AMENDMENT TO THE PROFESSIONALLY MANAGED PORTFOLIOS CUSTODY AGREEMENT
AMENDMENT
TO THE
THIS AMENDMENT dated as of the
15th
day of June, 2009, to the Custody Agreement, dated as of June 22, 2006, as
amended, (the "Agreement") is entered into by and between Professionally Managed
Portfolios, a Massachusetts business trust (the "Trust"), on behalf of
its separate series, the DSM
Large Cap Growth Fund, and U.S. Bank National Association,
a national banking association (the "Custodian").
RECITALS
WHEREAS, the parties have
entered into a Custody Agreement; and
WHEREAS, the parties desire to
amend the series of the Trust to add a fund; and
WHEREAS, Article XIV, Section
14.2 of the Agreement allows for its amendment by a written instrument executed
by both parties.
NOW, THEREFORE, the parties
agree as follows:
Exhibit V
to the Agreement is hereby added and attached hereto.
Except to
the extent amended 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.
PROFESSIONALLY
MANAGED PORTFOLIOS
|
U.S.
BANK N.A.
|
By: /s/Xxxxxx X.
Xxxxxx
|
By:
/s/Xxxxxxx X.
XxXxx
|
Name:
Xxxxxx X. Xxxxxx
|
Name:
Xxxxxxx X. XxXxx
|
Title:
President
|
Title:
Vice President
|
1
Exhibit
V
to
the
Name of
Series
|
Date
Added
|
DSM
Large Cap Growth Fund
|
on
or after June 15, 2009
|
Multiple Series
Trust
DOMESTIC CUSTODY
SERVICES
FEE SCHEDULE at June,
2009
|
Annual Fee Based Upon Market Value
Per Fund*
1.00 basis point on average daily
market value
Minimum annual fee per fund -
$4,800
Plus portfolio transaction
fees
Portfolio Transaction
Fees
$ 7.00 per book entry DTC
transaction
$ 4.00 per principal
paydown
$ 6.00 per short
sale
$ 7.00 per US Bank repurchase agreement
transaction
$ 8.00 per option/future contract
written, exercised or expired
$10.00 per book entry Federal Reserve
transaction
$15.00 per mutual fund
trade
$25.00 per physical
transaction
$ 5.00 per disbursement (waived if U.S.
Bancorp is Administrator)
$ 6.00 per Fed Wire
$15.00 per margin variation Fed
wire
$150.00 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 2.
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.
|
Advisor’s
Signature below acknowledges approval of the domestic custody fee schedule on
this Exhibit V.
DSM
Capital Partners LLC
By:/s/ X.X.
Xxxxxxxxx
Name: X.X.
Xxxxxxxxx
Title: Managing
Member
Date: 8/7/09
2
Exhibit
V (continued) to the Professionally Managed Portfolios Custody
Agreement
GLOBAL SUB-CUSTODIAL
SERVICES
ANNUAL FEE SCHEDULE at June,
2009
|
||||||||
Country
|
Instrument
|
Safekeeping
(BPS)
|
Transaction
Fee
|
Country
|
Instrument
|
Safekeeping
(BPS)
|
Transaction
Fee
|
|
Argentina
|
All
|
15.00
|
$40
|
Lithuania
|
All
|
20.00
|
$50
|
|
Australia
|
All
|
2.00
|
$30
|
Luxembourg
|
All
|
4.00
|
$25
|
|
Austria
|
All
|
3.50
|
$35
|
Malaysia
|
All
|
6.00
|
$80
|
|
Bahrain
|
All
|
50.00
|
$140
|
Mali
|
All
|
40.00
|
$155
|
|
Bangladesh
|
All
|
40.00
|
$150
|
Malta
|
All
|
22.00
|
$75
|
|
Belgium
|
All
|
2.50
|
$45
|
Mauritius
|
All
|
30.00
|
$100
|
|
Benin
|
All
|
40.00
|
$155
|
Mexico
|
All
|
3.00
|
$20
|
|
Bermuda
|
All
|
15.00
|
$60
|
Morocco
|
All
|
35.00
|
$100
|
|
Botswana
|
All
|
25.00
|
$50
|
Namibia
|
All
|
30.00
|
$50
|
|
Brazil
|
All
|
15.00
|
$35
|
Netherlands
|
All
|
3.00
|
$25
|
|
Bulgaria
|
All
|
40.00
|
$80
|
New Zealand
|
All
|
3.00
|
$40
|
|
Burkina
Faso
|
All
|
40.00
|
$155
|
Niger
|
All
|
40.00
|
$155
|
|
Canada
|
All
|
1.25
|
$12
|
Nigeria
|
All
|
30.0
|
$50
|
|
Cayman
Islands
|
All
|
1.00
|
$10
|
Norway
|
All
|
3.00
|
$45
|
|
Channel
Islands
|
All
|
1.50
|
$25
|
Oman
|
All
|
50.00
|
$140
|
|
Chile
|
All
|
20.00
|
$60
|
Pakistan
|
All
|
30.00
|
$100
|
|
China“A” Shares
|
All
|
15.00
|
$65
|
Palestinian
|
All
|
45.00
|
$140
|
|
China“B” Shares
|
All
|
15.00
|
$65
|
Peru
|
All
|
45.00
|
$105
|
|
Columbia
|
All
|
40.00
|
$100
|
Philippines
|
All
|
8.00
|
$75
|
|
Costa Rica
|
All
|
15.00
|
$60
|
Poland
|
All
|
25.00
|
$50
|
|
Croatia
|
All
|
35.00
|
$65
|
Portugal
|
All
|
15.00
|
$85
|
|
Cyprus
|
All
|
15.00
|
$45
|
Qatar
|
All
|
45.00
|
$140
|
|
Czech Republic
|
All
|
20.00
|
$50
|
Romania
|
All
|
35.00
|
$100
|
|
Denmark
|
All
|
3.00
|
$50
|
Russia
|
Equities/Bonds
|
30.00
|
$200
|
|
Ecuador
|
All
|
35.00
|
$65
|
Russia
|
MINFIN
|
15.00
|
$50
|
|
Egypt
|
All
|
40.00
|
$100
|
Senegal
|
All
|
40.00
|
$155
|
|
Estonia
|
All
|
7.00
|
$25
|
Serbia
|
All
|
65.00
|
$175
|
|
Euromarkets(3)
|
All
|
1.50
|
$10
|
Singapore
|
All
|
3.00
|
$40
|
|
Finland
|
All
|
5.00
|
$45
|
Slovak Republic
|
All
|
25.00
|
$110
|
|
France
|
All
|
2.50
|
$45
|
Slovenia
|
All
|
25.00
|
$110
|
|
Germany
|
All
|
1.00
|
$30
|
South
Africa
|
All
|
3.00
|
$15
|
|
Ghana
|
All
|
25.00
|
$50
|
South Korea
|
All
|
10.00
|
$20
|
|
Greece
|
All
|
20.00
|
$105
|
Spain
|
All
|
3.00
|
$50
|
|
Guinea Bissau
|
All
|
50.00
|
$155
|
Sri Lanka
|
All
|
15.00
|
$60
|
|
Hong Kong
|
All
|
6.00
|
$60
|
Swaziland
|
All
|
30.00
|
$50
|
|
Hungary
|
All
|
35.00
|
$135
|
Sweden
|
All
|
2.00
|
$45
|
|
Iceland
|
All
|
15.00
|
$60
|
Switzerland
|
All
|
2.00
|
$50
|
|
India
|
All
|
10.00
|
$105
|
Taiwan
|
All
|
20.00
|
$100
|
|
Indonesia
|
All
|
12.00
|
$100
|
Thailand
|
All
|
6.00
|
$45
|
|
Ireland
|
Equities
|
3.00
|
$30
|
Togo
|
All
|
40.00
|
$155
|
|
Ireland
|
Gov’t Bonds
|
1.50
|
$10
|
Trinidad &
Tobago
|
All
|
30.00
|
$65
|
|
Israel
|
All
|
15.00
|
$45
|
Tunisia
|
All
|
40.00
|
$45
|
|
Italy
|
All
|
3.00
|
$50
|
Turkey
|
All
|
15.00
|
$15
|
|
Ivory Coast
|
All
|
40.00
|
$155
|
UAE
|
All
|
45.00
|
$130
|
|
Jamaica
|
All
|
35.00
|
$50
|
United
Kingdom
|
All
|
1.50
|
$10
|
|
Japan
|
All
|
1.50
|
$15
|
Ukraine
|
All
|
30.00
|
$45
|
|
Jordan
|
All
|
40.00
|
$125
|
Uruguay
|
All
|
50.00
|
$65
|
|
Kazakhstan
|
All
|
60.00
|
$150
|
Venezuela
|
All
|
40.00
|
$125
|
|
Kenya
|
All
|
30.00
|
$50
|
Vietnam
|
All
|
40.00
|
$130
|
|
Latvia
|
Equities
|
15.00
|
$75
|
Zambia
|
All
|
30.00
|
$50
|
|
Latvia
|
Bonds
|
25.00
|
$90
|
Zimbabwe
|
All
|
30.00
|
$50
|
|
Lebanon
|
All
|
25.00
|
$90
|
Base
Fee -
A monthly base charge of
$1,200.00 per account (fund) will
apply.
Notes:
(1)
|
Fee is expressed in basis points
per annum where one basis point equals one hundredth of one percent (.01%)
and is calculated based upon month-end market value, unless stated
otherwise.
|
(2)
|
A transaction is defined as a
receipt or delivery versus payment, a free receive or deliver, maturities,
or security transaction related to corporate
events.
|
(3)
|
Euroclear – Eurobonds
only. Eurobonds are held in Euroclear at a standard rate, but
other types of securities (including but not limited to equities, domestic
market debt and mutual funds) will be subject to a
surcharge. In addition, certain transactions that are delivered
within Euroclear or from a Euroclear account to a third party depository
or settlement system, will be subject to a surcharge (surcharge schedule
available upon request)
|
3
§
|
Note, for all other markets
specified above, surcharges may apply if a security is held outside of the
local market.
|
Straight Through Processing – fees
waived
For non-US resident clients investing in
the U.S. market:
Fees for US custody are provided on the basis that
if assets are held in an omnibus account for multiple underlying clients, the
Client will take the necessary action to attain Qualified Intermediary (QI)
status for US IRS withholding tax purposes. Should the Client fail to
take the necessary action, the fee quoted would be subject to review, and all
costs incurred by The Bank of New York in fulfilling its obligations under the
US regulations would be passed to the
Client. Please refer to the separate Non-Resident Alien (NRA) fee
schedule.
Note: for the clients who are the sole
beneficial owner of the assets held in their account with The Bank of New York
and the client has provided a “W8Ben” form per account stating their ownership
of the assets, the above will not apply.
Cash Transactions
§
|
Currency Trade
- $10.00 per
transaction
|
§
|
3rd Party Foreign
Exchange – a Foreign
Exchange transaction undertaken through a third party will be charged
$50.
|
Standard Non-U.S. Proxy Services
Fees
§
|
Notification $5
|
§
|
Vote $10
|
§
|
Relationship Set Up
Fee $100
|
Tax Reclamation
Services – may be subject
to additional charges depending upon the service level agreed. Tax
reclaims that have been outstanding for more than 6 (six) months with the client
will be charged $50 per claim.
Communication Fees
§
|
INFORM
– Access to The Bank
of New York proprietary application, INFORM, for standard custody
instructions and reporting will be provided at a cost of USD 200 per month including installation
and training.
|
§
|
SWIFT Reporting
and Message Fees –
the following fees will apply in respect of client requested SWIFT reports
and messages:
|
§
|
Cash Reporting
–
|
·
|
MT900
– Cash Debit
Advice $1.80
each
|
·
|
MT910
– Cash Credit
Advice $1.80
each
|
·
|
MT940
– Detail Cash
Statement $1.00 per
message
|
·
|
MT950
– Cash
Statement $1.00 per
message
|
§
|
Securities Position
Reporting
|
·
|
MT535 –
Statement of
Holdings $2.00 per
message
|
One MT535 will be issued per account per
month free of charge.
·
|
MT536 – Statement of
Transactions $2.00 per
message
|
·
|
MT537
– Statement of
Pendings $2.00 per
message
|
§
|
Confirmations
|
·
|
MT544
– Receive Free
Confirm $1.00 per
message
|
·
|
MT545 – Receive Against Payment
Confirm $1.00 per
message
|
·
|
MT546
– Deliver Free
Confirm $1.00 per
message
|
·
|
MT547 – Deliver Against Payment
Confirm $1.00 per
message
|
§
|
Facsimile Reporting
Fees
|
·
|
Corporate Actions
Notifications $2.00 per
notification
|
·
|
Cash and Securities
Reports $1.00 per
page
|
Out of Pocket
Expenses
§
|
Charges incurred by The Bank of
New York for local taxes, stamp duties or other local duties and
assessments, stock exchange fees, postage and insurance for shipping,
facsimile reporting, extraordinary telecommunications fees or other
expenses which are unique to a country in which the client or its clients
is investing will be passed along as
incurred.
|
§
|
A surcharge may be added to
certain out-of-pocket expenses listed herein to cover handling, servicing
and other administrative costs associated with the activities giving rise
to such expenses. Also, certain expenses are charged at a
predetermined flat rate.
|
Advisor’s
Signature below acknowledges approval of the global sub-custodial fee schedule
on this Exhibit V.
DSM
Capital Partners LLC
By:
/s/ X.X.
Xxxxxxxxx
Name:
X.X.
Xxxxxxxxx
Title: Managing
Member Date:
8/7/09
4