EX-99.28 7 fp0081109-1_ex9928g1iv.htm

 

 FIFTH AMENDMENT TO THE

PENN CAPITAL FUNDS TRUST CUSTODY AGREEMENT

 

THIS AMENDMENT effective as of the last date in the signature block, to the Custody Agreement, dated as of October 22, 2015, as amended July 17, 2017 (the “Agreement”), is entered into by and between PENN Capital Funds Trust, a Delaware statutory trust (the “Trust”) 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 Custody Agreement to update the fee schedule; and

 

WHEREAS, the parties desire to amend the term within Article XIII, Section 13.01 of the Agreement; 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1.Effective July 1, 2022, Exhibit C is hereby superseded and replaced with Exhibit C attached hereto.

 

2.Effective July 1, 2022, Article XIII, Section 13.01 of the Agreement is hereby superseded and replaced with the following:

 

The Agreement shall become effective as of the date first written above and will continue in effect for a period of four (4) years, thereafter, continuing in effect for four (4) year terms.

 

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 d last date on the signature block.

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PENN CAPITAL FUNDS TRUST   U.S. BANK, N.A.  
           
By: /s/ James G. Shaw   By: /s/ Gregory Farley  
Name: James Shaw   Name: Gregory Farley  
Title: CFO/Treasurer & Secretary   Title: Senior Vice President  
Date: 7/1/2022   Date: 7/22/2022  

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EXHIBIT C to the Custody Agreement

 

Domestic and Global Custody Services Fee Schedule at July 2022

 

Annual Fee Based Upon Average Net Assets on the Fund Complex 

[  ] basis points on the first $[  ]

[  ] basis points on the balance

 

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, Fed wire, margin variation 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 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 

See Additional Global Sub-Custodial Services Annual Fee Schedule for global servicing fees.

Sub Advised Funds - $[  ] per custody account per year

$[  ] – Segregated account per year
Class Action Services – $[  ] filing fee per class action per account, plus [  ] % 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 [  ] unless a line of credit is in place.

 

Fees are calculated pro rata and billed monthly. 

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Exhibit C (continued) to the Custody Agreement – PENN Capital Funds Trust - Additional Global Sub-Custodial Services Annual Fee Schedule

 

Country Safekeeping
(BPS)
Transaction
fee*
  Country Safekeeping
(BPS)
Transaction
fee*
  Country Safekeeping
(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 [ ] $[ ]   Taiwan [ ] $[ ]
Cyprus [ ] $[ ]   Mauritius [ ] $[ ]   Tanzania [ ] $[ ]
Czech Republic [ ] $[ ]   Mexico [ ] $[ ]   Thailand [ ] $[ ]
Denmark [ ] $[ ]   Morocco [ ] $[ ]   Tunisia [ ] $[ ]
Egypt [ ] $[ ]   Namibia [ ] $[ ]   Turkey [ ] $[ ]
Estonia [ ] $[ ]   Netherlands [ ] $[ ]   UAE [ ] $[ ]
Eswatini [ ] $[ ]   New Zealand [ ] $[ ]   Uganda [ ] $[ ]
Euroclear
(Eurobonds)
[ ] $[ ]   Nigeria [ ] $[ ]   Ukraine [ ] $[ ]
Euroclear
(Non-Eurobonds)
Rates are available upon request Rates are available upon request   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.
**Includes Ivory Coast, Mali, Niger, Burkina Faso, Senegal, Guinea Bissau, Togo, and Benin.

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Exhibit C (continued) to the Custody Agreement- PENN Capital Funds Trust - Additional Global Sub-Custodial Services Annual Fee Schedule

 

Base Fee - $[  ] monthly base fee per account

 

(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.

 

Tax Reclamation Services: Tax reclaims that have been outstanding for more than [  ] ([  ]) months with the client will be charged $[  ] per claim.

 

Miscellaneous Expenses 

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.

 

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