Amendment to Mutual Fund Services Agreement For Chesapeake Investment Trust
Amendment
to
Mutual Fund Services Agreement
For
This Amendment revises the Mutual Fund Services Agreement dated June 29th, 2016 (the “Agreement”) between Chesapeake Investment Trust (the “Trust”), a Delaware statutory trust and Ultimus Fund Solutions, LLC (“Ultimus”), an Ohio limited liability company (collectively the “Parties”).
The Parties agree to amend the Agreement to revise the services provided by Ultimus as described below:
| 1. | Section 2(r) of the Agreement is deleted and replaced with the following. |
2(r) prepare and file with the SEC (i) the reports for the Trust on Forms N-CSR, N-CEN, N-Q and N-PORT as applicable (ii) Form N-PX (iii) all required notices pursuant to Rule 24f-2 under the 1940 Act; and
| 2. | Section 3(d)(ii)(B) of the Agreement is deleted and replaced with the following. |
3(d)(ii)(B) the Trust’s reports with the SEC on Forms N-CEN, N-Q, N- PORT, and N-CSR as applicable.
| 3. | A new Section 8(j) is added: |
8(j) The Trust will also reimburse Ultimus for the actual third-party data costs and data services required to complete Forms N-PORT and N-CEN or to meet the requirements of Rules 30a-1 and 30b1-9 under the 1940 Act.
| 4. | Schedule B is deleted and replaced with the attached Schedule B |
Except as set forth is this Amendment, the Agreement is unaffected and shall continue in full force and effect in accordance with its terms. If there is a conflict between this Amendment and the Agreement, the terms of this Amendment will prevail.
Signatures are located on the next page.
The parties duly executed this Amendment as of November 14, 2018.
| Ultimus Fund Solutions, LLC | |||||
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By: |
/s/ ▇. ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ |
By: |
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ |
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| Name: | ▇. ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | Name: | ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | ||
| Title: | President | Title: | Chief Executive Officer |
SCHEDULE B
TO THE MUTUAL FUND SERVICES AGREEMENT BETWEEN
AND
ULTIMUS FUND SOLUTIONS, LLC
FEES
In consideration of services rendered and expenses assumed pursuant to this agreement, the Trust will pay Ultimus on the first business day after the end of each month, or at such time(s) as Ultimus shall request and the parties hereto shall agree, a fee computed with respect to each fund as follows:
| Average Daily Net Assets | Administration Fee |
| Up to $50 million | .120% |
| $50 million to $250 million | .100% |
| $250 to $500 million | .075% |
| In excess of $500 million | .050% |
The fee will be subject to a monthly minimum of $5,000 with respect to each Fund.
OTHER FEES:
| • | For Performance Reporting (including After-Tax Performance Reporting), Ultimus charges $200 per month per Fund. |
| • | The above fee includes 1,000 Fund trades per month (exclusive of daily cash investments). For a Fund with more than 1,000 Fund trades per month, Ultimus would charge $10.00 for each trade in excess of 1,000. |
| • | A $15 annual per account maintenance fee will be charged for each ▇▇▇ account held in the Funds. |
| • | For Web Inquiry access, Ultimus charges an annual fee of $2,500 per Fund and a one-time setup fee of $2,000. |
FORMS N-CEN and N-PORT
Beginning on June 1, 2018, the Trust or Fund agrees to pay Ultimus for any out-of-pocket expenses related to the preparation and filing of Form N-CEN and to meet the requirements of Rule 30a-1 under the 1940 Act.
The Trust or Fund agrees to pay Ultimus a one-time implementation fee of $3,000 per Fund and an annual fee (based on the schedule below), for preparing Forms N-CEN and N-PORT and for meeting the requirements of Rule 30b1-9 under the 1940 Act. The implementation fee shall be paid in two equal installments with the first payment due 60 days prior to the Fund’s first fiscal year end after the compliance date for Form N-CEN, and the second payment due 60 days prior to the Fund’s compliance date for Form N-PORT.
| Number of Securities | Annual Fee Per Fund (paid monthly) | |
|
Less than 11 Less than 500 |
$3,500 plus out of pocket charges $6,000 plus out of pocket charges | |
| Equity Funds* | 501 to 2,000 | $8,000 plus out of pocket charges |
| Over 2,000 | TBD | |
| Less than 500 | $7,500 plus out of pocket charges | |
| Fixed Income Funds | 501 to 1,000 | $10,000 plus out of pocket charges |
| Over 1,000 |
TBD |
| * | Equity Fund is defined as any fund that has less than 25% debt exposure (which excludes cash and money market funds) over the previous three-month period. |
OUT-OF-POCKET EXPENSES:
The fees set forth above shall be in addition to the payment of out-of-pocket expenses, as provided for in Section 8 of this Agreement.
CHIEF COMPLIANCE OFFICER:
The terms of this Agreement do not provide for Ultimus to furnish an individual to serve as the Trust’s Chief Compliance Officer.