EX-99.G (XIV) 2 bridgespmp-amendmasterarcu.htm FORM OF AMENDMENT TO AMENDED AND RESTATED CUSTODY AGREEMENT Document

AMENDMENT TO THE
PROFESSIONALLY MANAGED PORTFOLIOS
AMENDED AND RESTATED CUSTODY AGREEMENT

    THIS AMENDMENT dated as of the last date in the signature block, to the Amended and Restated Custody Agreement, originally made and entered into as of June 22, 2006, and amended and restated as of May 15, 2013 (the "Agreement") is entered into by and between Professionally Managed Portfolios, a Massachusetts business trust (the "Trust"), on behalf of its separate series, and U.S. Bank N.A., 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 XV, Section 15.02 of the Agreement allows for its amendment by a written instrument executed by both parties.

    NOW, THEREFORE, the parties agree as follows:

1.Exhibit II is hereby added and attached hereto.

2.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         U.S. BANK N.A.
PORTFOLIOS


By: ______________________________    By: ________________________________

Name: ___________________________     Name: ______________________________

Title: ____________________________     Title: ______________________________

Date: _____________________________    Date: ______________________________





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Exhibit II
to the Separate Series of the
Amended and Restated Professionally Managed Portfolios Custody Agreement

Name of Series                                            
Bridges Investment Fund     

Custody Services Fee Schedule
                    
Based upon an annual rate of average daily market value of all long securities and cash held in the portfolio*:[ ] basis points
$ [ ] - Minimum annual fee per fund
Plus, portfolio transaction fees
Portfolio Transaction Fees
$ [ ] - Book entry DTC transaction, Federal Reserve transaction, principal paydown
$ [ ] - Repurchase agreement, reverse repurchase agreement, time deposit/CD or other non-depository transaction
$ [ ] - Option/SWAPS/future contract written, exercised or expired
$ [ ] - Mutual fund trade, Margin Variation Wire and outbound Fed wire
$ [ ] - Physical security transaction
$ [ ] - Check disbursement (waived if U.S. Bancorp is Administrator)
A transaction is a purchase/sale of a security, free receipt/free delivery, maturity, tender or exchange.
Miscellaneous Expenses
All other miscellaneous fees and expenses, including but not limited to the following, will be separately billed as incurred: expenses incurred in the safekeeping, delivery and receipt of securities, shipping, transfer fees, deposit withdrawals at custodian (DWAC) fees, SWIFT charges, negative interest charges and extraordinary expenses based upon complexity.
Additional Services
Additional fees apply for global servicing. Fund of Fund expenses quoted separately.
$ [ ] per custody sub account per year (e.g., per sub – adviser, segregated account, etc.)
Class Action Services - $ [ ] filing fee per class action per account, plus 3% of gross proceeds, up to a maximum per recovery not to exceed $ [ ].
No charge for the initial conversion free receipt.
Overdrafts - charged to the account at prime interest rate plus 2% unless a line of credit is in place.
Third Party lending - Additional fees will apply
* Subject to annual CPI increase - All Urban Consumers - U.S. City Average" index, provided that the CPI adjustment will not decrease the base fees (even if the cumulative CPI rate at any point in time is negative).
Fees are calculated pro rata and billed monthly.
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Additional Global Sub-Custodial Services Annual Fee Schedule
CountrySafekeeping (BPS)Transaction FeeCountrySafekeeping (BPS)Transaction FeeCountrySafekeeping (BPS)Transaction Fee
Argentina[ ]$[ ]Hong Kong[ ]$[ ]Poland[ ]$[ ]
Australia[ ]$[ ]Hungary[ ]$[ ]Portugal[ ]$[ ]
Austria[ ]$[ ]Iceland[ ]$[ ]Qatar[ ]$[ ]
Bahrain[ ]$[ ]India[ ]$[ ]Romania[ ]$[ ]
Bangladesh[ ]$[ ]Indonesia[ ]$[ ]Russia[ ]$[ ]
Belgium[ ]$[ ]Ireland[ ]$[ ]Saudi Arabia[ ]$[ ]
Bermuda[ ]$[ ]Israel[ ]$[ ]Serbia[ ]$[ ]
Botswana[ ]$[ ]Italy[ ]$[ ]Singapore[ ]$[ ]
Brazil[ ]$[ ]Japan[ ]$[ ]Slovakia[ ]$[ ]
Bulgaria[ ]$[ ]Jordan[ ]$[ ]Slovenia[ ]$[ ]
Canada[ ]$[ ]Kenya[ ]$[ ]South Africa[ ]$[ ]
Chile[ ]$[ ]Kuwait[ ]$[ ]South Korea[ ]$[ ]
China Connect[ ]$[ ]Latvia[ ]$[ ]Spain[ ]$[ ]
China (B Shares)[ ]$[ ]Lithuania[ ]$[ ]Sri Lanka[ ]$[ ]
Colombia[ ]$[ ]Luxembourg[ ]$[ ]Sweden[ ]$[ ]
Costa Rica[ ]$[ ]Malaysia[ ]$[ ]Switzerland[ ]$[ ]
Croatia[ ]$[ ]Malta[ ]$[ ]Tanzania[ ]$[ ]
Cyprus[ ]$[ ]Mauritius[ ]$[ ]Taiwan[ ]$[ ]
Czech Republic[ ]$[ ]Mexico[ ]$[ ]Thailand[ ]$[ ]
Denmark[ ]$[ ]Morocco[ ]$[ ]Tunisia[ ]$[ ]
Egypt[ ]$[ ]Namibia[ ]$[ ]Turkey[ ]$[ ]
Estonia[ ]$[ ]Netherlands[ ]$[ ]UAE[ ]$[ ]
Eswatini[ ]$[ ]New Zealand[ ]$[ ]Uganda[ ]$[ ]
Euroclear (Eurobonds)[ ]$[ ]Nigeria[ ]$[ ]Ukraine[ ]$[ ]
Euroclear (Non-Eurobonds)[ ]$[ ]Norway[ ]$[ ]United Kingdom[ ]$[ ]
Finland[ ]$[ ]Oman[ ]$[ ]Uruguay[ ]$[ ]
France[ ]$[ ]Pakistan[ ]$[ ]Vietnam[ ]$[ ]
Germany[ ]$[ ]Panama[ ]$[ ]West African Economic Monetary Union (WAEMU)*[ ]$[ ]
Ghana[ ]$[ ]Peru[ ]$[ ]Zambia[ ]$[ ]
Greece[ ]$[ ]Philippines[ ]$[ ]Zimbabwe[ ]$[ ]
*Transaction Fee includes: Receive Versus Payment (RVP), Delivery Versus Payment (DVP), FREE REC, and FREE DEL activity related to securities settlement within U.S. Bank sub-custodian network.
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Global Custody Base Fee
$ [ ] monthly base fee of per fund will apply. If no global assets are held within a given month, the monthly base charge will not apply for that month. "Safekeeping and transaction fees are assessed on security and currency transactions."
Global Custody Tax Services:
Global Filing: $ [ ] per annum
U.S. Domestic Filing: $ [ ] per annum (Only ADRs)
Any client who does not elect for tax services (and does them themselves, would be charged an out of pocket expense per the normal process).
Miscellaneous Expenses
Charges incurred by U.S. Bank, N.A. directly or through sub-custodians for account opening fees, tax reclaim 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.

Advisor’s signature below acknowledges approval of the domestic and global fee schedules on this Exhibit II.

Bridges Investment Management, LLC

By: __________________________

Name: ____________________________

Title: _________________________    

Date: ______________________________




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