EX-99.G.X 4 custagmt.htm AMENDMENT TO THE PMP CUSTODY AGREEMENT custagmt.htm

 
AMENDMENT TO THE
PROFESSIONALLY MANAGED PORTFOLIOS
CUSTODY AGREEMENT

THIS AMENDMENT dated as of the 24th day of February, 2009, to the Custody Agreement, dated as of June 22, 2006, as amended, (the "Agreement") is entered into by and between Professionally Managed Portfolios, a Massachusetts business trust (the "Trust"), on behalf of its separate series, the Congress Large Cap Growth Fund, and U.S. Bank National Association, a national banking association (the "Custodian").

RECITALS

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

WHEREAS, the parties desire to amend the series of the Trust to add a fund; and

WHEREAS, Article XIV, Section 14.2 of the Agreement allows for its amendment by a written instrument executed by both parties.

NOW, THEREFORE, the parties agree as follows:

Exhibit U to the Agreement is hereby added and 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 date and year first written above.


PROFESSIONALLY MANAGED
PORTFOLIOS
U.S. BANK N.A.
   
By: /s/Robert M. Slotky
By: /s/Michael R. McVoy
   
Name:  Robert M. Slotky
Name: Michael R. McVoy
   
Title:  President
Title: Vice President

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Exhibit U
to the
Professionally Managed Portfolios Custody Agreement

Name of Series
Date Added
 
Congress Large Cap Growth Fund
on or after February 24, 2009
 

Multiple Series Trust
DOMESTIC CUSTODY SERVICES
FEE SCHEDULE at February, 2009
 
Annual Fee Based Upon Market Value Per Fund*
1.00 basis point on average daily market value
Minimum annual fee per fund - $____
Plus portfolio transaction fees
 
Portfolio Transaction Fees
$  ____ per book entry DTC transaction
$  ____ per principal paydown
$  ____ per short sale
$  ____ per US Bank repurchase agreement transaction
$  ____ per option/future contract written, exercised or expired
____ per book entry Federal Reserve transaction
$  ____ per mutual fund trade
$  ____ per physical transaction
$  ____ per disbursement (waived if U.S. Bancorp is Administrator)
$  ____ per Fed Wire
____ per margin variation Fed wire
$  ____ per segregated account per year
 
·  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.
 
Plus Out-Of-Pocket Expenses – Including but not limited to expenses incurred in the safekeeping, delivery and receipt of securities, shipping, transfer fees, extraordinary expenses based upon complexity, and all other out-of-pocket expenses.
 
Fees are billed monthly.
* Subject to annual CPI increase, Milwaukee MSA.

Advisor’s Signature below acknowledges approval of the domestic custody fee schedule on this Exhibit U.
Congress Asset Management Company LLP
 
By: /s/Brian J. Durkin
 
Name: Brian J. Durkin
 
Title: Director of Operations
 
Date: 3/9/2009
 
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Exhibit U (continued) to the Professionally Managed Portfolios Custody Agreement
GLOBAL SUB-CUSTODIAL SERVICES
ANNUAL FEE SCHEDULE at February, 2009
Country
Instrument
Safekeeping
(BPS)
Transaction
Fee
 
Country
Instrument
Safekeeping
(BPS)
Transaction
Fee
Argentina
All
____
$__
 
Lithuania
All
____
$__
Australia
All
____
$__
 
Luxembourg
All
____
$__
Austria
All
____
$__
 
Malaysia
All
____
$__
Bahrain
All
____
$___
 
Mali
All
____
$___
Bangladesh
All
____
$___
 
Malta
All
____
$___
Belgium
All
____
$__
 
Mauritius
All
____
$___
Benin
All
____
$___
 
Mexico
All
____
$___
Bermuda
All
____
$__
 
Morocco
All
____
$__
Botswana
All
____
$__
 
Namibia
All
____
$___
Brazil
All
____
$__
 
Netherlands
All
____
$___
Bulgaria
All
____
$__
 
New Zealand
All
____
$__
Burkina Faso
All
____
$___
 
Niger
All
____
$___
Canada
All
____
$__
 
Nigeria
All
____
$___
Cayman Islands
All
____
$__
 
Norway
All
____
$__
Channel Islands
All
____
$__
 
Oman
All
____
$___
Chile
All
____
$__
 
Pakistan
All
____
$___
China“A” Shares
All
____
$__
 
Palestinian
All
____
$___
China“B” Shares
All
____
$__
 
Peru
All
____
$___
Columbia
All
____
$___
 
Philippines
All
____
$__
Costa Rica
All
____
$__
 
Poland
All
____
$__
Croatia
All
____
$__
 
Portugal
All
____
$__
Cyprus
All
____
$__
 
Qatar
All
____
$___
Czech Republic
All
____
$__
 
Romania
All
____
$___
Denmark
All
____
$__
 
Russia
Equities/Bonds
____
$___
Ecuador
All
____
$__
 
Russia
MINFIN
____
$__
Egypt
All
____
$___
 
Senegal
All
____
$___
Estonia
All
____
$__
 
Serbia
All
____
$___
Euromarkets(3)
All
____
$__
 
Singapore
All
____
$__
Finland
All
____
$__
 
Slovak Republic
All
____
$___
France
All
____
$__
 
Slovenia
All
____
$___
Germany
All
____
$__
 
South Africa
All
____
$__
Ghana
All
____
$__
 
South Korea
All
____
$__
Greece
All
____
$___
 
Spain
All
____
$__
Guinea Bissau
All
____
$___
 
Sri Lanka
All
____
$__
Hong Kong
All
____
$__
 
Swaziland
All
____
$__
Hungary
All
____
$___
 
Sweden
All
____
$__
Iceland
All
____
$__
 
Switzerland
All
____
$__
India
All
____
$___
 
Taiwan
All
____
$___
Indonesia
All
____
$___
 
Thailand
All
____
$__
Ireland
Equities
____
$__
 
Togo
All
____
$___
Ireland
Gov’t Bonds
____
$__
 
Trinidad & Tobago
All
____
$__
Israel
All
____
$__
 
Tunisia
All
____
$__
Italy
All
____
$__
 
Turkey
All
____
$__
Ivory Coast
All
____
$___
 
UAE
All
____
$___
Jamaica
All
____
$__
 
United Kingdom
All
____
$__
Japan
All
____
$__
 
Ukraine
All
____
$__
Jordan
All
____
$___
 
Uruguay
All
____
$__
Kazakhstan
All
____
$___
 
Venezuela
All
____
$___
Kenya
All
____
$__
 
Vietnam
All
____
$___
Latvia
Equities
____
$__
 
Zambia
All
____
$__
Latvia
Bonds
____
$__
 
Zimbabwe
All
____
$__
Lebanon
All
____
$__
         

Base Fee - A monthly base charge of $______ per account (fund) will apply.

Notes:
(1)  
Fee is expressed in basis points per annum where one basis point equals one hundredth of one percent (.01%) and is calculated based upon month-end market value, unless stated otherwise.
(2)  
A transaction is defined as a receipt or delivery versus payment, a free receive or deliver, maturities, or security transaction related to corporate events.
(3)  
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 (surcharge schedule available upon request)
§  
Note, for all other markets specified above, surcharges may apply if a security is held outside of the local market.

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Straight Through Processing – fees waived

For non-US resident clients investing in the U.S. market:
Fees for US custody are provided on the basis that if assets are held in an omnibus account for multiple underlying clients, the Client will take the necessary action to attain Qualified Intermediary (QI) status for US IRS withholding tax purposes.  Should the Client fail to take the necessary action, the fee quoted would be subject to review, and all costs incurred by The Bank of New York in fulfilling its obligations under the US regulations would be passed to the Client.  Please refer to the separate Non-Resident Alien (NRA) fee schedule.

Note: for the clients who are the sole beneficial owner of the assets held in their account with The Bank of New York and the client has provided a “W8Ben” form per account stating their ownership of the assets, the above will not apply.

Cash Transactions
§  Currency Trade - $____ per transaction
§  3rd Party Foreign Exchange – a Foreign Exchange transaction undertaken through a third party will be charged $__.

Standard Non-U.S. Proxy Services Fees
 
§  Notification
$_
§  Vote
$__
§  Relationship Set Up Fee
$___

Tax Reclamation Services – may be subject to additional charges depending upon the service level agreed.  Tax reclaims that have been outstanding for more than 6 (six) months with the client will be charged $50 per claim.
 
Communication Fees
§  INFORM – Access to The Bank of New York proprietary application, INFORM, for standard custody instructions and reporting will be provided at a cost of
         USD ___ per month including installation and training.
§  SWIFT Reporting and Message Fees – the following fees will apply in respect of client requested SWIFT reports and messages
 
 
§  Cash Reporting
 
·  MT900 – Cash Debit Advice
$___ each
·  MT910 – Cash Credit Advice
$___ each
·  MT940 – Detail Cash Statement
$___ per message
· MT950 – Cash Statement
$___ per message
§  Securities Position Reporting
 
·  MT535 – Statement of Holdings
$___ per message
One MT535 will be issued per account per month free of charge.
 
·  MT536 – Statement of Transactions
$___ per message
·  MT537 – Statement of Pendings
$___ per message
§  Confirmations
 
·  MT544 – Receive Free Confirm
$___ per message
·  MT545 – Receive Against Payment Confirm
$___ per message
·  MT546 – Deliver Free Confirm
$___ per message
·  MT547 – Deliver Against Payment Confirm
$___ per message
§  Facsimile Reporting Fees
 
·  Corporate Actions Notifications
$___ per notification
·  Cash and Securities Reports
$___ per page

Out of Pocket Expenses
§  Charges incurred by The Bank of New York for local taxes, stamp duties or other local duties and assessments, stock exchange fees, postage and insurance for
         shipping, facsimile reporting, extraordinary telecommunications fees 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.

Advisor’s Signature below acknowledges approval of the global sub-custodial fee schedule on this Exhibit U.
Congress Asset Management Company LLP

By: /s/Brian J. Durkin
 
   
Name: Brian J. Durkin
 
   
Title: Director of Operations
Date: 3/9/2009

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