SEVEN CANYONS ADVISORS, LLC
Exhibit (h)(42)
SEVEN CANYONS ADVISORS, LLC
22 East 000 Xxxxx 0xx Xxxxx, Xxxx Xxxx Xxxx, Xxxx 00000.
January 7, 2021
Xx. Xxxxxxx Xxxxxxx
President
0000 Xxxxxxxx, Xxxxx 0000
Xxxxxx, XX 00000
| Re: | ALPS Series Trust (the “Trust”) – Seven Canyons Strategic Income Fund (the “Strategic Income Fund”) and Seven Canyons World Innovators Fund (the “World Innovators Fund”) (each a “Fund,” together the “Funds”) |
Dear Xx. Xxxxxxx:
This letter (the “Agreement”) confirms the agreement of Seven Canyons Advisors, LLC (the “Adviser”) with the Trust to contractually limit the total amount of the “Management Fees” that it is entitled to receive from a Fund and to reimburse “Other Expenses” to the extent required below.
Strategic Income Fund
The Adviser agrees to limit the Total Annual Fund Operating Expenses (as defined in Item 3 of Form N-1A) of the Strategic Income Fund (exclusive of interest, dividend expense on short sales/interest expense, taxes, brokerage commissions, other investment related costs, acquired fund fees and expenses, and extraordinary expenses, such as litigation and other expenses not incurred in the ordinary course of business) to an annual rate of 0.95% of the Strategic Income Fund’s average daily net assets, during the term of this Agreement. The Adviser will reduce the fee payable with respect to the Strategic Income Fund to the extent of such excess and/or shall reimburse the Strategic Income Fund (or class as applicable) by the amount of such excess. If applicable, the waiver or reimbursement shall be allocated to each class of the Strategic Income Fund in the same manner as the underlying expenses or fees were allocated.
World Innovators Fund
The Adviser agrees to limit the Total Annual Fund Operating Expenses (as defined in Item 3 of Form N-1A) of the World Innovators Fund (exclusive of interest, dividend expense on short sales/interest expense, taxes, brokerage commissions, other investment related costs, acquired fund fees and expenses, and extraordinary expenses, such as litigation and other expenses not incurred in the ordinary course of business) to an annual rate of: 1.75% of the World Innovators Fund Investor Class Shares’ average daily net assets and 1.55% of the World Innovators Fund Institutional Class Shares’ average daily net assets, during the term of this Agreement. The Adviser will reduce the fee payable with respect to the World Innovators Fund to the extent of such excess and/or shall reimburse the World Innovators Fund by the amount of such excess.
The Trust shall reduce the Management Fees owed to the Adviser and/or invoice the Adviser with respect to any such reimbursement amounts owed by the Adviser to the Trust. Any such invoices are payable upon receipt. Invoices should be delivered via email to the Adviser at the email address the Adviser provides to the Trust.
The Adviser further agrees that such fee waivers and reimbursements for each Fund are effective as of February 1, 2021, and shall continue at least through January 31, 2022; and will thereafter continue in effect for successive twelve-month periods provided that such continuance is specifically approved at least annually by a majority of the Trustees of the Trust and the Adviser does not provide at least 30 days written notice of non-continuance prior to the end of the then effective term. Except due to the Adviser’s notice of non-renewal, this Agreement may only be amended or terminated with the approval of the Board of Trustees of the Trust.
The Adviser will be permitted to recover, with respect to a Fund, on a class-by-class basis, expenses it has borne through this Agreement (whether through reduction of its management fee or otherwise) only to the extent that the applicable Fund’s expenses in later periods do not exceed the lesser of (1) the contractual expense limit in effect at the time the Adviser waives or limits the expenses or (2) the contractual expense limit in effect at the time the Adviser seeks to recover the expenses. Notwithstanding the foregoing, the Fund will not be obligated to pay any such deferred fees or expenses more than three years after the date on which the fee and expense was reduced, as calculated on a monthly basis.
| SEVEN CANYONS ADVISORS, LLC | |||
| By: | /s/ Xxxx Xxxxxxxx | ||
| Name: | Xxxx Xxxxxxxx | ||
| Title: | Chief Operating Officer | ||
Your signature below acknowledges acceptance of this letter agreement:
| By: | /s/ Xxxxxxx Xxxxxxx | |
| Name: | Xxxxxxx Xxxxxxx | |
| Title: | President |
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