments. Please refer to the prospectus for current accrual amounts that are payable. |
| Fund |
CUSIP | |||
| Wilmington Small Cap Growth Fund |
00000X000 | |||
| Wilmington Intermediate-Term Bond Fund |
00000X000 | |||
| Wilmington Short Duration Government Bond Fund |
00000X000 | |||
| Wilmington Short-Term Corporate Bond Fund |
00000X000 | |||
Class I Shares
| Initial Sales Load: | None | |
| Advance Commission: | None | |
| Rule 12b-1 Fee: | None | |
| Shareholder Services Fee: | 0.25%* |
| * | These are maximum payments. Please refer to the prospectus for current accrual amounts that are payable. |
| Fund |
CUSIP | |||||
| Wilmington Strategic Allocation Moderate Fund |
00000X000 | |||||
| Wilmington Xxxxx Xxxxxx Xxxx Xxxx |
00000X000 | |||||
| Xxxxxxxxxx Intermediate-Term Bond Fund |
00000X000 | |||||
| Wilmington Multi-Manager International Fund |
00000X000 | |||||
| Wilmington Large Cap Growth Fund |
00000X000 | |||||
| Wilmington Large Cap Value Fund |
00000X000 | |||||
| Wilmington Maryland Municipal Bond Fund |
00000X000 | |||||
| Wilmington Mid Cap Growth Fund |
00000X000 | |||||
| Wilmington New York Municipal Bond Fund |
00000X000 | |||||
| Wilmington Pennsylvania Municipal Bond Fund |
00000X000 | |||||
| Wilmington Short Duration Government Bond Fund |
00000X000 | |||||
| Wilmington Short-Term Corporate Bond Fund |
00000X000 | |||||
| Wilmington Small Cap Growth Fund |
00000X000 | |||||
| Wilmington Rock Maple Alternatives Fund |
00000X000 | |||||
| Wilmington Municipal Bond Fund |
00000X000 | |||||
| Wilmington Multi-Manager Real Xxxxx Xxxx |
00000X000 | |||||
| Xxxxxxxxxx Large-Cap Strategy Fund |
00000X000 | |||||
| Wilmington Small-Cap Strategy Fund |
00000X000 | |||||
| Wilmington Strategic Allocation Aggressive Fund |
00000X000 | |||||
| Wilmington Strategic Allocation Conservative Fund |
00000X000 | |||||
4
Service Class Shares
| Initial Sales Load: | None | |
| Advance Commission: | None | |
| Rule 12b-1 Fee: | 0.25%* | |
| Shareholder Services Fee: | 0.25%* |
| * | These are maximum payments. Please refer to the prospectus for current accrual amounts that are payable. |
| Fund |
CUSIP | |||
| Wilmington Prime Money Market Fund |
00000X000 | |||
| Wilmington Tax-Exempt Money Market Fund |
00000X000 | |||
| Wilmington U.S. Government Money Market Fund |
00000X000 | |||
| Wilmington U.S. Treasury Money Market Fund |
00000X000 | |||
Select Class Shares
| Initial Sales Load: | None | |
| Advance Commission: | None | |
| Rule 12b-1 Fee: | None | |
| Shareholder Services Fee: | 0.25%* |
| * | These are maximum payments. Please refer to the prospectus for current accrual amounts that are payable. |
| Fund |
CUSIP | |||
| Wilmington Prime Money Market Fund |
00000X000 | |||
| Wilmington Tax-Exempt Money Market Fund |
00000X000 | |||
| Wilmington U.S. Government Money Market Fund |
00000X000 | |||
| Wilmington U.S. Treasury Money Market Fund |
00000X000 | |||
Administrative Class Shares
| Initial Sales Load: | None | |
| Advance Commission: | None | |
| Rule 12b-1 Fee: | 0.25%* | |
| Shareholder Services Fee: | 0.25%* |
| * | These are maximum payments. Please refer to the prospectus for current accrual amounts that are payable. |
| Fund |
CUSIP | |||
| Wilmington Prime Money Market Fund |
00000X000 | |||
| Wilmington Tax-Exempt Money Market Fund |
00000X000 | |||
| Wilmington U.S. Government Money Market Fund |
00000X000 | |||
| Wilmington U.S. Treasury Money Market Fund |
00000X000 | |||
5
Institutional Class Shares
| Initial Sales Load: | None | |
| Advance Commission: | None | |
| Rule 12b-1 Fee: | None | |
| Shareholder Services Fee: | None |
| Fund |
CUSIP | |||
| Wilmington Prime Money Market Fund |
00000X000 | |||
| Wilmington U.S. Government Money Market Fund |
00000X000 | |||
6
