Exhibit 10.9
FOURTH AMENDMENT TO
AMENDED AND RESTATED
DISTRIBUTION SERVICES AGREEMENT
This Fourth Amendment (the “Amendment”) to the Amended and Restated Distribution Agreement (the “Agreement”) dated as of November 17, 2010 by and among Teucrium Trading, LLC (the “Sponsor”), Teucrium Commodity Trust (the “Trust”) and Foreside Fund Services, LLC (“Foreside”) is entered into as of December 10, 2014 (the “Effective Date”).
WHEREAS, the Sponsor, the Trust and Foreside desire to amend the Agreement to reflect the closure of Teucrium WTI Crude Oil Fund and Teucrium Natural Gas Fund; and
WHEREAS, pursuant to Section 8(b) of the Agreement, no provisions may be changed, waived, discharged or terminated except by an instrument in writing and signed by the parties.
NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:
1. Exhibit A to the Agreement is hereby deleted and replaced in its entirety as provided on Schedule 1 hereto.
2. Exhibit B to the Agreement is hereby deleted and replaced in its entirety as provided on Schedule 2 hereto.
3. Except as expressly amended hereby, all of the provisions of the Agreement shall remain unamended and in full force and effect to the same extent as if fully set forth herein.
4. This Amendment shall be governed by, and the provisions of this Amendment shall be construed and interpreted under and in accordance with, the laws of the State of Delaware.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed in their names and on their behalf by and through their duly authorized officers, as of the Effective Date.
| FORESIDE FUND SERVICES, LLC | TEUCRIUM TRADING, LLC | ||
| By: | /s/ Mark Fairbanks | By: | /s/ Dale Riker |
| Mark Fairbanks, President | |||
| Name: | Dale Riker, CEO | ||
TEUCRIUM COMMODITY TRUST
By: /s/ Dale Riker
Name: Dale Riker, CEO Teucrium Trading
Schedule 1
EXHIBIT A
Teucrium Corn Fund
Teucrium Soybean Fund
Teucrium Sugar Fund
Teucrium Wheat Fund
Schedule 2
EXHIBIT B
Fee Schedule*
| Fixed Fee | Rate |
Base Fee |
$100,000 per annum, calculated and billed monthly
|
| Asset-Based Fee | Rate |
Basis point fee on all assets under management for Funds listed in Exhibit A |
One basis point (0.01%) per annum on the total average net assets of the Funds listed in Exhibit A. Such fee to be calculated and billed monthly.
|
The maximum fees to be received by Foreside per Fund over the two years of each Offering:
| CORN: | $370,000 (Allocated base fee plus 1 basis point per annum on total gross offering proceeds). This maximum assumes that the Fund has $1,201,888,182 in average net assets over the first two years of distribution. |
| SOYBEAN: | $85,270.66 (Allocated base fee plus 1 basis point per annum on total gross offering proceeds). This maximum assumes that the Fund has a constant $250 million in average net assets over the first two years of distribution. |
| SUGAR: | $85,270.66 (Allocated base fee plus 1 basis point per annum on total gross offering proceeds). This maximum assumes that the Fund has a constant $250 million in average net assets over the first two years of distribution. |
| WHEAT: | $85,270.66 (Allocated base fee plus 1 basis point per annum on total gross offering proceeds). This maximum assumes that the Fund has a constant $250 million in average net assets over the first two years of distribution. |
Out-Of-Pocket and Related Expenses
The Adviser shall also reimburse Distributor for all FINRA filing fees related to Distributor’s review of sales and advertising materials for the each Fund.
Maximum out-of-pocket expenses to be received by Foreside per Fund over the two years of each offering:
| CORN: | $6,000 sales & advertising FINRA filing fees |
| SOYBEAN: | $6,000 sales & advertising FINRA filing fees |
| SUGAR: | $6,000 sales & advertising FINRA filing fees |
| WHEAT: | $6,000 sales & advertising FINRA filing fees |
Sales and advertising FINRA filing fees are Issuer Costs as defined pursuant to FINRA Rule 2310(b)(4)(C) and are not considered part of the Distributor’s underwriting compensation.