AMENDMENT TO THE MANAGED PORTFOLIO SERIES CUSTODY AGREEMENT
AMENDMENT TO THE
THIS AMENDMENT dated as of the 21st day of August, 2013, to the Custody Agreement, dated as of April 6, 2011, as amended (the "Agreement"), is entered into by and between Managed Portfolio Series, a Delaware statutory trust (the "Trust") and U.S. Bank National Association, a national banking association (the "Custodian").
RECITALS
WHEREAS, the parties have entered into the Agreement; and
WHEREAS, the parties to the Agreement desire to amend the Agreement to add the Tortoise VIP MLP & Pipeline Portfolio; and
WHEREAS, Article XV, Section 15.02 of the Agreement allows for its amendment by a written instrument executed by both parties.
NOW, THEREFORE, the parties agree as follows:
Amended Exhibit F of the Agreement is hereby superseded and replaced with Amended Exhibit F attached hereto.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.
| MANAGED PORTFOLIO SERIES | U.S. BANK, N.A. |
| By: /s/ Xxxxx X. Xxxxxx | By: /s/ Xxxxxxx X. XxXxx |
| Name: Xxxxx X. Xxxxxx | Name: Xxxxxxx X. XxXxx |
| Title: President | Title: Senior Vice President |
1
Amended Exhibit F to the
Name of Series
Tortoise MLP & Pipeline Fund
Tortoise North American Energy Independence Fund
Tortoise Energy Income Select Fund
Tortoise Select Opportunity Fund
Tortoise VIP MLP & Pipeline Portfolio
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Multiple Series Trust
DOMESTIC CUSTODY SERVICES
FEE SCHEDULE at November, 2012
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Annual Fee Based Upon Market Value Per Fund
Domestic: […] basis points on average daily market value
Canadian: […]basis points on average daily market value
Minimum annual fee per fund - $[…]
Plus portfolio transaction fees
Portfolio Transaction Fees
$[…] /book entry DTC transaction
$[…] per transaction through Federal Reserve
$[…] per transaction for GIC contracts/Physical Securities
$[…] per option contract
$[…] per paydown on mortgage backed securities
$[…] per Fed wire charge on Repurchase Agreement collateral in/out
$[…] per incoming wire transfers
$[…] per outgoing wire transfers
$[…] per dividend reinvestment
$[…] per futures contracts
$[…] per Canadian Trade
§ 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 […].
Chief Compliance Officer Support Fee
§ $[…] /year (Waived)
Out-Of-Pocket Expenses
Including but not limited to expenses incurred in the safekeeping, delivery and receipt of securities, shipping, transfer fees, deposit withdrawals at custodian (DWAC) fees, and extraordinary expenses based upon complexity.
Fees are billed monthly
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Advisor’s signature is not required as fees are not changing - only the Tortoise VIP MLP & Pipeline Portfolio is being added.
2
Amended Exhibit F (continued) to the Managed Portfolio Series Custody Agreement
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GLOBAL SUB-CUSTODIAL SERVICES
ANNUAL FEE SCHEDULE November, 2012
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Country
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Instrument
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Safekeeping
(BPS)
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Transaction
Fee
|
Country
|
Instrument
|
Safekeeping
(BPS)
|
Transaction
Fee
|
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Argentina
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All
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[…]
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[…]
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Lithuania
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All
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[…]
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[…]
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Australia
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All
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[…]
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[…]
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Luxembourg
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All
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[…]
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[…]
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Austria
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All
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[…]
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[…]
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Malaysia
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All
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[…]
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[…]
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Bahrain
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All
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[…]
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[…]
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Mali*
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All
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[…]
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[…]
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Bangladesh
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All
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[…]
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[…]
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Malta
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All
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[…]
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[…]
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Belgium
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All
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[…]
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[…]
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Mauritius
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All
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[…]
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[…]
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Benin*
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All
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[…]
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[…]
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Mexico
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All
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[…]
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[…]
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Bermuda
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All
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[…]
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[…]
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Morocco
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All
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[…]
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[…]
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Botswana
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All
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[…]
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[…]
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Namibia
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All
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[…]
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[…]
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Brazil
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All
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[…]
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[…]
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Netherlands
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All
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[…]
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[…]
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Bulgaria
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All
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[…]
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[…]
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New Zealand
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All
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[…]
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[…]
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Burkina Faso*
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All
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[…]
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[…]
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Niger*
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All
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[…]
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[…]
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Canada
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All
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[…]
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[…]
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Nigeria
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All
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[…]
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[…]
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Cayman Islands*
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All
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[…]
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[…]
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Norway
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All
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[…]
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[…]
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Channel Islands*
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All
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[…]
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[…]
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Oman
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All
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[…]
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[…]
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Chile
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All
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[…]
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[…]
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Pakistan
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All
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[…]
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[…]
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China“A” Shares
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All
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[…]
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[…]
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Palestinian Autonomous Area*
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All
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[…]
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[…]
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China“B” Shares
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All
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[…]
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[…]
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Peru
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All
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[…]
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[…]
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Columbia
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All
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[…]
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[…]
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Philippines
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All
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[…]
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[…]
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Costa Rica
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All
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[…]
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[…]
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Poland
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All
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[…]
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[…]
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Croatia
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All
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[…]
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[…]
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Portugal
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All
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[…]
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[…]
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Cyprus*
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All
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[…]
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[…]
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Qatar
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All
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[…]
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[…]
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Czech Republic
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All
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[…]
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[…]
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Romania
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All
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[…]
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[…]
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Denmark
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All
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[…]
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[…]
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Russia
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Equities/Bonds
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[…]
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[…]
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Ecuador
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All
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[…]
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[…]
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Russia
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MINFINs
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[…]
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[…]
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Egypt
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All
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[…]
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[…]
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Senegal*
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All
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[…]
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[…]
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Estonia
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All
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[…]
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[…]
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Serbia*
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All
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[…]
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[…]
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Euromarkets(3)
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All
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[…]
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[…]
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Singapore
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All
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[…]
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[…]
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Finland
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All
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[…]
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[…]
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Slovak Republic
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All
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[…]
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[…]
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France
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All
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[…]
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[…]
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Slovenia
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All
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[…]
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[…]
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Germany
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All
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[…]
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[…]
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South Africa
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All
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[…]
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[…]
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Ghana
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All
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[…]
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[…]
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South Korea
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All
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[…]
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[…]
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Greece
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All
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[…]
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[…]
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Spain
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All
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[…]
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[…]
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Guinea Bissau*
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All
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[…]
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[…]
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Sri Lanka
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All
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[…]
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[…]
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Hong Kong
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All
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[…]
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[…]
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Swaziland
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All
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[…]
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[…]
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Hungary
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All
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[…]
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[…]
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Sweden
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All
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[…]
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[…]
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Iceland
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All
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[…]
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[…]
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Switzerland
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All
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[…]
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[…]
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India
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All
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[…]
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[…]
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Taiwan
|
All
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[…]
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[…]
|
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Indonesia
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All
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[…]
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[…]
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Thailand
|
All
|
[…]
|
[…]
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Ireland
|
All
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[…]
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[…]
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Togo*
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All
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[…]
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[…]
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Israel
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All
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[…]
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[…]
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Trinidad & Tobago*
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All
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[…]
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[…]
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Italy
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All
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[…]
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[…]
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Tunisia
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All
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[…]
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[…]
|
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Ivory Coast
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All
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[…]
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[…]
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Turkey
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All
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[…]
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[…]
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Jamaica*
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All
|
[…]
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[…]
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UAE
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All
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[…]
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[…]
|
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Japan
|
All
|
[…]
|
[…]
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United Kingdom
|
All
|
[…]
|
[…]
|
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Jordan
|
All
|
[…]
|
[…]
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Ukraine
|
All
|
[…]
|
[…]
|
|
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Kazakhstan
|
All
|
[…]
|
[…]
|
Uruguay
|
All
|
[…]
|
[…]
|
|
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Kenya
|
All
|
[…]
|
[…]
|
Venezuela
|
All
|
[…]
|
[…]
|
|
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Latvia
|
Equities
|
[…]
|
[…]
|
Vietnam*
|
All
|
[…]
|
[…]
|
|
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Latvia
|
Bonds
|
[…]
|
[…]
|
Zambia
|
All
|
[…]
|
[…]
|
|
|
Lebanon
|
All
|
[…]
|
[…]
|
|||||
* Additional customer documentation and indemnification will be required prior to establishing accounts in these markets.
3
Amended Exhibit F (continued) to the Managed Portfolio Series Custody Agreement
Annual Base Fee:
|
$0 Annual Base Fee
1. 0-9 Global Holdings
2. Canadian Transaction Fee $[…]
3. Canadian Market Value Charge […] bps
Any other countries are TBD.
|
$18,000 Annual Base Fee
1. 10 or more Global Holdings
2. Standard Global Custody Fee Schedule Applies
|
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§
|
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.
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§
|
For all other markets specified above, surcharges may apply if a security is held outside of the local market.
|
Cash Transactions:
|
§
|
3rd Party Foreign Exchange – a Foreign Exchange transaction undertaken through a 3rd party will be charged $[…].
|
Tax Reclamation Services: Tax reclaims that have been outstanding for more than 6 (six) months with the client will be charged $[…] per claim.
Out of Pocket Expenses
|
§
|
Charges incurred by U.S. Bank, N.A. for local taxes, stamp duties or other local duties and assessments, stock exchange fees, postage and insurance for shipping, facsimile reporting, extraordinary telecommunications fees, proxy services and other shareholder communications or other expenses which are unique to a country in which the client or its clients is investing will be passed along as incurred.
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§
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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.
|
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§
|
SWIFT reporting and message fees.
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4
