THE JENSEN PORTFOLIO, INC. AMENDMENT TO THE AMENDED AND RESTATED TRANSFER AGENT SERVICING AGREEMENT
THE
XXXXXX PORTFOLIO, INC.
AMENDMENT
TO THE
AMENDED
AND RESTATED TRANSFER AGENT SERVICING AGREEMENT
THIS AMENDMENT dated as of
this 16 day of July, 2008, to the Amended and Restated Fund Transfer Agent
Servicing Agreement dated as of July 1, 2005, as amended (the "Agreement"), is
entered into by and between The
Xxxxxx Portfolio, Inc., an Oregon corporation (the "Company") and U.S. Bancorp Fund Services, LLC,
a Wisconsin limited liability company ("USBFS").
RECITALS
WHEREAS, the parties have
entered into an Amended and Restated Transfer Agent Servicing Agreement;
and
WHEREAS, the Company and USBFS
desire to amend the fees of said Agreement; and
WHEREAS, Section 11 of the Agreement
allows for its amendment by a written instrument executed by both
parties.
NOW, THEREFORE, the parties
agree as follows:
Exhibit
B, the fee schedule of the Agreement, is hereby superseded and replaced with the
fee schedule 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 day and year
first written above.
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THE
XXXXXX PORTFOLIO, INC.
By:
/s/ Xxxxxx
XxXxxx
Name:
Xxxxxx
XxXxxx
Title:
President
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U.S. BANCORP FUND SERVICES, LLC
By: /s/ Xxxxxxx X.
XxXxx
Name: Xxxxxxx
X.
XxXxx
Title: Executive Vice
President
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1
Exhibit B
to the Amended and Restated Transfer Agent Servicing Agreement
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The
Xxxxxx Portfolio, Inc.
Transfer
Agent Services
ANNUAL
FEE SCHEDULE at July, 2008
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Shareholder
Account Fee
$[_]
per account
Annual
Minimum - Waived
Activity
Charges:
Shareholder
Telephone Call - $[_] per call
Draft
Check Processing - $[_] per draft
Daily
Valuation Trades - $[_] per trade
Fed
Wire Overrides - $[_] per item
ACH
Shareholder Services:
$[_]
per month per fund group
$[_]
per ACH item, setup and/or change
$[_]
per correction, reversal, return item
E-mail
Services:
$[_]
/month administration
$[_]
/e-mail received
AML
New Account Service:
Base
Fee:
0-999
accounts - $[_]/year
1,000-4,900
accounts - $[_]/year
5,000-9,999
accounts - $[_]/year
10,000
+ accounts - $[_]/year
$[_]/new
domestic accounts
$[_]/new
foreign account
$[_]/shareholder
verification
Remote
Data Capture (Blue Sky) File Transmission:
$[_]
per month plus $[_]/record
ReportSource
(EB2B) - $[_]month
Fan
Mail:
File
generation and delivery - $[_]/month
Per
Record Charge
Rep/Branch/ID
- $[_]
Dealer
- $[_]
Price
Files - $[_]or $[_]/user/month,
whichever
is less
Vision
Mutual Fund Gateway (Inquiry Only):
Inquiry
- $[_]per event
Per
broker ID - $[_]/month/ID
Third
Party Intermediary File Transmission:
First
Two (2) Intermediaries:
Initial
Set-Up - $[_]
Delivery
& Maintenance Fee - $[_]/month
Additional
Intermediaries (3+):
Initial
Set-Up - $[_]
Delivery
& Maintenance Fee – No Add’l Charge
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Short
Term Trader:
Annual
Fee per Account / Tracking Period:
$[_]/
90 days or less
$[_]/
91 to 180 days
$[_]/
181 to 270 days
$[_]/
271 days to 1 year
$[_]/
1 year to 2 years
Plus
out-of-pocket expenses, including but not limited to:
Telephone
– toll-free lines
Postage
Stationery,
Envelopes
Programming,
Special Reports
Insurance
Record
Retention
Microfilm/fiche
of records
Proxies,
Proxy Services
ACH
fees
NSCC
charges
Disaster
recovery –$[_] per open account
All
other out-of-pocket expenses
Extraordinary
services - quoted separately
Fees
and out-of-pocket expenses are billed to the fund monthly.
Service
Charges to Investors
Qualified
Plan Fees (Billed to Investors):
$[_]per
qualified plan account (Cap at $[_]per SSN)
$[_]per
education XXX account (Cap at $[_] per SSN)
$[_]per
transfer to successor trustee
$[_]per
distribution to participant (Excluding SWPs)
$[_]per
refund of excess contribution
Additional
Shareholder Fees (Billed to Investors):
$[_]per
outgoing wire transfer
$[_]per
telephone exchange
$[_]per
return check or ACH
$[_]per
stop
payment
$[_]per
research request (For requested items of the second calendar year
[or
previous] to the request)(Cap at $[_])
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2
Exhibit B
Fee Schedule (continued) to the
Amended
and Restated Transfer Agent Servicing Agreement - The Xxxxxx Portfolio,
Inc.
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CHIEF
COMPLIANCE OFFICER
SUPPORT
SERVICES
FEE
SCHEDULE effective 1/1/08
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Chief
Compliance Officer Support Services
U.S.
Bancorp provides support to the Chief Compliance Officer (CCO) of each
fund serviced either by U.S. Bancorp Fund Services, LLC or Quasar
Distributors, LLC. Indicated below are samples of functions
performed by USBFS in this CCO support role:
● Business
Line Functions
Supported
● Fund
Administration and Compliance
● Transfer
Agent and Shareholder Services
● Fund
Accounting
● Custody
Services
● Securities
Lending Services
● Distribution
Services
● Daily
Resource to Fund CCO, Fund Board,
Advisor
● Provide
USBFS/USB Critical Procedures & Compliance
Controls
● Daily
and Periodic
Reporting
● Periodic
CCO Conference
Calls
● Dissemination
of Industry/Regulatory
Information
● Client
& Business Line CCO Education &
Training
● Due
Diligence Review of USBFS Service
Facilities
● Quarterly
USBFS
Certification
● Board
Meeting Presentation and Board
Support
● Testing,
Documentation,
Reporting
Annual
Fee Schedule*
● $[_]
per service per
year
Fees
are billed monthly.
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