EX-99.(G)(V)(A) 4 osterweis-amendmastercusto.htm 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    THIS AMENDMENT, dated as of the 6th day of July, 2022, to the Amended and Restated Custody Agreement, originally made and entered into as of June 22, 2006, and amended and restated as of May 15, 2013 (the "Agreement"), is entered into by and between Professionally Managed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, the Osterweis Funds, listed on Amended Exhibit F attached hereto (as amended from time to time), and U.S. Bank N.A., a national banking association (the "Custodian").

RECITALS

    WHEREAS, the parties have entered into the Agreement; and

WHEREAS, the parties desire to add funds and amend the fees of the Osterweis Funds; and

WHEREAS, Article XV, Section 15.2 of the Agreement allows for its amendment by a written instrument executed by both parties.

    NOW, THEREFORE, the parties agree as follows:

1.Effective June 1, 2022 Amended Exhibit F to the Agreement is hereby superseded and replaced with Exhibit F attached hereto.

2.The fees listed within Exhibit F will become effective for the Osterweis Short Duration Credit Fund and Osterweis Sustainable Credit Fund (“Added Funds”) when the Added Funds launch at which time the Added Funds will become a part of Exhibit F.

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/Craig A. Benton
By: /s/Jason Hadler
Name: Craig BentonName: Jason Hadler
Title: TreasurerTitle: SVP


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Exhibit F to the Professionally Managed Portfolios Amended and Restated Custody Agreement

Name of Series
Osterweis Fund                                     
Osterweis Strategic Income Fund     
Osterweis Growth & Income Fund     
Osterweis Emerging Opportunity Fund
Osterweis Total Return Fund     
Osterweis Short Duration Credit Fund
Osterweis Sustainable Credit Fund
First American Government Obligations Fund Class A (Osterweis Service Org)    

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
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., segregated account, etc.)
$ ____ - Class Action Services filing fee per class action per account, plus 2% 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
$ ____- per Custody sub adviser account per year
* 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). CPI IS WAIVED
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___$ ____South Africa___$ ____
Canada___$ ____Kenya___$ ____South Korea___$ ____
Chile___$ ____Kuwait___$ ____Spain___$ ____
China Connect___$ ____Latvia___$ ____Sri Lanka___$ ____
China (B Shares)___$ ____Lithuania___$ ____Sweden___$ ____
Colombia___$ ____Luxembourg___$ ____Switzerland___$ ____
Costa Rica___$ ____Malaysia___$ ____Tanzania___$ ____
Croatia___$ ____Malta___$ ____Taiwan___$ ____
Cyprus___$ ____Mauritius___$ ____Thailand___$ ____
Czech Republic___$ ____Mexico___$ ____Tunisia___$ ____
Denmark___$ ____Morocco___$ ____Turkey___$ ____
Egypt___$ ____Namibia___$ ____UAE___$ ____
Estonia___$ ____Netherlands___$ ____Uganda___$ ____
Eswatini___$ ____New Zealand___$ ____Ukraine___$ ____
Euroclear (Eurobonds)___$ ____Nigeria___$ ____United Kingdom___$ ____
Euroclear (Non-Eurobonds)Rates are available upon requestRates are available upon requestNorway___$ ____Uruguay___$ ____
Finland___$ ____Oman___$ ____Vietnam___$ ____
France___$ ____Pakistan___$ ____West African Economic Monetary Union (WAEMU)*___$ ____
Germany___$ ____Panama___$ ____Zambia___$ ____
Ghana___$ ____Peru___$ ____Zimbabwe___$ ____
Greece___$ ____Philippines___$ ____

* Includes Ivory Coast, Mali, Niger, Burkina Faso, Senegal, Guinea Bissau, Togo and Benin.


Global Custody Base Fee

A monthly base fee of $___ per 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.
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.


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Advisor’s signature below acknowledges approval of fee schedule on this Exhibit F

Osterweis Capital Management, Inc.

By: /s/ Catherine C. Halberstadt

Name: Catherine C. Halberstadt

Title: Co-President and Co-CEO Date: June 28, 2022

Osterweis Capital Management, LLC

By: /s/ Catherine C. Halberstadt

Name: Catherine C. Halberstadt

Title: Co-President and Co-CEO Date: June 28, 2022

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