EX-99.28 8 fp0081116-1_ex9928h3v.htm

EIGHTH AMENDMENT TO THE

THE RBB FUND TRUST

FUND ACCOUNTING SERVICING AGREEMENT

 

THIS AMENDMENT, effective as of the date of the last date in the signature block, to the Fund Accounting Servicing Agreement, dated as of October 22, 2015, as amended (the “Agreement”), is entered into by and between THE RBB FUND TRUST (f/k/a PENN Capital Funds Trust), a Delaware statutory trust (the “Trust”) and U.S. BANCORP FUND SERVICES, LLC d/b/a/U.S. Bank Global Fund Services, a Wisconsin limited liability company (“Fund Services”).

 

RECITALS

 

WHEREAS, the parties have entered into the Agreement; and

 

WHEREAS, the parties desire to amend the Agreement to update the Trust’s name to The RBB Fund Trust; and

 

WHEREAS, the Trust has issued shares of beneficial interest of its series that are open end mutual funds (each, a “Mutual Fund Series”) and exchange-traded funds (each, an “ETF Series”); and

 

WHEREAS, the parties desire to update the list of funds on Exhibit A to the Agreement; and

 

WHEREAS, the parties desire to amend the Agreement to update the fee schedule so that the Custodian will be compensated in accordance with the fee schedule set forth on Exhibit B-1 for Mutual Fund Series and Exhibit B-2 for ETF Series; and

 

WHEREAS, Section 15 of the Agreement allows for its amendment by a written instrument executed by both parties.

 

NOW, THEREFORE, the parties agree as follows:

 

1.Exhibit A is hereby superseded and replaced with Exhibit A attached hereto.

 

2.Exhibit B is hereby superseded and replaced with Exhibit B-1 for Mutual Fund Series and Exhibit B-2 for ETF Series attached hereto.

 

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

 

SIGANTURES ON NEXT PAGE

   

 

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 last date on the signature block.

 

THE RBB FUND TRUST   U.S. BANCORP FUND SERVICES, LLC
           
By: /s/ James G. Shaw   By: /s/ Jason Hadler  
Name: James G. Shaw   Name: Jason Hadler  
Title: CFO, COO & Secretary   Title:   Senior Vice President  
Date: 12/6/2022   Date: 12/7/2022  
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EXHIBIT A to the Fund Accounting Servicing Agreement

Separate Series of The RBB Fund Trust

 

Name of Series

 

Penn Capital Floating Rate Income Fund

Penn Capital Mid Cap Core Fund

Penn Capital Opportunistic High Income Fund

Penn Capital Short Duration High Income Fund

Penn Capital Special Situations Small Cap Equity Fund

Element EV & Solar Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures ETF

P/E Global Enhanced International Fund

Evermore Global Value Fund

Torray Fund

   

 

Exhibit B-1 to the Fund Accounting Servicing Agreement

 

FUND ACCOUNTING, FUND ADMINISTRATION & PORTFOLIO COMPLIANCE AND CCO SUPPORT SERVICES FEE SCHEDULE AT July 2022

 

Annual Fee Based Upon Average Net Assets Per Fund*

[ ] basis points on the first $[ ]

[ ] basis points on the next $[ ]

[ ] basis points on the next $[ ]

[ ] basis points on the balance

 

Minimum annual fee: $[ ] year

 

Services Included in Annual Fee Per Fund

Daily Performance Reporting - Daily pre- and post-tax fund and/or sub-advisor performance reporting.
Advisor Information Source - On-line access to portfolio management and compliance information.
Fund Services Legal Administration (e.g., registration statement update)
Section 15(c) reporting
Electronic Board book portal (BookMark)
   

 

FUND ACCOUNTING ADDITIONAL SERVICES FEE SCHEDULE

 

Data Services

 

Pricing Services

 

§$[ ] – Domestic Equities, Options, ADRs, Foreign Equities, ,
§$[ ] – Domestic Corporates, Domestic Convertibles, Domestic Governments, Domestic Agencies, Futures, Options on Futures, Forwards, Currency Rates, Mortgage Backed,
§$[ ] – CMOs, Municipal Bonds, Money Market Instruments, Foreign Corporates, Foreign Convertibles, Foreign Governments, Foreign Agencies, Asset Backed, High Yield
§$[ ] – Interest Rate Swaps, Foreign Currency Swaps, Total Return Swaps, Total Return Bullet Swaps
§$[ ] – Bank Loans
§$[ ] – Swaptions
§$[ ] – Credit Default Swaps
§$[ ] per Month Manual Security Pricing (>[ ] per day)

 

Fair Value Services (Charged at the Complex Level)

§$[ ] per security on the First [ ] Securities
§$[ ] per security on the Balance of Securities

 

NOTE: Prices above are based on using U.S. Bank primary pricing service which may vary by security type and are subject to change.  Use of alternative and/or additional sources may result in additional fees. Pricing vendors may designate certain securities as hard to value or as a non-standard security type, such as CLOs and CDOs, which may result in additional fees. 

 

Corporate Action and Factor Services (security paydown)

 

§$[ ] per Foreign Equity Security per Month
§$[ ] per Domestic Equity Security per Month

 

Factor Services (security paydown factor data)

§$[ ] per CMOs, Asset Backed, Mortgage Backed Security per Month

 

Third Party Administrative Data Charges (descriptive data for each security)

§$[ ] per security per month for fund administrative

 

Miscellaneous Expenses

All other miscellaneous fees and expenses, including but not limited to the following, will be separately billed as incurred:

Fair Value Services, SWIFT processing, customized reporting, third-party data provider costs (including Bloomberg, S&P, Moody’s, Morningstar GICS, MSCI, Lipper, etc.), postage, stationery, programming, special reports, proxies, insurance, EDGAR/XBRL filing, retention of records, federal and state regulatory filing fees, third party auditing and legal expenses, wash sales reporting (GainsKeeper), tax e-filing, PFIC monitoring, conversion expenses (if necessary) and travel related costs.

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Additional Services

Additional services not included above shall be mutually agreed upon at the time of the service being added. Additional legal administration (e.g., subsequent new fund launch), daily compliance testing, Section 18 compliance testing, Section 15(c) reporting, equity & fixed income attribution reporting, and additional services mutually agreed upon.

In addition to the fees described above, additional fees may be charged to the extent that changes to applicable laws, rules or regulations require additional work or expenses related to services provided (e.g., compliance with new liquidity risk management and reporting requirements).

 

Fees are calculated pro rata and billed monthly

   

 

Exhibit B-2 to the

Fund Accounting Servicing Agreement

 

Fee Schedule for each ETF Series

 

Base Fee for Accounting, Administration and Transfer Agent Services

 

The following reflects the greater of the basis point fee or annual minimum for series of the Fund Complex

 

Annual Minimum per Fund Basis Points on Company AUM
Waived [  ] basis points on the first $[  ]
  [  ] basis points on the next $[  ]
  [  ] basis points on the next $[  ]
  [  ] basis points on the balance

 

Accounting, Administration, Transfer Agent Services in addition to the Base Fee Pricing Services

For daily pricing of each securities (estimated [ ] pricing days annually)

$[  ] - Domestic Equities, Options, ADRs, Foreign Equities, Futures, Forwards, Currency Rates, Mutual Funds, ETFs
$[  ] - Domestic Corporates, Domestic Convertibles, Domestic Governments, Domestic Agencies, Mortgage Backed, Municipal Bonds
$[  ] - CMOs, Money Market Instruments, Foreign Corporates, Foreign Convertibles, Foreign Governments, Foreign Agencies, Asset Backed, High Yield
$[  ] - Interest Rate Swaps, Foreign Currency Swaps, Total Return Swaps, Total Return Bullet Swaps
$[  ] - Bank Loans
$[  ] - Swaptions
$[  ] - Credit Default Swaps
$[  ] per Month Manual Security Pricing (>[ ] per day)

 

Fair Value Services (Charged at the Complex Level

$[  ] per security on the First [ ] Securities
$[  ] per security on the Balance of Securities

 

NOTE: Prices are based on using U.S. Bank primary pricing service which may vary by security type and are subject to change. Use of alternative and/or additional sources may result in additional fees. Pricing vendors may designate certain securities as hard to value or as a non-standard security type, such as CLOs and CDOs, which may result in additional fees. All schedules subject to change depending upon the use of unique security type requiring special pricing or accounting arrangements.

 

Corporate Action Services

 

Fee for IDC data used to monitor corporate actions

$[  ] per Foreign Equity Security per Month
$[  ] per Domestic Equity Security per Month
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Factor Services (security paydown factor data)

 

$[  ] per CMOs, Asset Backed, Mortgage Backed Security per Month

 

Third Party Administrative Data Charges (descriptive data for analytics, reporting and compliance)

 

$[  ] per security per month for fund administrative

 

Miscellaneous Expenses

·All other miscellaneous fees and expenses, including but not limited to the following, will be separately billed as incurred: Portfolio Composition File (PCF) management services, SWIFT processing, customized reporting, third-party data provider costs (including GICS, MSCI, Lipper, etc.), postage, stationary, programming, special reports, proxies, insurance, EDGAR/XBRL filing, retention of records, federal and state regulatory filing fees, expenses related to and including travel to and from Board of Director meetings, third party auditing and legal expenses, wash sales reporting (GainsKeeper), tax e-filing, PFIC monitoring, conversion expenses (if necessary), and travel related costs.

 

·Additional services not included above shall be mutually agreed upon at the time of the service being added. In addition to the fees described above, additional fees may be charged to the extent that changes to applicable laws, rules or regulations require additional work or expenses related to services provided (e.g., compliance with new liquidity risk management and reporting requirements).

 

Fees are calculated pro rata and billed monthly

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