EX-99.16.9 3 fp0027035_ex99169.htm

ULTIMUS MANAGERS TRUST
SIXTEENTH AMENDMENT TO THE
CUSTODY AGREEMENT

THIS SIXTEENTH AMENDMENT dated as of the 24th day of May, 2017, to the Custody Agreement, dated as of June 5, 2012, as amended August 20, 2012, August 21, 2012, December 31, 2012, May 28, 2013, September 11, 2013, May 15, 2014, August 26, 2014, November 11, 2014, March 24, 2015, April 6, 2015, July 9, 2015, August 26, 2015, December 16, 2015, July 28, 2016 and January 23, 2017 (the “Custody Agreement”), is entered into by and between ULTIMUS MANAGERS TRUST, an Ohio business trust, (the “Trust”) and U.S. BANK, N.A., a national banking association (the “Custodian”).

RECITALS

WHEREAS, the parties have entered into the Custody Agreement; and

WHEREAS, the parties desire to amend the fees of the Ladder Select Bond Fund and the Meehan Focus Fund; and

WHEREAS, Article XV, Section 15.02 of the Custody Agreement allows for its amendment by a written instrument executed by both parties.

NOW, THEREFORE, the parties agree as follows:

Exhibit O (the Ladder Select Bond Fund) to the Custody Agreement is hereby superseded and replaced with Amended Exhibit O attached hereto.

Exhibit P (the Meehan Focus Fund) to the Custody Agreement is hereby superseded and replaced with Amended Exhibit P attached hereto.

Except to the extent amended hereby, the Custody Agreement shall remain in full force and effect.

IN WITNESS WHEREOF, the parties hereto have caused this Sixteenth Amendment to be executed by a duly authorized officer on one or more counterparts as of the date and year first written above.
 
ULTIMUS  MANAGERS TRUST
 
U.S. BANK NATIONAL ASSOCIATION
 
 
 
 
 
By:
                                
 
By:
                              
 
 
 
 
 
Name:
                                   
 
Name:
Michael L. Ceccato
 
 
 
 
 
Title:
   
 
Title:
Vice President

1

Amended Exhibit O to the Custody Agreement - Ultimus Managers Trust and U.S. Bank, National Association - Custody Fee Schedule effective August 1, 2016

Name of Series
Ladder Select Bond Fund

U.S. Bank, N.A., as Custodian, will receive monthly compensation for services according to the terms of the following Schedule:

I.
Market Value Fee Per Fund
.70 basis points on the average daily market value of all long securities and cash held in the portfolio.

Plus portfolio transaction fees

II.
Portfolio Transaction Fees:
$7.00 per repurchase agreement transaction
$4.00 book entry DTC transaction, Federal Reserve transaction, principal paydown
$25.00 per transaction processed through our New York custodian definitive security (physical)
$15.00 per option/future contract written, exercised or expired
$6.00 per Short sale transaction
$15.00 per mutual fund trade
$15.00 per Fed wire or margin variation Fed wire
$5.00 per expense disbursement
$150.00 per segregated account per year

Minimum annual fee per fund: $4,800

§
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 2.

III.
Miscellaneous Expenses
Including but not limited to expenses incurred in Treasury Management, safekeeping, delivery and receipt of securities, shipping, transfer fees, deposit withdrawals at custodian (DWAC) fees, SWIFT charges, negative interest charges and extra expenses based on complexity.

IV.
Additional Services
Additional fees apply for global servicing.  Fund of Fund expenses quoted separately.
 
*
Subject to annual CPI increase - All Urban Consumers - U.S. City Average.
Fees are calculated pro rata and billed monthly.

2

Amended Exhibit O to the Custody Agreement - Ultimus Managers Trust and U.S. Bank, N.A. – Additional Global Sub-Custodial Services Annual Fee Schedule August 1, 2016

COUNTRY
INSTRUMENT
SAFE-KEEPING (BPS)
TRANSACTION FEE
COUNTRY
INSTRUMENT
SAFE-KEEPING (BPS)
TRANSACTION FEE
COUNTRY
INSTRUMENT
SAFE-KEEPING
(BPS)
TRANSACTION FEE
Argentina
All
13.0
$35
Guinea Bissau
All
44.0
$125
Pakistan
All
26.0
$80
Australia
All
1.0
$15
Hong Kong
All
2.0
$20
Peru
All
39.0
$85
Austria
All
2.0
$20
Hungary
All
22.0
$60
Philippines
All
5.0
$40
Bahrain
All
44.0
$115
Iceland
All
13.0
$45
Poland
All
13.0
$25
Bangladesh
All
35.0
$120
India
All
9.0
$85
Portugal
All
5.5
$40
Belgium
All
1.5
$25
Indonesia
All
6.0
$70
Qatar
All
40.0
$115
Benin
All
35.0
$125
Ireland
All
2.0
$15
Romania
All
31.0
$80
Bermuda
All
13.0
$50
Israel
All
11.0
$30
Russia
Equities
33.0
$165
Botswana
All
22.0
$40
Italy
All
2.0
$25
Senegal
All
35.0
$125
Brazil
All
8.0
$20
Ivory Coast
All
35.0
$125
Singapore
All
2.0
$20
Bulgaria
All
35.0
$65
Japan
All
1.0
$10
Slovak Republic
All
22.0
$90
Burkina Faso
All
35.0
$125
Jordan
All
35.0
$100
Slovenia
All
22.0
$90
Canada
All
1.0
$5
Kazakhstan
All
53.0
$120
South Africa
All
2.0
$10
Cayman Islands*
All
1.0
$10
Kenya
All
26.0
$40
South Korea
All
5.5
$10
Channel Islands*
All
1.5
$20
Kuwait
All
35.0
$120
Spain
All
1.0
$15
Chile
All
18.0
$50
Latvia
Equities
13.0
$60
Sri Lanka
All
13.0
$50
China
All
11.0
$45
Lebanon
All
22.0
$75
Swaziland
All
26.0
$40
Colombia
All
35.0
$80
Lithuania
All
18.0
$40
Sweden
All
1.0
$25
Costa Rica
All
13.0
$50
Luxembourg
All
4.0
$20
Switzerland
All
1.0
$25
Croatia
All
31.0
$55
Malaysia
All
3.5
$40
Taiwan
All
13.0
$65
Cyprus
All
13.0
$50
Mali
All
35.0
$125
Thailand
All
3.5
$25
Czech Republic
All
11.0
$25
Malta
All
20.0
$60
Togo
All
35.0
$125
Denmark
All
2.0
$25
Mauritius
All
26.0
$80
Tunisia
All
35.0
$40
Ecuador
All
31.0
$55
Mexico
All
2.0
$10
Turkey
All
11.0
$10
Egypt
All
28.0
$65
Morocco
All
31.0
$80
UAE
All
40.0
$105
Estonia
All
6.0
$20
Namibia
All
26.0
$40
United Kingdom
All
1.0
$5
Euromarkets**
All
1.00
$5
Netherlands
All
2.0
$15
Ukraine
All
21.0
$30
Finland
All
2.5
$25
New Zealand
All
2.5
$25
Uruguay
All
45.0
$55
France
All
1.0
$15
Niger
All
35.0
$125
Venezuela
All
35.0
$100
Germany
All
1.0
$15
Nigeria
All
26.0
$40
Vietnam
All
20.0
$85
Ghana
All
22.0
$40
Norway
All
2.0
$25
Zambia
All
26.0
$40
Greece
All
8.0
$35
Oman
All
45.0
$115
Zimbabwe
All
26.0
$40
 
Safekeeping and transaction fees are assessed on security and currency transactions.
 
*
Additional customer documentation and indemnification will be required prior to establishing accounts in these markets.
**
Tiered by market value:<$5 billion: 1bp,>$5 billion and <$10 billion: .75 bps; >$10 billion: .50 bps.
**
Euromarkets - Non-Eurobonds: Surcharges vary by local market.
 
A monthly base fee per account (fund) will apply based on the number of foreign securities held. If no global assets are held within a given month, the monthly base charge will not apply for that month.
 
§
1–25 foreign securities: $500; 26–50 foreign securities: $1,000; Over 50 foreign securities: $1,500
§
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 in above grid, surcharges may apply if a security is held outside of the local market.

Miscellaneous Expenses
§
Tax reclaims that have been outstanding for more than 6 (six) months with the client will be charged $50 per claim.
§
Charges incurred by U.S. Bank, N.A. directly or through sub-custodians for account opening fees, local taxes, stamp duties or other local duties and assessments, stock exchange fees, foreign exchange transactions, postage and insurance for shipping, facsimile reporting, extraordinary telecommunications fees, proxy services and other shareholder communications, recurring administration fees, negative interest charges, overdraft charges 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 miscellaneous 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.

3

Amended Exhibit P to the Custody Agreement - Ultimus Managers Trust and U.S. Bank, National Association - Custody Fee Schedule effective January 1, 2017

Name of Series
Meehan Focus Fund
 
Custody Services Annual Fee Schedule

U.S. Bank, N.A., as Custodian, will receive monthly compensation for services according to the terms of the following Schedule:

I.
Market Value Fee Per Fund
.70 basis points on the average daily market value of all long securities and cash held in the portfolio.

Plus portfolio transaction fees

II.
Portfolio Transaction Fees:
$7.00 per repurchase agreement transaction
$4.00 book entry DTC transaction, Federal Reserve transaction, principal paydown
$25.00 per transaction processed through our New York custodian definitive security (physical)
$15.00 per option/future contract written, exercised or expired
$6.00 per Short sale transaction
$15.00 per mutual fund trade
$15.00 per Fed wire or margin variation Fed wire
$5.00 per expense disbursement
$150.00 per segregated account per year

Minimum annual fee per fund: $4,800

§
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 2.

III.
Miscellaneous Expenses
Including but not limited to expenses incurred in Treasury Management, safekeeping, delivery and receipt of securities, shipping, transfer fees, deposit withdrawals at custodian (DWAC) fees, SWIFT charges, negative interest charges and extra expenses based on complexity.

IV.
Additional Services
Additional fees apply for global servicing.  Fund of Fund expenses quoted separately.

*
Subject to annual CPI increase - All Urban Consumers - U.S. City Average.
Fees are calculated pro rata and billed monthly.

4

Amended Exhibit P to the Custody Agreement - Ultimus Managers Trust & U.S. Bank, N.A. – Additional Global Sub-Custodial Services Annual Fee Schedule at January 1, 2017
 
COUNTRY
INSTRUMENT
SAFE-KEEPING (BPS)
TRANSACTION FEE
COUNTRY
INSTRUMENT
SAFE-KEEPING (BPS)
TRANSACTION FEE
COUNTRY
INSTRUMENT
SAFE-KEEPING
(BPS)
TRANSACTION FEE
Argentina
All
13.0
$35
Guinea Bissau
All
44.0
$125
Pakistan
All
26.0
$80
Australia
All
1.0
$15
Hong Kong
All
2.0
$20
Peru
All
39.0
$85
Austria
All
2.0
$20
Hungary
All
22.0
$60
Philippines
All
5.0
$40
Bahrain
All
44.0
$115
Iceland
All
13.0
$45
Poland
All
13.0
$25
Bangladesh
All
35.0
$120
India
All
9.0
$85
Portugal
All
5.5
$40
Belgium
All
1.5
$25
Indonesia
All
6.0
$70
Qatar
All
40.0
$115
Benin
All
35.0
$125
Ireland
All
2.0
$15
Romania
All
31.0
$80
Bermuda
All
13.0
$50
Israel
All
11.0
$30
Russia
Equities
33.0
$165
Botswana
All
22.0
$40
Italy
All
2.0
$25
Senegal
All
35.0
$125
Brazil
All
8.0
$20
Ivory Coast
All
35.0
$125
Singapore
All
2.0
$20
Bulgaria
All
35.0
$65
Japan
All
1.0
$10
Slovak Republic
All
22.0
$90
Burkina Faso
All
35.0
$125
Jordan
All
35.0
$100
Slovenia
All
22.0
$90
Canada
All
1.0
$5
Kazakhstan
All
53.0
$120
South Africa
All
2.0
$10
Cayman Islands*
All
1.0
$10
Kenya
All
26.0
$40
South Korea
All
5.5
$10
Channel Islands*
All
1.5
$20
Kuwait
All
35.0
$120
Spain
All
1.0
$15
Chile
All
18.0
$50
Latvia
Equities
13.0
$60
Sri Lanka
All
13.0
$50
China
All
11.0
$45
Lebanon
All
22.0
$75
Swaziland
All
26.0
$40
Colombia
All
35.0
$80
Lithuania
All
18.0
$40
Sweden
All
1.0
$25
Costa Rica
All
13.0
$50
Luxembourg
All
4.0
$20
Switzerland
All
1.0
$25
Croatia
All
31.0
$55
Malaysia
All
3.5
$40
Taiwan
All
13.0
$65
Cyprus
All
13.0
$50
Mali
All
35.0
$125
Thailand
All
3.5
$25
Czech Republic
All
11.0
$25
Malta
All
20.0
$60
Togo
All
35.0
$125
Denmark
All
2.0
$25
Mauritius
All
26.0
$80
Tunisia
All
35.0
$40
Ecuador
All
31.0
$55
Mexico
All
2.0
$10
Turkey
All
11.0
$10
Egypt
All
28.0
$65
Morocco
All
31.0
$80
UAE
All
40.0
$105
Estonia
All
6.0
$20
Namibia
All
26.0
$40
United Kingdom
All
1.0
$5
Euromarkets**
All
1.00
$5
Netherlands
All
2.0
$15
Ukraine
All
21.0
$30
Finland
All
2.5
$25
New Zealand
All
2.5
$25
Uruguay
All
45.0
$55
France
All
1.0
$15
Niger
All
35.0
$125
Venezuela
All
35.0
$100
Germany
All
1.0
$15
Nigeria
All
26.0
$40
Vietnam
All
20.0
$85
Ghana
All
22.0
$40
Norway
All
2.0
$25
Zambia
All
26.0
$40
Greece
All
8.0
$35
Oman
All
45.0
$115
Zimbabwe
All
26.0
$40
 
Safekeeping and transaction fees are assessed on security and currency transactions.
 
*
Additional customer documentation and indemnification will be required prior to establishing accounts in these markets.
**
Tiered by market value:<$5 billion: 1bp,>$5 billion and <$10 billion: .75 bps; >$10 billion: .50 bps.
**
Euromarkets - Non-Eurobonds: Surcharges vary by local market.
 
A monthly base fee per account (fund) will apply based on the number of foreign securities held. If no global assets are held within a given month, the monthly base charge will not apply for that month.
§
1–25 foreign securities: $500; 26–50 foreign securities: $1,000; Over 50 foreign securities: $1,500
§
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 in above grid, surcharges may apply if a security is held outside of the local market.

Miscellaneous Expenses
§
Tax reclaims that have been outstanding for more than 6 (six) months with the client will be charged $50 per claim.
§
Charges incurred by U.S. Bank, N.A. directly or through sub-custodians for account opening fees, local taxes, stamp duties or other local duties and assessments, stock exchange fees, foreign exchange transactions, postage and insurance for shipping, facsimile reporting, extraordinary telecommunications fees, proxy services and other shareholder communications, recurring administration fees, negative interest charges, overdraft charges 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 miscellaneous 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.
 
5