SEVENTH AMENDMENT TO THE FUND ADMINISTRATION SERVICING AGREEMENT
SEVENTH AMENDMENT TO THE
THIS SEVENTH AMENDMENT dated as of March 3, 2014, to the Fund Administration Servicing Agreement, dated as of September 12, 2007, as amended April 20, 2010, August 30, 2011, April 25, 2013, June 25, 2013, October 24, 2013 and January 1, 2014 (the "Agreement"), is entered into by and between TRUST FOR PROFESSIONAL MANAGERS, a Delaware business trust, (the "Trust") on behalf of its series, the GENEVA ADVISOR FUNDS, (the "Funds") and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company ("USBFS").
RECITALS
WHEREAS, the parties have entered into the Agreement; and
WHEREAS, the Trust and USBFS desire to amend the fees of the Agreement; and
WHEREAS, Section 10 of the Agreement allows for its amendment by a written instrument executed by both parties.
NOW, THEREFORE, the parties agree as follows:
Amended Exhibit B of the Agreement is hereby superseded and replaced with Amended Exhibit B attached hereto.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 Seventh Amendment to be executed by a duly authorized officer on one or more counterparts as of the date and year first written above.
| TRUST FOR PROFESSIONAL MANAGERS | U.S. BANCORP FUND SERVICES, LLC |
| By: /s/ Xxxx X. Xxxxxx | By: /s/ Xxxxxxx X. XxXxx |
| Name: Xxxx X. Xxxxxx | Name: Xxxxxxx X. XxXxx |
| Title: President | Title: Executive Vice President |
Amended Exhibit B to the Fund Administration Servicing Agreement
Trust for Professional Managers - Geneva
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Multiple Series Trust
FUND ADMINISTRATION & COMPLIANCE PORTFOLIO SERVICES
FEE SCHEDULE at March, 2014
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Domestic Funds
Annual Fee Based Upon Market Value Per Fund
Base Fee on the first $____
____ basis points on the next $____
____ basis points on the next $____
____ basis points on the balance.
Base fee: $____ per fund
· Additional base fee of $____ for each additional class
Waived from 6/1/2013 – 5/31/2014 for the Geneva Advisors International Growth Fund.
Waived from 1/1/2014-12/31/2014 for the Geneva Advisors Small Cap Opportunity Fund
Waived from 1/1/2014-12/31/2014 for the Geneva Advisors Mid Cap Growth Fund
International/Global Funds
Annual Fee Based Upon Market Value Per Fund
Base Fee on the first $____
____ basis points on the next $____
____ basis points on the next $____
____ basis points on the balance.
Base fee: $____ per fund
· Additional base fee of $____ for each additional class
Advisor Information Source Web Portal
§ $____ /fund per month
§ Specialized projects will be analyzed and an estimate will be provided prior to work being performed
SEC §15(c) Reporting
§ $____ /fund per report – first class
§ $____ /additional class report
Out-Of-Pocket Expenses
Including but not limited to postage, stationery, programming, special reports, daily compliance testing systems expenses, proxies, insurance, XXXXX filing, retention of records, federal and state regulatory filing fees, expenses from Board of directors meetings, third party auditing and legal expenses, and conversion expenses (if necessary).
Additional Services
Available but not included above are the following services – multiple classes, legal administration, daily fund compliance testing, and daily performance reporting.
Fees are billed monthly.
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Advisor’s signature below acknowledges approval of the fee schedules on this Amended Exhibit B
BY: GENEVA INVESTMENT MANAGEMENT OF CHICAGO, LLC
Name: /s/ Xxxx Xxxxxx
Title: Prinicpal
Date: February 28, 2014
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Amended Exhibit B (continued) to the
Geneva
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FUND ADMINISTRATION & COMPLIANCE PORTFOLIO SERVICES
SUPPLEMENTAL SERVICES
FEE SCHEDULE at June 1, 2013
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Additional Legal Services
§ Subsequent new fund launch – $____ /project
o The Geneva Advisors Mid Cap Growth fund and the Geneva Advisors Small Cap Opportunity fund will be charged a one time project management fee of $____ to launch both funds.
§ Subsequent new share class launch – $____ /project
§ Multi-managed funds – as negotiated based upon specific requirements
§ Proxy – as negotiated based upon specific requirements
Daily Pre- and Post-Tax Performance Reporting
§ Performance Service – $____ /CUSIP per month
§ Setup – $____ /CUSIP
§ Conversion – quoted separately
§ FTP Delivery – $____ setup /FTP site
Daily Compliance Services (Xxxxxxx River)
§ Base fee – $____ /fund per year
§ Setup – $____ /fund group
§ Data Feed – $____ /security per month
Electronic Board Materials
§ USBFS will establish a unique client board URL and load/maintain all fund board book data for the main fund board meetings and meetings for up to two separate committees
§ Up to 10 non-USBFS users including advisor, legal, audit, etc.
§ Complete application, data and user security – data encryption and password protected
§ On-line customized board materials preparation workflow
§ Includes web-based and local/off-line versions
§ Includes complete initial and ongoing user training
§ Includes 24/7/365 access via toll free number
§ Includes remote diagnostics for each user, including firewall and network issues
§ Triple server backup / failover
Annual Fee
§ $____ /year (includes 10 external users)
§ $____ /year per additional user
§ $____ implementation/setup fee
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Amended Exhibit B (continued) to the
Geneva
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Multiple Series Trust
CHIEF COMPLIANCE OFFICER SERVICES
FEE SCHEDULE at June 1, 2013
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Annual Fees (Per Advisor Relationship/Fund)*
$____ for the first fund
$____ for each additional fund (Subject to change based on Board review and approval)
Additional Fees
§ $____ /load fund
§ $____ /sub-advisor per fund
§ $TBD for non-USBFS service providers or complex securities/strategies
Out-Of-Pocket Expenses
Including but not limited to CCO team travel related costs to perform due diligence reviews at advisor or sub-advisor facilities.
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