EX-99.(G)(1)(IV) 16 custody-restated_agmt.htm SECOND AMENDMENT TO AMENDED AND RESTATED CUSTODY AGREEMENT BETWEEN REGISTRANT, KINETICS PORTFOLIOS TRUST AND U.S. BANK N.A.


 
KINETICS MUTUAL FUNDS, INC. and KINETICS PORTFOLIOS TRUST
SECOND AMENDMENT TO THE CUSTODY AGREEMENT

THIS SECOND AMENDMENT, dated as of June 9, 2017, to the Custody Agreement, amended and restated as of October 23, 2013, as amended December 29, 2015 (the “Agreement”), is entered into by and among Kinetics Mutual Funds, Inc., a Maryland corporation (the “Company”), Kinetics Portfolios Trust, a Delaware business 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 desire to amend the Agreement to add The Kinetics Spin-off and Corporate Restructuring Fund; and

WHEREAS, Article XIV, Section 14.03 of the Agreements allows for its amendment by a written instrument executed by the parties;

NOW, THEREFORE, the parties agree as follows:

Amended Exhibit C, the current list of funds and the fee schedule of the Agreement, is hereby superseded and replaced with Amended Exhibit C attached hereto.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 Second Amendment to be executed by a duly authorized officer on one or more counterparts as of the date and year first written above.

KINETICS MUTUAL FUNDS, INC.
U.S. BANK NATIONAL ASSOCIATION
   
By:/s/ Jay Kesslen
By:/s/ Michael Ceccato
Name: Jay Kesslen
Name: Michael L. Ceccato
Title: Vice President
Title: Vice President
   
 
KINETICS PORTFOLIOS TRUST
 
   
By: Jay Kesslen
 
Name: Jay Kesslen
 
Title: Vice President
 
 
 
Execution Version
1

 
Amended Exhibit C
to the
Custody Agreement – Kinetics Mutual Funds, Inc. and Kinetics Portfolios Trust
List of Funds as of June 9, 2017

Fee Schedule at December, 2015
 
Annual Fee Schedule - Domestic Funds/Portfolios
Separate Series of Kinetics Mutual Funds, Inc./Kinetics Portfolio Trust

Name of Series
The Medical Fund/ The Medical Portfolio
The Internet Fund/ The Internet Portfolio
The Global Fund/ The Global Portfolio
The Paradigm Fund/ The Paradigm Portfolio
The Small Cap Opportunities Fund/ The Small Cap Opportunities Portfolio
The Market Opportunities Fund/The Market Opportunities Portfolio
The Alternative Income Fund/The Alternative Income Portfolio
The Multi-Discplinary Fund/The Multi-Discplinary Portfolio
The Kinetics Spin-off and Corporate Restructuring Fund

Annual fee based upon market value
0.5 basis point per year
Minimum annual fee per fund - $3,000

Investment transactions (purchase, sale, exchange, tender, redemption, maturity, receipt, delivery):
$12.00 per book entry security (depository or Federal Reserve system)
$25.00 per definitive security (physical)
$25.00 per mutual fund trade
$75.00 per Euroclear
$  8.00 per principal reduction on pass-through certificates
$35.00 per option/futures contract
$15.00 per variation margin
$15.00 per Fed wire deposit or withdrawal
$  6.00 per repurchase transaction

Variable Amount Demand Notes:  Used as a short-term investment, variable amount notes offer safety and prevailing high interest rates.  Our charge, which is 1/4 of 1%, is deducted from the variable amount note income at the time it is credited to your account.

Plus out-of-pocket expenses, and extraordinary expenses based upon complexity

Fees and out-of-pocket expenses are billed to the fund monthly, based upon market value at the beginning of the month
 
Execution Version
2



Amended Exhibit C (continued) to the Custody Agreement – Kinetics Mutual Funds, Inc. and Kinetics Portfolios Trust
GLOBAL SUB-CUSTODIAL SERVICES
ANNUAL FEE SCHEDULE at October, 2013
Country
Instrument
Safekeeping
(BPS)
Transaction
Fee
 
Country
Instrument
Safekeeping
(BPS)
Transaction
Fee
Argentina
All
15.00
$40
 
Latvia
Gov't Bonds
15.00
$75
Australia
All
2.00
$30
 
Lebanon
All
25.00
$90
Austria
Equities/Bonds
3.50
$35
 
Lithuania
All
20.00
$50
Austria
Depo Receipt
20.00
$35
 
Luxembourg
All
4.00
$25
Austria
non ATS ALL
25.00
$90
 
Malaysia
All
6.00
$80
Bahrain
All
50.00
$140
 
Mali
All
40.00
$155
Bangladesh
All
40.00
$150
 
Malta
All
22.00
$75
Belgium
All
2.50
$45
 
Mauritius
All
30.00
$100
Benin
All
40.00
$155
 
Mexico
All
3.00
$20
Bermuda
All
15.00
$60
 
Morocco
All
35.00
$100
Bolivia
All
60.00
$150
 
Namibia
All
30.00
$50
Botswana
All
25.00
$50
 
Netherlands
All
3.00
$25
Brazil
All
15.00
$35
 
New Zealand
All
3.00
$40
Bulgaria
All
40.00
$80
 
Niger
All
40.00
$155
Burkina Faso
All
40.00
$155
 
Nigeria
All
30.00
$50
Canada
All
1.25
$12
 
Norway
All
3.00
$45
Chile
All
20.00
$60
 
Oman
All
50.00
$140
China-Shanghai
All
15.00
$65
 
Pakistan
All
30.00
$100
China-Shenzhen
All
15.00
$65
 
Palestinian
All
45.00
$140
Columbia
All
40.00
$100
 
Panama
All
65.00
$85
Costa Rica
All
15.00
$60
 
Peru
All
45.00
$105
Croatia
All
35.00
$65
 
Philippines
All
8.00
$75
Cyprus
All
15.00
$45
 
Poland
All
25.00
$50
Czech Republic
All
20.00
$50
 
Portugal
All
15.00
$85
Denmark
All
3.00
$50
 
Qatar
All
45.00
$140
EASDAQ
All
5.50
$60
 
Romania
All
35.00
$100
Ecuador
All
35.00
$65
 
Russia
Equities/Bonds
30.00
$200
Egypt
All
40.00
$100
 
Russia
MINFIN
15.00
$50
Estonia
All
7.00
$25
 
Senegal
All
40.00
$155
Euromarkets
All
1.50
$10
 
Singapore
All
3.00
$40
Finland
All
5.00
$45
 
Slovak Republic
All
25.00
$110
France
All
2.50
$45
 
Slovenia
All
25.00
$110
Germany
All
1.00
$30
 
South Africa
All
3.00
$15
Ghana
All
25.00
$50
 
South Korea
All
10.00
$20
Greece
All
20.00
$105
 
Spain
All
3.00
$50
Guinea Bissau
All
40.00
$155
 
Sri Lanka
All
15.00
$60
Hong Kong
All
6.00
$60
 
Swaziland
All
30.00
$50
Hungary
All
35.00
$135
 
Sweden
All
2.00
$45
Iceland
All
28.00
$80
 
Switzerland
All
2.00
$50
India
All
65.00
$250
 
Taiwan
All
20.00
$125
Indonesia
All
12.00
$100
 
Thailand
All
6.00
$45
Ireland
All
3.00
$30
 
Togo
All
40.00
$155
Israel
All
15.00
$45
 
Trinidad & Tobago
All
30.00
$65
Italy
All
3.00
$50
 
Tunisia
All
40.00
$45
Ivory Coast
All
40.00
$155
 
Turkey
All
15.00
$15
Jamaica
All
35.00
$50
 
United Kingdom
All
1.50
$10
Japan
All
1.50
$15
 
Ukraine
All
30.00
$45
Jordan
All
40.00
$125
 
Uruguay
All
50.00
$65
Kazakhstan
Equities
60.00
$150
 
Venezuela
All
40.00
$125
Kazakhstan
Bonds
40.00
$160
 
Zambia
All
30.00
$50
Kenya
All
30.00
$50
 
Zimbabwe
All
30.00
$50
Latvia
Equities/Bonds
30.00
$75
 
 
     
§
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.
§
For all other markets specified above, surcharges may apply if a security is held outside of the local market.
 
Execution Version
3

 
Amended Exhibit C
to the
Custody Agreement – Kinetics Mutual Funds, Inc. and Kinetics Portfolios Trust
 
Cash Transactions:
§
3rd Party Foreign Exchange – a Foreign Exchange transaction undertaken through a 3rd party will be charged $50.

Tax Reclamation Services: Tax reclaims that have been outstanding for more than 6 (six) months with the client will be charged $50 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.
§
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.
§
SWIFT reporting and message fees.


Execution Version
4


Amended Exhibit C (continued) to the Custody Agreement
Kinetics Mutual Funds, Inc. and Kinetics Portfolios Trust


 
Schedule of Fees at October, 2013
for Services as
Bank Loan Custodian – Kinetics Portfolio Trust 
 
Initial Acceptance Fee per Custodial Account:
Covers the complete review of all the transaction Agreements, establishment of the collateral database and report development. Payable at closing.
 
WAIVED
 
Annual Administration Fee:
Compensation for the duties of custodian, collateral administrator and all other administrative and reporting functions under the documents. The fee is based on the quoted basis points times the simple average of the par value of the Collateral on the first and the last day of the Period.  This schedule assumes that the custodial accounts will be invested in a U.S. Bank offered permitted investment as defined within the documents.  Fee to be paid quarterly in arrears based on the actual number of days in the Period.
 
 
 
$1,000 per loan per year
 
   
Out-of-Pocket Expenses:
Includes all related expenses, including but not limited to: postage, travel, counsel fees and disbursements.  Payable at closing.
 
AT COST
 
Extraordinary fees are payable to the Trustee or Agent for duties or responsibilities not expected to be incurred at the outset of the transaction, not routine or customary, and not incurred in the ordinary course of Business.  Payment of extraordinary fees is appropriate where particular inquiries, events or developments are unexpected, even if the possibility of such things could have been identified at the inception of the transaction.
 



Execution Version
5