Common use of Allocation of Charges and Expenses Clause in Contracts

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · expenses of organizing and maintaining the Fund and continuing its existence; · commissions, fees and other expenses connected with the acquisition and disposition of securities and other investments; · auditing, accounting and legal expenses; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · any direct charges to shareholders approved by the Trustees of the Trust; · compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it It is understood that the Fund will pay all its expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Administrator hereunder, which expenses payable by the Fund shall include, without implied limitation: · * expenses of organizing and maintaining the Fund and continuing its existence; · * commissions, fees and other expenses connected with the acquisition and disposition of securities and other investments; · * auditing, accounting and legal expenses; · * taxes and interest; · * governmental fees; · * expenses of issue, sale repurchase and redemption (if any) of shares, including all expenses incurred in conducting repurchase and tender offers for the purpose of repurchasing Fund shares; · * expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda and amendments for such purposes and for distributing the same to shareholders and investorspurposes, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · * registration of the Trust Fund under the Investment Company Act of 1940; · * expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · * expenses of reports to regulatory bodies; · * insurance expenses; · * association membership dues; · * fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, accounts and determination of net asset values); · * fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · * expenses of listing shares with a stock exchange; * any direct charges to shareholders approved by the Trustees of the TrustFund; · * compensation and expenses of Trustees of the Trust Fund who are not members of Xxxxx Xxxxx’x the Administrator's organization; · * all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; * any pricing or and valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · * any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · * all expenses incurred in connection with the Fund’s 's use of a line of credit, or issuing and maintaining preferred shares; and · * such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust Fund to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it It is understood that the Fund Trust will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund Trust shall include, without implied limitation: · limitation (i) expenses of organizing and maintaining the Fund Trust and continuing its existence; · commissions, fees and other expenses connected with the acquisition and disposition of securities and other investments; · auditing, accounting and legal expenses; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · (ii) registration of the Trust under the Investment Company Act of 1940; · (iii) commissions, spreads, fees and other expenses connected with the acquisition, holding and disposition of securities and other investments; (iv) auditing, accounting and legal expenses; (v) taxes and interest; (vi) governmental fees; (vii) expenses of listing shares of the Trust with a stock exchange, and expenses of issue, sale, repurchase and redemption (if any) of interests in the Trust, including expenses of conducting tender offers for the purpose of repurchasing Trust interests; (viii) expenses of registering and qualifying the Trust and its shares under federal and state securities laws and of preparing and filing registration statements and amendments for such purposes; (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefortherefore; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund Trust (including including, without limitation limitation, safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the FundTrust; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser's organization; · any (xviii) pricing or and valuation services employed by the Fund to value its investments including primary and comparative valuation servicesTrust; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · (xix) all expenses incurred in connection with the Fund’s use leveraging of Trust's assets through a line of credit, or issuing and maintaining preferred shares; and · (xx) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · expenses of organizing and maintaining the Fund and continuing its existence; · commissions, fees and other expenses connected with the acquisition and disposition of securities and other investments; · auditing, accounting and legal expenses; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · expenses for servicing shareholder accounts; · any direct charges to shareholders approved by the Trustees of the Trust; · compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it It is understood that the Fund Trust will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund Trust shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund Trust and continuing its existence; · , (ii) registration of the Trust under the Investment Company Act of 1940, (iii) commissions, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · Interests in the Trust, (viii) expenses of registering and qualifying the Trust, Trust and Interests in the Fund and its shares Trust under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders Holders and investors, and any fees and expenses of registering and maintaining registrations of the Fund Trust and of the Trust’s placement agent as broker-dealer or agent under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · , (ix) expenses of reports and notices to shareholders Holders and of meetings of shareholders Holders and proxy solicitations therefor; · , (x) expenses of reports to regulatory bodies; · governmental officers and commissions, (xi) insurance expenses; · , (xii) association membership dues; · , (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund Trust (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values, book capital account balances and tax capital account balances); · , (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder Holder servicing agents and registrars for all services to the Fund; · Trust, (xv) expenses for servicing the account of Holders, (xvi) any direct charges to shareholders Holders approved by the Trustees of the Trust; · , (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · any pricing or valuation services employed by the Fund to value its investments including primary , and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · (xviii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers Holders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · (i) expenses of organizing and maintaining the Fund and continuing its existence; · (ii) registration of the Trust under the 1940 Act; (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · (iv) auditing, accounting and legal expenses; · (v) taxes and interest; · (vi) governmental fees; · (vii) expenses of issue, sale sale, and redemption of shares; · (viii) fees and expenses of registering registering, qualifying, and qualifying maintaining the Trust, the Fund Fund, and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the SEC or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the Investment Company Act of 1940, (iii) commissions, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale and redemption of shares; · , (viii) expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund and of the Fund’s principal underwriter, if any, as broker-dealer or agent under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · , (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · , (x) expenses of reports to regulatory bodies; · governmental officers and commissions, (xi) insurance expenses; · , (xii) association membership dues; · , (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · , (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · , (xv) expenses for servicing shareholder accounts, (xvi) any direct charges to shareholders approved by the Trustees of the Trust; · , (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · any pricing or valuation services employed , (xviii) all payments to be made and expenses to be assumed by the Fund pursuant to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with distribution plans adopted by the Fund’s use Trust on behalf of a line the Fund pursuant to Rule 12b-1 under the Investment Company Act of credit; 1940, and · (xix) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund Trust will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund Trust shall include, without implied limitation: · limitation (i) expenses of organizing and maintaining the Fund Trust and continuing its existence; · (ii) registration of the Trust under the 1940 Act; (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · (iv) auditing, accounting and legal expenses; · (v) taxes and interest; · (vi) governmental fees; · , (vii) expenses of listing shares of the Trust with a stock exchange, and expenses of issue, sale sale, repurchase and redemption (if any) of shares; · expenses shares of registering and qualifying the Trust, including expenses of conducting tender offers for the Fund purpose of repurchasing Trust shares; (viii) fees and expenses of registering, qualifying, and maintaining the Trust and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust with the Securities and Exchange Commission (the “SEC”) and any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund Trust (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the FundTrust; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Trust or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) any pricing or valuation services employed by the Fund Trust to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xix) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the FundTrust; · expenses associated with listing the Fund on one or more securities exchanges; · (xx) all expenses incurred in connection with the FundTrust’s use of a line of credit, other borrowings or leverage; and · (xxi) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3Section. Except as provided in the foregoing sentence, it is understood that the Fund Trust will pay all its expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund Trust shall include, without implied limitation: · (i) expenses of organizing and maintaining the Fund Trust and continuing its existence; · (ii) registration of the Trust under the 1940 Act; (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · (iv) auditing, accounting and legal expenses; · (v) taxes and interest; · (vi) governmental fees; · (vii) expenses of listing shares of the Trust with a stock exchange, and expenses of issue, sale sale, repurchase and redemption (if any) of shares; · expenses of registering and qualifying shares in the Trust, including expenses of conducting tender offers for the Fund purpose of repurchasing Trust shares; (viii) fees and expenses of registering, qualifying, and maintaining the Trust and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust with the SEC and any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund Trust (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the FundTrust; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Trust or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · (xviii) any pricing or valuation services employed by the Fund Trust to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xix) any investment advisory, sub-investment advisory or similar management fee payable by the FundTrust; · expenses associated with listing the Fund on one or more securities exchanges; · (xx) all expenses incurred in connection with the FundTrust’s use of a line of credit, other borrowings or leverage; and · (xxi) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it It is understood that the Fund will pay all its expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Administrator hereunder, which expenses payable by the Fund shall include, without implied limitation: · (i) expenses of organizing and maintaining the Fund and continuing its existence; · (ii) registration of the Fund under the Investment Company Act of 1940; (iii) commissions, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · (iv) auditing, accounting and legal expenses; · (v) taxes and interest; · (vi) governmental fees; · (vii) expenses of issue, sale repurchase and redemption (if any) of shares, including all expenses incurred in conducting repurchase and tender offers for the purpose of repurchasing Fund shares; · (viii) expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda and amendments for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawspurposes; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities funds and other investmentssecurities, keeping of books and accounts, accounts and determination of net asset valuesvalue); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses of listing shares with a stock exchange; (xvi) any direct charges to shareholders approved by the Trustees of the TrustFund; · (xvii) compensation of and any expenses of Trustees of the Trust Fund who are not members of Xxxxx Xxxxx’x the Administrator's organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; (xix) any pricing or and valuation services employed by the Fund to value its investments including primary and comparative valuation servicesFund; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory or similar management fee payable by the Fundto an investment adviser; · expenses associated with listing the Fund on one or more securities exchanges; · (xxi) all expenses incurred in connection with leveraging the Fund’s use of 's assets through a line of credit, or issuing and maintaining preferred shares; and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust Fund to indemnify its Trustees Trustees, officers and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it It is understood that the Fund will pay all its expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Administrator hereunder, which expenses payable by the Fund shall include, without implied limitation: · expenses of organizing and maintaining the Fund and continuing its existence; · commissions, fees and other expenses connected with the acquisition and disposition of securities and other investments; · auditing, accounting and legal expenses; · taxes and interest; · governmental fees; · expenses of issue, sale repurchase and redemption (if any) of shares, including all expenses incurred in conducting repurchase and tender offers for the purpose of repurchasing Fund shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda and amendments for such purposes and for distributing the same to shareholders and investorspurposes, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust Fund under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, accounts and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · expenses of listing shares with a stock exchange; any direct charges to shareholders approved by the Trustees of the TrustFund; · compensation and expenses of Trustees of the Trust Fund who are not members of Xxxxx Xxxxx’x the Administrator’s organization; · all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; any pricing or and valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit, or issuing and maintaining preferred shares; and · such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust Fund to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx Citi Management shall pay the entire salaries furnish at its own expense all necessary services, facilities and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this personnel in connection with its responsibilities under Section 31 above. Except as provided in the foregoing sentence, it is understood that the Fund Trust will pay from the assets of each Fund all of its own expenses other than those expressly stated allocable to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the that Fund shall includeincluding, without implied limitation: · , organization costs of the Fund; compensation of Trustees who are not "affiliated persons" of Citi Management; governmental fees; interest charges; brokerage fees and commissions; loan commitment fees; taxes; membership dues in industry associations allocable to the Trust; fees and expenses of organizing independent auditors, legal counsel and maintaining any transfer agent, distributor, shareholder servicing agent, service agent, registrar or dividend disbursing agent of the Fund Trust; expenses of issuing and continuing its existenceredeeming shares of beneficial interest and servicing shareholder accounts; · commissionsexpenses of preparing, fees typesetting, printing and other mailing prospectuses, statements of additional information, shareholder reports, notices, proxy statements and reports to governmental officers and commissions and to existing shareholders of the Fund; expenses connected with the acquisition execution, recording and disposition settlement of securities and other investmentssecurity transactions; · auditing, accounting and legal expensesinsurance premiums; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars custodian for all services to the Fund, including safekeeping of funds and securities and maintaining required books and accounts; · any direct charges to shareholders approved by expenses of calculating the Trustees net asset value of the TrustFund (including but not limited to the fees of independent pricing services); · compensation and expenses of Trustees meetings of the Trust who are not members Fund's shareholders; expenses relating to the registration and qualification of Xxxxx Xxxxx’x organization; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by shares of the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring items or extraordinary expenses as may arise, including expenses incurred in connection with litigationthose relating to actions, suits or proceedings and claims to which the Trust on behalf of the Fund may be a party and the legal obligation of which the Trust may have to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx Domini shall pay the entire salaries and fees wages of all of the Trust’s Trustees Trustees, officers and officers employed by Xxxxx Xxxxx and agents who devote part or all of their time to the affairs of Xxxxx XxxxxDomini or its affiliates, and the wages and salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 32. Except as provided The Trust shall pay from the assets of each Fund all of its own expenses allocable to that Fund, including, but not limited to, fees due the Manager under this Agreement; compensation of Trustees who are not “interested persons” of the Trust; organizational costs of the Fund; governmental fees; interest charges; loan commitment fees, taxes and related charges; brokerage fees and commissions; membership dues in industry and professional associations allocable to the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · Trust; fees and expenses of organizing independent auditors and maintaining accountants, legal counsel and any transfer agent, distributor, shareholder servicing agent, service agent, recordkeeper, registrar or dividend disbursing agent of the Fund Trust or the Fund; expenses of distributing, issuing and continuing its existenceredeeming shares of beneficial interest and servicing shareholder accounts; · commissionsexpenses of preparing, fees typesetting, printing and other mailing prospectuses, statements of additional information, shareholder reports, notices, proxy statements and reports to governmental officers and commissions and to existing shareholders of the Fund; expenses connected with the acquisition execution, recording and disposition settlement of securities and other investmentsportfolio security transactions; · auditing, accounting and legal expensesinsurance premiums; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars custodian for all services to the Fund, including safekeeping of funds and securities and maintaining required books and accounts; · any direct charges expenses of calculating the net asset value of the Fund (including but not limited to shareholders approved by the Trustees fees of independent pricing services); expenses of meetings of the Trust’s Trustees and the Fund’s shareholders; · compensation expenses relating to the issuance, registration and expenses qualification of Trustees shares of the Trust who are not members of Xxxxx Xxxxx’x organization; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring items or extraordinary expenses as may arise, including expenses incurred in connection with litigationthose relating to actions, suits or proceedings and claims to which the Trust on behalf of the Fund may be a party and the legal obligation of which the Trust may have to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all its expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · (i) expenses of organizing and maintaining the Fund and continuing its existence; · (ii) registration of the Trust under the 1940 Act; (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · (iv) auditing, accounting and legal expenses; · (v) taxes and interest; · (vi) governmental fees; · (vii) expenses of issue, sale sale, and redemption of shares; · (viii) fees and expenses of registering registering, qualifying, and qualifying maintaining the Trust, the Fund Fund, and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the SEC and any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the FundTrust; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-investment advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the TrustCompany’s Trustees Directors and officers employed by Xxxxx Xxxxx and the Adviser or its affiliates who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser or its affiliates, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust Company for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund Company will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the each Fund shall include, without implied limitation: · expenses of organizing and maintaining the Fund and continuing its existence; · registration of the Company under the Investment Company Act of 1940; · commissions, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · auditing, accounting and legal expenses; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the TrustCompany, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and books, accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · expenses for servicing shareholder accounts; · any direct charges to shareholders approved by the Trustees Directors of the TrustCompany; · compensation and expenses of Trustees Directors of the Trust Company who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · compensation of the Company’s Administrator; · all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust Company to indemnify its Trustees Directors and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Administrator shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Administrator, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 32. Except as provided in the foregoing sentence, it is understood that the Administrator shall not pay any expenses relating to the Trust or the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall includeincluding, without implied limitation: · expenses of organizing and maintaining the Fund and continuing its existence; · commissions, fees and other expenses connected with the acquisition and disposition of securities and other investments; · auditing, accounting and legal expenses; · taxes and interest; · governmental fees; · expenses of issue, sale sale, repurchase and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda prospectuses for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, accounts and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · expenses for servicing shareholder accounts; · any direct charges to shareholders approved by the Trustees of the Trust; · compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Administrator’s organization; · all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the TrustCompany’s Trustees Directors and officers employed by Xxxxx Xxxxx and the Adviser or its affiliates who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser or its affiliates, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust Company for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund Company will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the each Fund shall include, without implied limitation: · ·expenses of organizing and maintaining the Fund and continuing its existence; · ·registration of the Company under the Investment Company Act of 1940; ·commissions, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · ·auditing, accounting and legal expenses; · ·taxes and interest; · ·governmental fees; · ·expenses of issue, sale and redemption of shares; · ·expenses of registering and qualifying the TrustCompany, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · ·expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · ·expenses of reports to regulatory bodies; · ·insurance expenses; · ·association membership dues; · ·fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and books, accounts, and determination of net asset values); · ·fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · ·expenses for servicing shareholder accounts; ·any direct charges to shareholders approved by the Trustees Directors of the TrustCompany; · ·compensation and expenses of Trustees Directors of the Trust Company who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · ·compensation of the Company’s Administrator; ·all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; ·any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · ·any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · ·all expenses incurred in connection with the Fund’s use of a line of credit; and · ·such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust Company to indemnify its Trustees Directors and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund Trust will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund Trust shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund Trust and continuing its existence; · , (ii) registration of the Trust under the Investment Company Act of 1940, (iii) commissions, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of listing shares of the Trust with a stock exchange, and expenses of issue, sale sale, repurchase and redemption (if any) of shares in the Trust, including expenses of conducting tender offers for the purpose of repurchasing Trust shares; · , (viii) expenses of registering and qualifying the Trust, the Fund Trust and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes purposes, including amendments, and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund Trust and of the Trust’s principal underwriter, if any, as broker-dealer or agent under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · , (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · , (x) expenses of reports to regulatory bodies; · , (xi) insurance expenses; · , (xii) association membership dues; · , (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund Trust (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · , (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · Trust, (xv) expenses for servicing shareholder accounts, (xvi) any direct charges to shareholders approved by the Trustees of the Trust; · , (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization, (xviii) all payments to be made and expenses to be assumed by the Trust in connection with the distribution of Trust shares; · (xix) any pricing or valuation services employed by the Fund Trust to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · , (xx) any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · Trust, (xxi) all expenses incurred in connection with the FundTrust’s use of a line of credit; , or issuing or maintaining preferred shares, and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund Trust will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund Trust shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund Trust and continuing its existence; · (ii) registration of the Trust under the 1940 Act; (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · (iv) auditing, accounting and legal expenses; · (v) taxes and interest; · (vi) governmental fees; · (vii) expenses of issue, sale sale, and redemption of sharesinterests; · (viii) fees and expenses of registering registering, qualifying, and qualifying maintaining the Trust, the Fund Trust and its shares interests under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust with the Securities and Exchange Commission (“SEC”) and any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses holders of registering and maintaining registrations of the Fund under state securities laws; · registration of interests in the Trust under the Investment Company Act of 1940(“Holders”); · (ix) expenses of reports and notices to shareholders Holders and of meetings of shareholders Holders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses expenses, and disbursements of custodians and subcustodians for all services to the Fund Trust (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts, and accountsrecords, and determination of net asset values, book capital account balances and tax capital account balances); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder Holder servicing agents and registrars for all services to the FundTrust; · (xv) expenses for servicing the account of Holders; (xvi) any direct charges to shareholders the Trust or Holders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Trust in connection with the distribution of interests in the Trust; (xix) any pricing or valuation services employed by the Fund Trust to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee fees payable by the FundTrust; · expenses associated with listing the Fund on one or more securities exchanges; · (xxi) all expenses incurred in connection with the FundTrust’s use of a line of credit; and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers, and officers Holders with respect thereto.

Allocation of Charges and Expenses. Eaxxx Xxxxx Xxxxx shall xhall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Eaxxx Xxxxx Xxxxx and xnd who devote part or all of their time to the affairs of Xxxxx Eaxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Eaxxx Xxxxx Xxxxx hereunderxereunder, which expenses payable by the Fund shall include, without implied limitation: · expenses of organizing and maintaining the Fund and continuing its existence; · commissions, fees and other expenses connected with the acquisition and disposition of securities and other investments; · auditing, accounting and legal expenses; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · any direct charges to shareholders approved by the Trustees of the Trust; · compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organizationEaxxx Xaxxx’x xrganization; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx DSI shall pay the entire salaries and fees wages of all of the Trust’s Trustees 's Trustees, officers and officers employed by Xxxxx Xxxxx and agents who devote part or all of their time to the affairs of Xxxxx XxxxxDSI or its affiliates, and the wages and salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 32. Except as provided The Trust shall pay from the assets of each Fund all of its own expenses allocable to that Fund, including, but not limited to, fees due the Manager under this Agreement; compensation of Trustees who are not "interested persons" of the Trust; organizational costs of the Fund; governmental fees; interest charges; loan commitment fees, taxes and related charges; brokerage fees and commissions; membership dues in industry and professional associations allocable to the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · Trust; fees and expenses of organizing independent auditors and maintaining accountants, legal counsel and any transfer agent, distributor, shareholder servicing agent, service agent, recordkeeper, registrar or dividend disbursing agent of the Fund Trust or the Fund; expenses of distributing, issuing and continuing its existenceredeeming shares of beneficial interest and servicing shareholder accounts; · commissionsexpenses of preparing, fees typesetting, printing and other mailing prospectuses, statements of additional information, shareholder reports, notices, proxy statements and reports to governmental officers and commissions and to existing shareholders of the Fund; expenses connected with the acquisition execution, recording and disposition settlement of securities and other investmentsportfolio security transactions; · auditing, accounting and legal expensesinsurance premiums; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars custodian for all services to the Fund, including safekeeping of funds and securities and maintaining required books and accounts; · any direct charges expenses of calculating the net asset value of the Fund (including but not limited to shareholders approved by the Trustees fees of independent pricing services); expenses of meetings of the Trust's Trustees and the Fund's shareholders; · compensation expenses relating to the issuance, registration and expenses qualification of Trustees shares of the Trust who are not members of Xxxxx Xxxxx’x organization; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring items or extraordinary expenses as may arise, including expenses incurred in connection with litigationthose relating to actions, suits or proceedings and claims to which the Trust on behalf of the Fund may be a party and the legal obligation of which the Trust may have to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Administrator shall pay the entire salaries and fees wages of all of the Trust’s Trustees 's Trustees, officers and officers employed by Xxxxx Xxxxx and agents who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Administrator or its affiliates, and the wages and salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will Administrator shall not pay all other expenses other than those expressly stated relating to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall includeTrust including, without implied limitation: · , compensation of Trustees not affiliated with the Administrator; governmental fees; interest charges; taxes; membership dues in the Investment Company Institute allocable to the Trust; fees and expenses of organizing the Trust's independent auditors, of legal counsel and maintaining of any transfer agent, distributor, shareholder servicing agent, registrar or dividend disbursing agent of the Fund Trust; expenses of distributing and continuing its existenceredeeming Shares and servicing shareholder accounts; · expenses of preparing, printing and mailing prospectuses and statements of additional information, reports, notices, proxy statements and reports to shareholders and governmental officers and commissions, fees ; expenses of preparing and other mailing agendas and supporting documents for meetings of Trustees and committees of Trustees; expenses connected with the acquisition execution, recording and disposition settlement of securities and other investmentsportfolio security transactions; · auditing, accounting and legal expensesinsurance premiums; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians Trust's custodian for all services to the Fund (Trust, including without limitation safekeeping of funds, funds and securities and other investments, keeping of maintaining required books and accounts, and determination ; expenses of calculating the net asset values); · fees, expenses and disbursements value of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · any direct charges to shareholders approved by the Trustees Shares of the Trust; · compensation expenses of shareholder meetings; and expenses relating to the issuance, registration and qualification of Trustees Shares of the Trust who are not members of Xxxxx Xxxxx’x organization; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees and officers with respect theretoTrust.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the Investment Company Act of 1940, (iii) commissions, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale and redemption of shares; · , (viii) expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund and of the Fund’s principal underwriter, if any, as broker-dealer or agent under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · , (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · , (x) expenses of reports to regulatory bodies; · governmental officers and commissions, (xi) insurance expenses; · , (xii) association membership dues; · , (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · , (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · , (xv) expenses for servicing shareholder accounts, (xvi) any direct charges to shareholders approved by the Trustees of the Trust; · , (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · any pricing or valuation services employed , (xviii) all payments to be made and expenses to be assumed by the Fund pursuant to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with distribution plans adopted by the Fund’s use Trust on behalf of a line the Fund pursuant to Rule 12b-1 under the Investment Company Act of credit; 1940, and · (xix) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay The Subadviser will bear its own costs of providing services hereunder. Other than as specifically indicated herein, the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons Subadviser shall not be deemed to be expenses incurred by responsible for the Trust for purposes of this Section 3. Except as provided in Corporation’s or the foregoing sentenceAdviser’s expenses, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall includeincluding, without implied limitation: · limitation the expenses of organizing and maintaining the Fund Corporation and continuing its existence; · commissionsfees and expenses of Directors and officers of the Corporation; fees for investment advisory services and administrative personnel and services; expenses incurred in the distribution of its shares (“Shares”), including expenses of administrative support services, fees and other expenses connected with the acquisition and disposition of securities and other investments; · auditing, accounting and legal expenses; · taxes and interest; · governmental fees; · expenses of issuepreparing and printing its Registration Statements under the Securities Act of 1933, sale as amended, and redemption of sharesthe 1940 Act, and any amendments thereto; · expenses of registering and qualifying the TrustCorporation, the Fund and its shares under federal securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations Shares of the Fund under federal and state securities lawslaws and regulation; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports preparing, printing and notices distributing prospectuses (and any amendments thereto) to shareholders shareholders; interest expense; taxes, fees and commissions of meetings of shareholders and proxy solicitations thereforevery kind; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund issue (including without limitation safekeeping costs of fundsShare certificates), securities purchase, repurchase and other investmentsredemption of Shares including expenses attributable to a program of periodic issue, keeping charges and expenses of books and accountscustodians, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fundregistrars, printing and mailing costs, auditing, accounting and legal expenses; · any direct charges reports to shareholders approved by the Trustees of the Trustand governmental officers and commissions; · compensation and expenses of Trustees meetings of the Trust who are not members of Xxxxx Xxxxx’x organizationDirectors and shareholders and proxy solicitations therefore; · any pricing or valuation services employed by the Fund to value its investments including primary insurance expenses; association membership dues and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring nonrecurring items as may arise, including expenses all losses and liabilities incurred in connection with litigation, proceedings and claims administrating the Corporation and the obligation Fund. The Corporation or the Adviser, as the case may be, shall reimburse the Subadviser for any such expenses or other expenses of the Trust Fund or the Adviser, as may be reasonably incurred by such Subadviser on behalf of the Fund or the Adviser. The Subadviser shall keep and supply to indemnify its Trustees the Corporation and officers with respect theretothe Adviser adequate records of all such expenses.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund Trust will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund Trust shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund Trust and continuing its existence; · , (ii) registration of the Trust under the Investment Company Act of 1940, (iii) commissions, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of listing shares of the Trust with a stock exchange, and expenses of issue, sale sale, repurchase and redemption (if any) of shares in the Trust, including expenses of conducting tender offers for the purpose of repurchasing Trust shares; · , (viii) expenses of registering and qualifying the Trust, the Fund Trust and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes purposes, including amendments, and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund Trust and of the Trust’s principal underwriter, if any, as broker-dealer or agent under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · , (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · , (x) expenses of reports to regulatory bodies; · governmental officers and commissions, (xi) insurance expenses; · , (xii) association membership dues; · , (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund Trust (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · , (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · Trust, (xv) expenses for servicing shareholder accounts, (xvi) any direct charges to shareholders approved by the Trustees of the Trust; · , (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · any pricing or valuation services employed by the Fund to value its investments including primary organization and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · (xviii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx Xxxxxx Management shall pay the entire salaries furnish at its own expense all necessary services, facilities and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this personnel in connection with its responsibilities under Section 31 above. Except as provided in the foregoing sentence, it is understood that the Fund Trust will pay from the assets of each Fund all of its own expenses other than those expressly stated allocable to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the that Fund shall includeincluding, without implied limitation: · , organization costs of the Fund; compensation of Trustees who are not "affiliated persons" of Xxxxx Xxxxxx Management; governmental fees; interest charges; brokerage fees and commissions; loan commitment fees; taxes; membership dues in industry associations allocable to the Trust; fees and expenses of organizing independent auditors, legal counsel and maintaining any transfer agent, distributor, shareholder servicing agent, service agent, registrar or dividend disbursing agent of the Fund Trust; expenses of issuing and continuing its existenceredeeming shares of beneficial interest and servicing shareholder accounts; · commissionsexpenses of preparing, fees typesetting, printing and other mailing prospectuses, statements of additional information, shareholder reports, notices, proxy statements and reports to governmental officers and commissions and to existing shareholders of the Fund; expenses connected with the acquisition execution, recording and disposition settlement of securities and other investmentssecurity transactions; · auditing, accounting and legal expensesinsurance premiums; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars custodian for all services to the Fund, including safekeeping of funds and securities and maintaining required books and accounts; · any direct charges to shareholders approved by expenses of calculating the Trustees net asset value of the TrustFund (including but not limited to the fees of independent pricing services); · compensation and expenses of Trustees meetings of the Trust who are not members Fund's Trustees and of Xxxxx Xxxxx’x organizationthe Fund's shareholders; · any pricing or valuation services employed by expenses relating to the Fund to value its investments including primary registration and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by qualification of shares of the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring items or extraordinary expenses as may arise, including expenses incurred in connection with litigationthose relating to actions, suits or proceedings and claims to which the Trust on behalf of the Fund may be a party and the legal obligation of which the Trust may have to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and the Adviser or its affiliates who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser or its affiliates, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund Trust will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the each Fund shall include, without implied limitation: · ·expenses of organizing and maintaining the Fund and continuing its existence; · ·registration of the Trust under the Investment Company Act of 1940; ·commissions, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · ·auditing, accounting and legal expenses; · ·taxes and interest; · ·governmental fees; · ·expenses of issue, sale and redemption of shares; · ·expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · ·expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · ·expenses of reports to regulatory bodies; · ·insurance expenses; · ·association membership dues; · ·fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and books, accounts, and determination of net asset values); · ·fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · ·expenses for servicing shareholder accounts; ·any direct charges to shareholders approved by the Trustees of the Trust; · ·compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · ·compensation of the Trust’s Administrator; ·all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; ·any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · ·any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · ·all expenses incurred in connection with the Fund’s use of a line of credit; and · ·such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx DSI shall pay the entire salaries furnish at its own expense all necessary services, facilities and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this personnel in connection with its responsibilities under Section 31 above. Except as provided in the foregoing sentence, it is understood that the Fund Trust will pay from the assets of each Portfolio all of its own expenses other than those expressly stated allocable to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall includethat Portfolio including, without implied limitation: · , organization costs of the Portfolio; compensation of Trustees who are not "interested persons" of the Trust; governmental fees, including but not limited to Securities and Exchange Commission fees and state "blue sky" fees, if any; interest; loan commitment fees; taxes; brokerage fees and commissions; membership dues in industry and professional associations; fees and expenses of organizing auditors and maintaining accountants, legal counsel and any transfer agent, distributor, shareholder servicing agent, recordkeeper, registrar or dividend disbursing agent of the Fund Trust or the Portfolio; expenses relating to the issuance and continuing its existenceredemption of beneficial interests in the Portfolio and servicing investor accounts; · commissionsexpenses of preparing, fees typesetting, printing and other mailing: registration statements for regulatory purposes and for distribution to current investors, investor reports, notices, proxy statements and reports to governmental officers and commissions and to investors in the Portfolio; expenses connected with the acquisition execution, recording and disposition settlement of securities and other investmentssecurity transactions; · auditing, accounting and legal expensesinsurance premiums; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians custodian for all services to the Fund (Portfolio, including without limitation safekeeping of funds, funds and securities and other investments, keeping of maintaining required books and accounts, and determination ; expenses of calculating the net asset valuesvalue of the Portfolio (including but not limited to the fees of independent pricing services); · fees, expenses and disbursements connected with maintaining the Trust's existence as a New York trust; expenses of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · any direct charges to shareholders approved by the Trustees meetings of the Trust; · compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of creditPortfolio's investors; and · such non-recurring items or extraordinary expenses as may arise, including expenses incurred in connection with litigationthose relating to actions, suits or proceedings and claims to which the Trust on behalf of the Portfolio may be party and the legal obligation of which the Trust may have to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and the Adviser or its affiliates who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser or its affiliates, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund Trust will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the each Fund shall include, without implied limitation: · expenses of organizing and maintaining the Fund and continuing its existence; · registration of the Trust under the Investment Company Act of 1940; · commissions, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · auditing, accounting and legal expenses; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and books, accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · expenses for servicing shareholder accounts; · any direct charges to shareholders approved by the Trustees of the Trust; · compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · compensation of the Trust’s Administrator; · all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay The Subadviser will bear its own expenses of providing services hereunder. Other than as specifically indicated herein, the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons Subadviser shall not be deemed to be expenses incurred by responsible for the Trust for purposes of this Section 3. Except as provided in Fund’s or the foregoing sentenceAdviser’s expenses, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall includeincluding, without implied limitation: · limitation the expenses of organizing and maintaining the Fund and continuing its existence; · commissionsfees and expenses of Trustees and officers of the Fund; fees for investment advisory services and administrative personnel and services; expenses incurred in the distribution of its shares (“Shares”), including expenses of administrative support services, fees and other expenses connected with the acquisition and disposition of securities and other investments; · auditing, accounting and legal expenses; · taxes and interest; · governmental fees; · expenses of issuepreparing and printing its Registration Statements under the Securities Act of 1933, sale as amended, and redemption of sharesthe 1940 Act, and any amendments thereto; · expenses of registering and qualifying the Trust, the Fund and its shares under federal securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations Shares of the Fund under federal and state securities lawslaws and regulation; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports preparing, printing and notices distributing prospectuses (and any amendments thereto) to shareholders shareholders; interest expense; taxes, fees and commissions of meetings of shareholders and proxy solicitations thereforevery kind; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund issue (including without limitation safekeeping costs of fundsShare certificates), securities purchase, repurchase and other investmentsredemption of Shares including expenses attributable to a program of periodic issue, keeping charges and expenses of books and accountscustodians, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fundregistrars, printing and mailing costs, auditing, accounting and legal expenses; · any direct charges reports to shareholders approved by the Trustees and governmental officers and commissions; expenses of meetings of the TrustBoard and shareholders and proxy solicitations therefore; · compensation insurance expenses; association membership dues and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring nonrecurring items as may arise, including all losses and liabilities incurred in administrating the Fund. The Fund or the Adviser, as the case may be, shall reimburse the Subadviser for any such expenses or other expenses of the Fund or the Adviser, as may be reasonably incurred by such Subadviser on behalf of the Fund or the Adviser. The Subadviser shall keep and supply to the Fund and the Adviser adequate records of all such expenses. The Subadviser will pay expenses incurred by the Fund for any matters related to any transaction or event caused by the Subadviser that is deemed to result in a change of control of the Subadviser or otherwise result in the assignment of this Agreement under the 1940 Act. The Adviser shall be responsible for any travel costs it incurs in connection with litigation, proceedings and claims and the obligation on-site inspections of the Trust to indemnify its Trustees and officers with respect theretoSubadviser.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay The Subadviser will bear its own expenses of providing services hereunder. Other than as specifically indicated herein, the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons Subadviser shall not be deemed to be expenses incurred by responsible for the Trust for purposes of this Section 3. Except as provided in Corporation’s or the foregoing sentenceAdviser’s expenses, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall includeincluding, without implied limitation: · limitation the expenses of organizing and maintaining the Fund Corporation and continuing its existence; · commissionsfees and expenses of Directors and officers of the Corporation; fees for investment advisory services and administrative personnel and services; expenses incurred in the distribution of its shares (“Shares”), including expenses of administrative support services, fees and other expenses connected with the acquisition and disposition of securities and other investments; · auditing, accounting and legal expenses; · taxes and interest; · governmental fees; · expenses of issuepreparing and printing its Registration Statements under the Securities Act of 1933, sale as amended, and redemption of sharesthe 1940 Act, and any amendments thereto; · expenses of registering and qualifying the TrustCorporation, the Fund and its shares under federal securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations Shares of the Fund under federal and state securities lawslaws and regulation; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports preparing, printing and notices distributing prospectuses (and any amendments thereto) to shareholders shareholders; interest expense; taxes, fees and commissions of meetings of shareholders and proxy solicitations thereforevery kind; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund issue (including without limitation safekeeping costs of fundsShare certificates), securities purchase, repurchase and other investmentsredemption of Shares including expenses attributable to a program of periodic issue, keeping charges and expenses of books and accountscustodians, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fundregistrars, printing and mailing costs, auditing, accounting and legal expenses; · any direct charges reports to shareholders approved by the Trustees and governmental officers and commissions; expenses of meetings of the TrustBoard and shareholders and proxy solicitations therefore; · compensation insurance expenses; association membership dues and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring nonrecurring items as may arise, including all losses and liabilities incurred in administrating the Corporation and the Fund. The Corporation or the Adviser, as the case may be, shall reimburse the Subadviser for any such expenses or other expenses of the Fund or the Adviser, as may be reasonably incurred by such Subadviser on behalf of the Fund or the Adviser. The Subadviser shall keep and supply to the Corporation and the Adviser adequate records of all such expenses. The Subadviser will pay expenses incurred by the Corporation or the Fund for any matters related to any transaction or event caused by the Subadviser that is deemed to result in a change of control of the Subadviser or otherwise result in the assignment of this Agreement under the 1940 Act. The Adviser shall be responsible for any travel costs it incurs in connection with litigation, proceedings and claims and the obligation on-site inspections of the Trust to indemnify its Trustees and officers with respect theretoSubadviser.

Allocation of Charges and Expenses. Xxxxx Xxxxx Except as noted in this section, Administrator shall pay assume all operating expenses of each Fund not specifically assumed by the entire salaries Fund, including without limitation: a) Compensation and fees expenses of all any employees of the Trust’s Trustees Trust and officers employed by Xxxxx Xxxxx and who devote part or all of their time any other persons rendering any services to the affairs of Xxxxx Xxxxx, Fund; b) clerical and the salaries shareholder service staff salaries; c) office space and other office expenses; d) fees of such persons shall not be deemed to be and expenses incurred by the Trust for purposes of this Section 3. Except as provided Fund in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · expenses of organizing and maintaining the Fund and continuing its existence; · commissions, fees and other expenses connected connection with the acquisition and disposition of securities and other investments; · auditing, accounting and legal expenses; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any membership in investment company organizations; e) fees and expenses of registering and maintaining registrations counsel to the Trustees who are not interested persons of the Fund and Trust; f) fees and expenses of counsel to the Fund and Trust engaged to assist with preparation of Fund and Trust documents and filings and provide other ordinary legal services; g) fees and expenses of independent public accountants to each Fund, including fees and expense for tax preparation; h) expenses of registering shares under federal and state securities laws; · registration ; i) insurance expenses; j) fees and expenses of the Trust under custodian; shareholder servicing, dividend disbursing and transfer agent; administrator; distributor; and accounting and pricing services agent(s) of each Fund; k) compensation for a chief compliance officer for the Investment Company Act Trust; l) expenses, including clerical expenses, of 1940; · expenses issue, sale, redemption, or repurchase of shares of the Fund; m) the cost of preparing and distributing reports and notices to shareholders shareholders; n) the cost of printing or preparing prospectuses and statements of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians additional information for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services delivery to the Fund’s current shareholders; o) the cost of printing or preparing documents, statements or reports to shareholders; · any direct charges to shareholders approved and p) and all other operating expenses not specifically assumed by the Fund. The Administrator shall prepare periodic reports for the Board of Trustees regarding the operating expenses of each Fund. The reports shall contain such information and be submitted on such periodic basis as requested by the Trust; · compensation Board of Trustees. Administrator shall not be responsible for: a) fees and expenses of Trustees the investment advisor of each Fund; b) marketing, distribution, and servicing expenses related to the Trust who are not members sale or promotion of Xxxxx Xxxxx’x organization; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all shares; c) expenses incurred in connection with the Fund’s use organization and initial registration of shares of a line of credit; and · such non-recurring items as may arise, including Fund; d) expenses incurred in connection with litigation, proceedings the dissolution and claims liquidation of a Fund; e) expenses related to shareholder meetings and the obligation proxy solicitations; f) indirect expenses of the Trust Fund, such as expenses incurred by other investment companies in which the Fund invests; g) hiring employees and retaining advisers and experts as contemplated by Rule 0-1(a)(7)(vii) of the 1940 Act; and h) expenses that the Funds are obligated to indemnify pay, as described in the following paragraph. The Fund shall pay all brokerage fees and commissions, taxes, borrowing costs (such as interest or dividend expenses on securities sold short). The Fund shall also pay all expenses which it is authorized to pay pursuant to Rule 12b-1 under the 1940 Act. Administrator may obtain reimbursement from the Fund, at such time or times as Administrator may determine in its Trustees sole discretion, for any of the expenses advanced by Administrator that the Fund is obligated to pay, and such reimbursement shall not be considered to be part of Administrator’s compensation pursuant to this Agreement. The Fund shall also pay for litigation to which the Fund may be a party and indemnification of the Trust’s trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the Investment Company Act of 1940, (iii) commissions, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale and redemption of shares; · , (viii) expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund and of the Fund’s principal underwriter, if any, as broker-dealer or agent under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · , (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · , (x) expenses of reports to regulatory bodies; · governmental officers and commissions, (xi) insurance expenses; · , (xii) association membership dues; · , (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values, book capital account balances and tax capital account balances); · , (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · , (xv) expenses for servicing shareholder accounts, (xvi) any direct charges to shareholders approved by the Trustees of the Trust; · , (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · , (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · , (xx) any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx 5.1 Xxxxxx Guaranty shall pay the entire salaries and fees of bear all of the Trust’s Trustees expenses incurred in connection with carrying out its duties hereunder. In addition, Xxxxxx Guaranty is responsible for certain usual and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be customary expenses incurred by the Trust for purposes of this Section 3Trust. Except as provided in the foregoing sentence, it is understood that the Fund will pay all These expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · include compensation and expenses of organizing Trustees; federal and maintaining the Fund and continuing its existence; · commissions, fees and other expenses connected with the acquisition and disposition of securities and other investments; · auditing, accounting and legal expenses; · taxes and interest; · state governmental fees; · expenses of issue, sale and redemption of sharestaxes; · expenses of registering and qualifying membership dues in the Investment Company Institute allocable to the Trust, the Fund and its shares under federal securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any ; fees and expenses of registering the Trust's co-administrator, independent auditors, legal counsel and maintaining registrations of the Fund under state securities lawstransfer, registrar or dividend disbursing agent; · registration of the Trust under the Investment Company Act of 1940; · expenses of preparing, printing and mailing prospectuses and statements of additional information, reports, notices, proxy statements and reports and notices to shareholders and governmental offices and commissions; expenses of preparing and mailing agendas and supporting documents for meetings of shareholders Trustees and proxy solicitations thereforcommittees of Trustees; · insurance premiums; fees and expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians the Custodian for all services to the Fund (Trust, including without limitation safekeeping of funds, funds and securities and other investments, keeping of maintaining required books and accounts, ; expenses of shareholder meetings; and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services relating to the Fund; · any direct charges issuance, registration and qualification of the Portfolio's shares. When such services are provided by third parties and the Trust pays for the services directly, such amounts will be deducted from the fee to shareholders approved by be paid Xxxxxx Guaranty under this Agreement. If such amounts are more than the amount of Xxxxxx Guaranty's fee under this Agreement, Xxxxxx Guaranty will reimburse the Trust for such excess amounts. Xxxxxx Guaranty will report to the Trustees regularly on the payments it has made pursuant to this Section 5.1. 5.2 The Trust will pay all extraordinary expenses not incurred in the ordinary course of the Trust's business including, but not limited to, litigation and indemnification expenses; · compensation and interest charges; material increases in Trust expenses of Trustees due to occurrences such as significant increases in the fee schedules of the Trust who are not members of Xxxxx Xxxxx’x organizationCustodian or the Transfer Agent or a significant decrease in the Trust's asset level due to changes in tax or other laws or regulations; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · other such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation extraordinary occurrences outside of the Trust to indemnify its Trustees and officers with respect theretoordinary course of the Trust's business.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · expenses of organizing and maintaining the Fund and continuing its existence; · commissions, fees and other expenses connected with the acquisition and disposition of securities and other investments; · auditing, accounting and legal expenses; · taxes Taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · expenses for servicing shareholder accounts; · any direct charges to shareholders approved by the Trustees of the Trust; · compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the TrustCorporation’s Trustees Directors and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust Corporation for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Corporation under the Investment Company Act of 1940, (iii) commissions, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale and redemption of shares; · , (viii) expenses of registering and qualifying the TrustCorporation, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund and of the Fund’s principal underwriter, if any, as broker-dealer or agent under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · , (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · , (x) expenses of reports to regulatory bodies; · governmental officers and commissions, (xi) insurance expenses; · , (xii) association membership dues; · , (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · , (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · , (xv) expenses for servicing shareholder accounts, (xvi) any direct charges to shareholders approved by the Trustees Directors of the Trust; · Corporation, (xvii) compensation and expenses of Trustees Directors of the Trust Corporation who are not members of Xxxxx Xxxxx’x organization; · any pricing or valuation services employed , (xviii) all payments to be made and expenses to be assumed by the Fund pursuant to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with distribution plans adopted by the Fund’s use Corporation on behalf of a line the Fund pursuant to Rule 12b-1 under the Investment Company Act of credit; 1940, and · (xix) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust Corporation to indemnify its Trustees Directors, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries (a) The Adviser will be responsible for all of its operating expenses incurred in connection with performing its services under this Agreement, including expenses and fees of all for officers and employees of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all Adviser connected with management of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall Fund. The Adviser will not be deemed required to be pay any investment advisory related expenses incurred by of the Trust for purposes Fund other than those specifically allocated to it in this paragraph. In particular, but without limiting the generality of this Section 3. Except as provided in the foregoing sentenceforegoing, it is understood that the Fund will pay be responsible for all of its expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunderincluding its portion of Trust expenses, which including but not limited to: fees and expenses payable by incurred in connection with the Fund shall includeissuance, without implied limitation: · expenses registration and transfer of organizing and maintaining the Fund and continuing its existenceshares; · brokerage, commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investmentsinvestments including placement and similar fees in connection with direct placements entered into on behalf of the Fund; · auditing, accounting risk management software and legal expenseslicensing costs which benefit the Fund; · taxes and interest; · governmental fees; · all expenses of issuetransfer, sale receipt, safekeeping, servicing and redemption accounting for the cash, securities and other property of shares; · expenses the Trust for the benefit of registering and qualifying the TrustFund, the Fund and its shares under federal securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any including all fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agentsits custodian, shareholder servicing agents services agent and registrars for all accounting services to the Fundagent; · any direct charges to shareholders approved by the Trustees of the Trust; · compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with borrowings including interest charges; costs and expenses of pricing and calculating its daily net asset value and of maintaining its books of account required under the 1940 Act; taxes, if any; a pro rata portion of expenditures in connection with meetings of the Fund’s use shareholders and the Board of a line Trustees that are properly payable by the Fund; salaries and expenses of creditofficers of the Trust including without limitation the Trust’s Chief Compliance Officer if determined appropriate by the Board of Trustees, and fees and expenses of members of the Board of Trustees or members of any advisory board or committee who are not members of, affiliated with or interested persons of the Adviser; insurance premiums on property or personnel of the Fund which inure to its benefit, including liability and fidelity bond insurance; the cost of preparing and printing reports, proxy statements, prospectuses and statements of additional information of the Fund or other communications for distribution to existing shareholders; legal, auditing and accounting fees; governmental fees, all or any portion of trade association dues or educational program expenses determined appropriate by the Board of Trustees; fees and expenses (including legal fees) of registering and maintaining registration of its shares for sale under federal and applicable state and foreign securities laws; all expenses of maintaining and servicing shareholder accounts, including all charges for transfer, shareholder recordkeeping, dividend disbursing, redemption, and other agents for the benefit of the Fund, if any; and · such all other charges and costs of its operation plus any extraordinary and non-recurring items as may ariseexpenses, including expenses incurred in connection with litigation, proceedings and proceedings, claims and indemnification obligations to its directors, officers and shareholders, except as herein otherwise prescribed. Notwithstanding the foregoing, the Adviser shall be responsible for all the costs associated with any special meetings of the Trust or shareholders convened due to a change of control of the Adviser (including, but not limited to, the legal fees associated with preparing a proxy statement and associated mailing and solicitation costs). (b) To the extent the Adviser incurs any costs by assuming expenses which are an obligation of the Trust Fund as set forth herein, the Fund shall promptly reimburse the Adviser for such costs and expenses, except to indemnify its Trustees and officers with respect theretothe extent the Adviser has otherwise agreed to bear such expenses. To the extent the services for which the Fund is obligated to pay are performed by the Adviser, the Adviser shall be entitled to recover from the Fund to the extent of the Adviser’s actual costs for providing such services.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · expenses of organizing and maintaining the Fund and continuing its existence; · registration of the Trust under the Investment Company Act of 1940; · commissions, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · auditing, accounting and legal expenses; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and books, accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · expenses for servicing shareholder accounts; · any direct charges to shareholders approved by the Trustees of the Trust; · compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time It is understood that, pursuant to the affairs of Xxxxx XxxxxAdvisory Agreement, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunderthe Sub-Adviser hereunder or by the Adviser under the Advisory Agreement, which expenses payable by the Fund shall include, without implied limitation: , · expenses of organizing and maintaining the Fund and continuing its existence; · commissions, fees and other expenses connected with the acquisition and disposition of securities and other investments; · auditing, accounting and legal expenses; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 19401940 Act; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; . · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · expenses for servicing shareholder accounts; · any direct charges to shareholders approved by the Trustees of the Trust; · compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx DSI shall pay the entire salaries and fees wages of all of the Trust’s Trustees Trustees, officers and officers employed by Xxxxx Xxxxx and agents who devote part or all of their time to the affairs of Xxxxx XxxxxDSI or its affiliates, and the wages and salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 32. Except as provided The Trust shall pay from the assets of each Fund all of its own expenses allocable to that Fund, including, but not limited to, fees due the Manager under this Agreement; compensation of Trustees who are not “interested persons” of the Trust; organizational costs of the Fund; governmental fees; interest charges; loan commitment fees, taxes and related charges; brokerage fees and commissions; membership dues in industry and professional associations allocable to the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · Trust; fees and expenses of organizing independent auditors and maintaining accountants, legal counsel and any transfer agent, distributor, shareholder servicing agent, service agent, recordkeeper, registrar or dividend disbursing agent of the Fund Trust or the Fund; expenses of distributing, issuing and continuing its existenceredeeming shares of beneficial interest and servicing shareholder accounts; · commissionsexpenses of preparing, fees typesetting, printing and other mailing prospectuses, statements of additional information, shareholder reports, notices, proxy statements and reports to governmental officers and commissions and to existing shareholders of the Fund; expenses connected with the acquisition execution, recording and disposition settlement of securities and other investmentsportfolio security transactions; · auditing, accounting and legal expensesinsurance premiums; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars custodian for all services to the Fund, including safekeeping of funds and securities and maintaining required books and accounts; · any direct charges expenses of calculating the net asset value of the Fund (including but not limited to shareholders approved by the Trustees fees of independent pricing services); expenses of meetings of the Trust’s Trustees and the Fund’s shareholders; · compensation expenses relating to the issuance, registration and expenses qualification of Trustees shares of the Trust who are not members of Xxxxx Xxxxx’x organization; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring items or extraordinary expenses as may arise, including expenses incurred in connection with litigationthose relating to actions, suits or proceedings and claims to which the Trust on behalf of the Fund may be a party and the legal obligation of which the Trust may have to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Exxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s 's Trustees and officers employed by Xxxxx Exxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Exxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Exxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · * expenses of organizing and maintaining the Fund and continuing its existence; · * commissions, fees and other expenses connected with the acquisition and disposition of securities and other investments; · * auditing, accounting and legal expenses; · * taxes and interest; · * governmental fees; · * expenses of issue, sale and redemption of shares; · * expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · * registration of the Trust under the Investment Company Act of 1940; · * expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · * expenses of reports to regulatory bodies; · * insurance expenses; · * association membership dues; · * fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, and determination of net asset values); · * fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · * expenses for servicing shareholder accounts; * any direct charges to shareholders approved by the Trustees of the Trust; · * compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x Exxxx Vxxxx'x organization; · * all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; * any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · * any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · * all expenses incurred in connection with the Fund’s 's use of a line of credit; and · * such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s 's Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund Trust will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund Trust shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund Trust and continuing its existence; · , (ii) registration of the Trust under the Investment Company Act of 1940, (iii) commissions, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of listing shares of the Trust with a stock exchange, and expenses of issue, sale sale, repurchase and redemption (if any) of shares in the Trust, including expenses of conducting tender offers for the purpose of repurchasing Trust shares; · , (viii) expenses of registering and qualifying the Trust, the Fund Trust and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes purposes, including amendments, and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund Trust and of the Trust's principal underwriter, if any, as broker-dealer or agent under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · , (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · , (x) expenses of reports to regulatory bodies; · governmental officers and commissions, (xi) insurance expenses; · , (xii) association membership dues; · , (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund Trust (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · , (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · Trust, (xv) expenses for servicing shareholder accounts, (xvi) any direct charges to shareholders approved by the Trustees of the Trust; · , (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · any pricing or valuation services employed by the Fund to value its investments including primary Xxxxx'x organization and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · (xviii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of XXXXX XXXXX CALIFORNIA MUNICIPAL OPPORTUNITIES FUND securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund Trust will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund Trust shall include, without implied limitation: · limitation (i) expenses of organizing and maintaining the Fund Trust and continuing its existence; · (ii) registration of the Trust under the 1940 Act; (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · (iv) auditing, accounting and legal expenses; · (v) taxes and interest; · (vi) governmental fees; · , (vii) expenses of listing shares of the Trust with a stock exchange, and expenses of issue, sale sale, repurchase and redemption (if any) of shares; · expenses shares of registering and qualifying the Trust, including expenses of conducting tender offers for the Fund purpose of repurchasing Trust shares; (viii) fees and expenses of registering, qualifying, and maintaining the Trust and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust with the Securities and Exchange Commission (the “SEC”) and any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund Trust (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the FundTrust; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Trust or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) any pricing or valuation services employed by the Fund Trust to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xix) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the FundTrust; · expenses associated with listing the Fund on one or more securities exchanges; · (xx) all expenses incurred in connection with the FundTrust’s use of a line of credit, other borrowings or leverage; and · (xxi) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.. XXXXX XXXXX TAX-MANAGED BUY-WRITE INCOME FUND

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, XXXXX XXXXX DIVIDEND BUILDER FUND spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund Trust will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund Trust shall include, without implied limitation: · limitation (i) expenses of organizing and maintaining the Fund Trust and continuing its existence; · (ii) registration of the Trust under the 1940 Act; (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · (iv) auditing, accounting and legal expenses; · (v) taxes and interest; · (vi) governmental fees; · , (vii) expenses of listing shares of the Trust with a stock exchange, and expenses of issue, sale sale, repurchase and redemption (if any) of shares; · expenses shares of registering and qualifying the Trust, including expenses of conducting tender offers for the Fund purpose of repurchasing Trust shares; (viii) fees and expenses of registering, qualifying, and maintaining the Trust and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust with the Securities and Exchange Commission (the “SEC”) and any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund Trust (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the FundTrust; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Trust or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) any pricing or valuation services employed by the Fund Trust to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xix) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the FundTrust; · expenses associated with listing the Fund on one or more securities exchanges; · (xx) all expenses incurred in connection with the FundTrust’s use of a line of credit, other borrowings or leverage; and · (xxi) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.. XXXXX XXXXX LIMITED DURATION INCOME FUND

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, XXXXX XXXXX EMERGING MARKETS LOCAL INCOME FUND spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all its expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · (i) expenses of organizing and maintaining the Fund and continuing its ADMINISTRATIVE SERVICES AGREEMENT existence; · (ii) registration of the Trust under the 1940 Act; (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · (iv) auditing, accounting and legal expenses; · (v) taxes and interest; · (vi) governmental fees; · (vii) expenses of issue, sale sale, and redemption of shares; · (viii) fees and expenses of registering registering, qualifying, and qualifying maintaining the Trust, the Fund Fund, and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the SEC and any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the FundTrust; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-investment advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, XXXXX XXXXX LARGE-CAP VALUE FUND spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · expenses of organizing and maintaining the Fund and continuing its existence; 017_0258 · commissions, fees and other expenses connected with the acquisition and disposition of securities and other investments; · auditing, accounting and legal expenses; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · expenses for servicing shareholder accounts; · any direct charges to shareholders approved by the Trustees of the Trust; · compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of XXXXX XXXXX TAX-MANAGED GROWTH FUND 1.1 securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, XXXXX XXXXX ARIZONA MUNICIPAL INCOME FUND spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund Trust will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund Trust shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund Trust and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of listing shares of the Trust with a stock exchange, and expenses of issue, sale sale, repurchase and redemption (if any) of shares in the Trust, including expenses of conducting tender offers for the purpose of repurchasing Trust shares; · , (viii) expenses of registering and qualifying the Trust, the Fund Trust and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes purposes, including amendments, and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund Trust and of the Trust’s principal underwriter, if any, as broker-dealer or agent under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · , (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · , (x) expenses of reports to regulatory bodies; · governmental officers and commissions, (xi) insurance expenses; · , (xii) association membership dues; · , (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund Trust (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · , (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · Trust, (xv) expenses for servicing shareholder accounts, (xvi) any direct charges to shareholders approved by the Trustees of the Trust; · , (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · any pricing or valuation services employed by the Fund to value its investments including primary organization and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · (xviii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · • expenses of organizing and maintaining the Fund and continuing its existence; · • commissions, fees and other expenses connected with the acquisition and disposition of securities and other investments; · • auditing, accounting and legal expenses; · • taxes and interest; · • governmental fees; · • expenses of issue, sale and redemption of shares; · • expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · • registration of the Trust under the Investment Company Act of 1940; · • expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · • expenses of reports to regulatory bodies; · • insurance expenses; · • association membership dues; · • fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, and determination of net asset values); · • fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · • expenses for servicing shareholder accounts; • any direct charges to shareholders approved by the Trustees of the Trust; · • compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · • all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; • any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · • any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · • all expenses incurred in connection with the Fund’s use of a line of credit; and · • such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, XXXXX XXXXX MARYLAND MUNICIPAL INCOME FUND spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund Trust will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund Trust shall include, without implied limitation: · limitation (i) expenses of organizing and maintaining the Fund Trust and continuing its existence; · (ii) registration of the Trust under the 1940 Act; (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · (iv) auditing, accounting and legal expenses; · (v) taxes and interest; · (vi) governmental fees; · , (vii) expenses of listing shares of the Trust with a stock exchange, and expenses of issue, sale sale, repurchase and redemption (if any) of shares; · expenses shares of registering and qualifying the Trust, including expenses of conducting tender offers for the Fund purpose of repurchasing Trust shares; (viii) fees and expenses of registering, qualifying, and maintaining the Trust and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust with the Securities and Exchange Commission (the “SEC”) and any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund Trust (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the FundTrust; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Trust or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) any pricing or valuation services employed by the Fund Trust to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xix) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the FundTrust; · expenses associated with listing the Fund on one or more securities exchanges; · (xx) all expenses incurred in connection with the FundTrust’s use of a line of credit, other borrowings or leverage; and · (xxi) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.. XXXXX XXXXX CALIFORNIA MUNICIPAL BOND FUND

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of XXXXX XXXXX GLOBAL BOND FUND securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund Trust will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund Trust shall include, without implied limitation: · limitation (i) expenses of organizing and maintaining the Fund Trust and continuing its existence; · (ii) registration of the Trust under the 1940 Act; (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · (iv) auditing, accounting and legal expenses; · (v) taxes and interest; · (vi) governmental fees; · , (vii) expenses of listing shares of the Trust with a stock exchange, and expenses of issue, sale sale, repurchase and redemption (if any) of shares; · expenses shares of registering and qualifying the Trust, including expenses of conducting tender offers for the Fund purpose of repurchasing Trust shares; (viii) fees and expenses of registering, qualifying, and maintaining the Trust and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust with the Securities and Exchange Commission (the “SEC”) and any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund Trust (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the FundTrust; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Trust or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) any pricing or valuation services employed by the Fund Trust to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xix) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the FundTrust; · expenses associated with listing the Fund on one or more securities exchanges; · (xx) all expenses incurred in connection with the FundTrust’s use of a line of credit, other borrowings or leverage; and · (xxi) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.. XXXXX XXXXX SHORT DURATION DIVERSIFIED INCOME FUND

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund Trust will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund Trust shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund Trust and continuing its existence; · (ii) registration of the Trust under the 1940 Act; (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · (iv) auditing, accounting and legal expenses; · (v) taxes and interest; · (vi) governmental fees; · (vii) expenses of issue, sale sale, and redemption of sharesinterests; · (viii) fees and expenses of registering registering, qualifying, and qualifying maintaining the Trust, the Fund Trust and its shares interests under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust with the Securities and Exchange Commission (“SEC”) and any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses holders of registering and maintaining registrations of the Fund under state securities laws; · registration of interests in the Trust under the Investment Company Act of 1940(“Holders”); · (ix) expenses of reports and notices to shareholders Holders and of meetings of shareholders Holders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses expenses, and disbursements of custodians and subcustodians for all services to the Fund Trust (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts, and accountsrecords, and determination of net asset values, book capital account balances and tax capital account balances); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder Holder servicing agents and registrars for all services to the FundTrust; · (xv) expenses for servicing the account of Holders; (xvi) any direct charges to shareholders the Trust or Holders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · any pricing or valuation services employed (xviii) all payments to be made and expenses to be assumed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred Trust in connection with the Fund’s use distribution of a line of credit; and · such non-recurring items as may arise, including expenses incurred interests in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees and officers with respect thereto.Trust;

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund Trust will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund Trust shall include, without implied limitation: · limitation (i) expenses of organizing and maintaining the Fund Trust and continuing its existence; · (ii) registration of the Trust under the 1940 Act; (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · (iv) auditing, accounting and legal expenses; · (v) taxes and interest; · (vi) governmental fees; · , (vii) expenses of listing shares of the Trust with a stock exchange, and expenses of issue, sale sale, repurchase and redemption (if any) of shares; · expenses shares of registering and qualifying the Trust, including expenses of conducting tender offers for the Fund purpose of repurchasing Trust shares; (viii) fees and expenses of registering, qualifying, and maintaining the Trust and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust with the Securities and Exchange Commission (the “SEC”) and any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund Trust (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the FundTrust; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Trust or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) any pricing or valuation services employed by the Fund Trust to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xix) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the FundTrust; · expenses associated with listing the Fund on one or more securities exchanges; · (xx) all expenses incurred in connection with the FundTrust’s use of a line of credit, other borrowings or leverage; and · (xxi) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.. XXXXX XXXXX SENIOR FLOATING-RATE TRUST

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, XXXXX XXXXX SPECIAL EQUITIES FUND spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of XXXXX XXXXX STOCK FUND securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Administrator shall pay the entire salaries and fees of all of the Trust’s 's Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Administrator, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 32. Except as provided in the foregoing sentence, it is understood that the Administrator shall not pay any expenses relating to the Trust or the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall includeincluding, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the Investment Company Act of 1940, (iii) commissions, fees and other expenses connected with the acquisition acquisition, disposition and disposition valuation of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, repurchase and redemption of shares; · , (viii) expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda prospectuses for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · therefore, (ix) expenses of reports to regulatory bodies; · governmental officers and commissions, (x) insurance expenses; · , (xi) association membership dues; · , (xii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of al funds, securities and other investments, keeping of books and accounts, accounts and determination of net asset values); · , (xiii) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · , (xiv) expenses for servicing shareholder accounts, (xv) any direct charges to shareholders approved by the Trustees of the Trust; · compensation , and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · (xvi) such non-recurring nonrecurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · expenses of organizing and maintaining the Fund and continuing its existence; · commissions, fees and other expenses connected with the acquisition and disposition of securities and other investments; 017_0259 · auditing, accounting and legal expenses; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · expenses for servicing shareholder accounts; · any direct charges to shareholders approved by the Trustees of the Trust; · compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, XXXXX XXXXX CORE PLUS BOND FUND spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, XXXXX XXXXX SHORT DURATION GOVERNMENT INCOME FUND spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall During the term of this Agreement, you will pay the entire salaries and fees of all operating expenses of the Trust’s Trustees Funds, including the compensation and expenses of any trustees, officers employed by Xxxxx Xxxxx and who devote part or all employees of their time the Funds and of any other persons rendering any services to the affairs of Xxxxx Xxxxx, Funds including any sub-adviser retained pursuant to Paragraph 1 above; clerical and the salaries shareholder service staff salaries; office space and other office expenses; fees of such persons shall not be deemed to be and expenses incurred by the Trust for purposes of this Section 3. Except as provided Funds in the foregoing sentenceconnection with membership in investment company organizations; legal, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · expenses of organizing auditing and maintaining the Fund and continuing its existence; · commissions, fees and other expenses connected with the acquisition and disposition of securities and other investments; · auditing, accounting and legal expenses; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any laws; insurance expenses; fees and expenses of registering the custodian, transfer agent, dividend disbursing agent, shareholder service agent, plan agent, administrator, accounting and maintaining registrations pricing services agent and underwriter of the Fund under state securities lawsFunds; · registration expenses, including clerical expenses, of issue, sale, redemption or repurchase of shares of the Trust under Funds; the Investment Company Act cost of 1940; · expenses of preparing and distributing reports and notices to shareholders shareholders, the cost of printing or preparing prospectuses and statements of additional information for delivery to the Funds’ current and prospective shareholders; the cost of printing or preparing stock certificates or any other documents, statements or reports to shareholders; expenses of shareholders’ meetings of shareholders and proxy solicitations thereforsolicitations; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · feesadvertising, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities promotion and other investments, keeping of books and accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · any direct charges to shareholders approved by the Trustees of the Trust; · compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred directly or indirectly in connection with the Fund’s use sale or distribution of a line of creditthe Funds’ shares (excluding expenses which the Funds are authorized to pay pursuant to Rule 12b-1 under the 0000 Xxx); and · all other operating expenses not specifically assumed by the Funds. The Funds will pay all brokerage fees and commissions, taxes, borrowing costs (such as (a) interest and (b) dividend expenses of securities sold short) and such extraordinary or non-recurring items expenses as may arise, including expenses incurred in connection with litigation, proceedings litigation to which the Funds may be a party and claims and the obligation indemnification of the Trust to indemnify its Trustees Trust’s trustees and officers with respect thereto. The Funds will also pay expenses that they are authorized to pay pursuant to Rule 12b-1 under the 1940 Act. You may obtain reimbursement from the Funds, at such time or times as you may determine in your sole discretion, for any of the expenses advanced by you, which the Funds are obligated to pay, and such reimbursement shall not be considered to be part of your compensation pursuant to this Agreement.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · (i) expenses of organizing and maintaining the Fund and continuing its existence; · (ii) registration of the Trust under the 1940 Act; (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · (iv) auditing, accounting and legal expenses; · (v) taxes and interest; · (vi) governmental fees; · (vii) expenses of issue, sale sale, and redemption of shares; · (viii) fees and expenses of registering registering, qualifying, and qualifying maintaining the Trust, the Fund Fund, and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the SEC or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · (xx) any agent employed by the Fund to calculate intraday indicative net asset values; · assets (xxi) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · (xxii) all expenses incurred in connection with the Fund’s use of a line of credit; and · (xxiii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · expenses of organizing and maintaining the Fund and continuing its existence; · commissions, fees and other expenses connected with the acquisition and disposition of securities and other investments; 017_0241 · auditing, accounting and legal expenses; · taxes Taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · expenses for servicing shareholder accounts; · any direct charges to shareholders approved by the Trustees of the Trust; · compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees and officers with respect thereto.. 017_0241

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it It is understood that the Fund will pay all its expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Administrator hereunder, which expenses payable by the Fund shall include, without implied limitation: · expenses of organizing and maintaining the Fund and continuing its existence; · commissions, fees and other expenses connected with the acquisition and disposition of securities and other investments; · auditing, accounting and legal expenses; · taxes and interest; · governmental fees; · expenses of issue, sale repurchase and redemption (if any) of shares, including all expenses incurred in conducting repurchase and tender offers for the purpose of repurchasing Fund shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda and amendments for such purposes and for distributing the same to shareholders and investorspurposes, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust Fund under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, accounts and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · expenses of listing shares with a stock exchange; 021_0066 · any direct charges to shareholders approved by the Trustees of the TrustFund; · compensation and expenses of Trustees of the Trust Fund who are not members of Xxxxx Xxxxx’x the Administrator’s organization; · all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; · any pricing or and valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit, or issuing and maintaining preferred shares; and · such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust Fund to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx CRM or its affiliates shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx CRM or its affiliates and who devote part or all of their time to the affairs of Xxxxx XxxxxCRM, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx CRM hereunder, which expenses payable by the Fund shall include, without implied limitation: · expenses of organizing and maintaining the Fund and continuing its existence; · commissions, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · auditing, accounting and legal expenses; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 19401940 Act; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians sub-custodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and books, accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · any direct charges to shareholders approved by the Trustees of the Trust; · compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x CRM’s organization; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund Trust will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund Trust shall include, without implied limitation: · (i) expenses of organizing and maintaining the Fund Trust and continuing its existence; · (ii) registration of the Trust under the 1940 Act; (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · (iv) auditing, accounting and legal expenses; · (v) taxes and interest; · (vi) governmental fees; · (vii) expenses of listing shares of the Trust with a stock exchange, and expenses of issue, sale sale, repurchase and redemption (if any) of shares; · expenses of registering and qualifying shares in the Trust, including expenses of conducting tender offers for the Fund purpose of repurchasing Trust shares, (viii) fees and expenses of registering, qualifying, and maintaining the Trust and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust with the SEC and any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund Trust (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · , (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the FundTrust, (xv) expenses for servicing shareholder accounts; · (xvi) any direct charges to the Trust or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · (xviii) any pricing or valuation services employed by the Fund Trust to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xix) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · Trust, (xx) all expenses incurred in connection with the FundTrust’s use of a line of credit, other borrowings or leverage; and · (xxi) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.. <BCLPAGE>9</BCLPAGE> XXXXX XXXXX FLOATING-RATE 2022 TARGET TERM TRUST

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · expenses of organizing and maintaining the Fund and continuing its existence; · commissions, fees and other expenses connected with the acquisition and disposition of securities and other investments; 017_0261 · auditing, accounting and legal expenses; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · expenses for servicing shareholder accounts; · any direct charges to shareholders approved by the Trustees of the Trust; · compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of XXXXX XXXXX SHORT DURATION INFLATION-PROTECTED INCOME FUND securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the TrustFund’s Trustees Directors and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust Fund for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Fund , (iii) commissions, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale and redemption of shares; · , (viii) expenses of registering and qualifying the Trust, the Fund and its shares under federal securities applicable laws and of preparing and printing registration statements or other offering statements or memoranda organizational documents for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · Fund, (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · , (x) expenses of reports to regulatory bodies; · governmental officers and commissions, (xi) insurance expenses; · association membership dues; · , (xii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · , (xiii) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents administrators and registrars registered officers for all services to the Fund; · , (xiv) expenses for servicing shareholder accounts, (xv) any direct charges to shareholders approved by the Trustees Directors of the Trust; · Fund, (xvii) compensation and expenses of Trustees the Directors of the Trust Fund who are not members of Xxxxx Xxxxx’x organization; · any pricing or valuation services employed by the Fund to value its investments including primary organization and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · (xviii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust Fund to indemnify its Trustees Directors, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, XXXXX XXXXX GLOBAL MACRO ABSOLUTE RETURN FUND spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it It is understood that the Fund will pay all its expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Administrator hereunder, which expenses payable by the Fund shall include, without implied limitation: · expenses of organizing and maintaining the Fund and continuing its existence; · commissions, fees and other expenses connected with the acquisition and disposition of securities and other investments; · auditing, accounting and legal expenses; · taxes and interest; · governmental fees; · expenses of issue, sale repurchase and redemption (if any) of shares, including all expenses incurred in conducting repurchase and tender offers for the purpose of repurchasing Fund shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda and amendments for such purposes and for distributing the same to shareholders and investorspurposes, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust Fund under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, accounts and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · expenses of listing shares with a stock exchange; · any direct charges to shareholders approved by the Trustees of the TrustFund; · compensation and expenses of Trustees of the Trust Fund who are not members of Xxxxx Xxxxx’x the Administrator’s organization; 021_0063 · all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; · any pricing or and valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit, or issuing and maintaining preferred shares; and · such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust Fund to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the TrustFund’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust Fund for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · (i) expenses of organizing and maintaining the Fund and continuing its existence; · (ii) registration of the Fund and any share classes under the Securities Act of 1933, as amended, and the 1940 Act; (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · (iv) auditing, accounting and legal expenses; · (v) taxes and interest; · (vi) governmental fees; · (vii) expenses of issue, sale sale, repurchase, and redemption of shares; · shares in the Fund, including expenses of registering conducting repurchase offers for the purpose of repurchasing Fund shares, including expenses associated with the repurchase of Fund shares pursuant to Rule 23c-3 under the 1940 Act, (viii) fees and qualifying the Trustexpenses of registering, qualifying, and maintaining the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Fund with the SEC and any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations XXXXX XXXXX FLOATING-RATE OPPORTUNITIES FUND therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · , (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund, (xv) expenses for servicing shareholder accounts; · (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the TrustFund; · (xvii) compensation and expenses of Trustees of the Trust Fund who are not members of Xxxxx Xxxxx’x organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit, other borrowings or leverage; and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust Fund to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, XXXXX XXXXX VIRGINIA MUNICIPAL INCOME FUND spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund Trust will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund Trust shall include, without implied limitation: · (i) expenses of organizing and maintaining the Fund Trust and continuing its existence; · (ii) registration of the Trust under the 1940 Act; (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · (iv) auditing, accounting and legal expenses; · (v) taxes and interest; · (vi) governmental fees; · (vii) expenses of listing shares of the Trust with a stock exchange, and expenses of issue, sale sale, repurchase and redemption (if any) of shares; · expenses of registering and qualifying shares in the Trust, including expenses of conducting tender offers for the Fund purpose of repurchasing Trust shares, (viii) fees and expenses of registering, qualifying, and maintaining the Trust and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust with the SEC and any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund Trust (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · , (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the FundTrust, (xv) expenses for servicing shareholder accounts; · (xvi) any direct charges to the Trust or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · (xviii) any pricing or valuation services employed by the Fund Trust to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xix) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · Trust, (xx) all expenses incurred in connection with the FundTrust’s use of a line of credit, other borrowings or leverage; and · (xxi) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.. XXXXX XXXXX TAX-MANAGED BUY-WRITE STRATEGY FUND

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, XXXXX XXXXX SOUTH CAROLINA MUNICIPAL INCOME FUND spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, XXXXX XXXXX GROWTH FUND spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx Smith Barney Management shall pay the entire salaries furnish at its own expense all necessary xxxxxxxx, xacilities and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this personnel in connection with its responsibilities under Section 31 above. Except as provided in the foregoing sentence, it is understood that the Fund Trust will pay from the assets of each Fund all of its own expenses other than those expressly stated allocable to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the that Fund shall includeincluding, without implied limitation: · , organization costs of the Fund; compensation of Trustees who are not "affiliated persons" of Smith Barney Management; governmental fees; interest charges; brokeragx xxxx xxx xommissions; loan commitment fees; taxes; membership dues in industry associations allocable to the Trust; fees and expenses of organizing independent auditors, legal counsel and maintaining any transfer agent, distributor, shareholder servicing agent, service agent, registrar or dividend disbursing agent of the Fund Trust; expenses of issuing and continuing its existenceredeeming shares of beneficial interest and servicing shareholder accounts; · commissionsexpenses of preparing, fees typesetting, printing and other mailing prospectuses, statements of additional information, shareholder reports, notices, proxy statements and reports to governmental officers and commissions and to existing shareholders of the Fund; expenses connected with the acquisition execution, recording and disposition settlement of securities and other investmentssecurity transactions; · auditing, accounting and legal expensesinsurance premiums; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars custodian for all services to the Fund, including safekeeping of funds and securities and maintaining required books and accounts; · any direct charges to shareholders approved by expenses of calculating the Trustees net asset value of the TrustFund (including but not limited to the fees of independent pricing services); · compensation and expenses of Trustees meetings of the Trust who are not members Fund's Trustees and of Xxxxx Xxxxx’x organizationthe Fund's shareholders; · any pricing or valuation services employed by expenses relating to the Fund to value its investments including primary registration and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by qualification of shares of the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring items or extraordinary expenses as may arise, including expenses incurred in connection with litigationthose relating to actions, suits or proceedings and claims to which the Trust on behalf of the Fund may be a party and the legal obligation of which the Trust may have to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, XXXXX XXXXX TAX-MANAGED SMALL-CAP FUND spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, XXXXX XXXXX GREATER CHINA GROWTH FUND spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall include, without implied limitation: · expenses of organizing and maintaining the Fund and continuing its existence; · commissions, fees and other expenses connected with the acquisition and disposition of securities and other investments; · auditing, accounting and legal expenses; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 1940; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · expenses for servicing shareholder accounts; · any direct charges to shareholders approved by the Trustees of the Trust; · compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same XXXXX XXXXX INCOME FUND OF BOSTON to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it It is understood that that, the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunderthe Sub-Adviser hereunder or by the Adviser under the Advisory Agreement, which expenses payable by the Fund shall include, without implied limitation: , · expenses of organizing and maintaining the Fund and continuing its existence; · commissions, fees and other expenses connected with the acquisition and disposition of securities and other investments; · auditing, accounting and legal expenses; · taxes and interest; · governmental fees; · expenses of issue, sale and redemption of shares; · expenses of registering and qualifying the Trust, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · registration of the Trust under the Investment Company Act of 19401940 Act; · expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · expenses of reports to regulatory bodies; · insurance expenses; · association membership dues; · fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, and determination of net asset values); · fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · expenses for servicing shareholder accounts; · any direct charges to shareholders approved by the Trustees of the Trust; · compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; · any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · all expenses incurred in connection with the Fund’s use of a line of credit; and · such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, XXXXX XXXXX NEW YORK MUNICIPAL INCOME FUND spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Administrator shall pay the entire salaries and fees of all of the TrustCompany’s Directors/Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Administrator, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust Company for purposes of this Section 32. Except as provided in the foregoing sentence, it is understood that the Administrator shall not pay any expenses relating to the Company or the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which expenses payable by the Fund shall includeincluding, without implied limitation: · ·expenses of organizing and maintaining the Fund and continuing its existence; · ·commissions, fees and other expenses connected with the acquisition and disposition of securities and other investments; · ·auditing, accounting and legal expenses; · ·taxes and interest; · ·governmental fees; · ·expenses of issue, sale sale, repurchase and redemption of shares; · ·expenses of registering and qualifying the TrustCompany, the Fund and its shares under federal and state securities laws and of preparing and printing registration statements or other offering statements or memoranda prospectuses for such purposes and for distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities laws; · ·registration of the Trust Company under the Investment Company Act of 1940, as amended (the “1940 Act”); · ·expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · ·expenses of reports to regulatory bodies; · ·insurance expenses; · ·association membership dues; · ·fees, expenses and disbursements of custodians and subcustodians sub-custodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books and accounts, accounts and determination of net asset values); · ·fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · ·expenses for servicing shareholder accounts; ·any direct charges to shareholders approved by the Directors/Trustees of the TrustCompany; · ·compensation and expenses of Directors/Trustees of the Trust Company who are not members of Xxxxx Xxxxx’x the Administrator’s organization; · ·all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; ·any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · ·any investment advisory, sub-advisory or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · ·all expenses incurred in connection with the Fund’s use of a line of credit; and · ·such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust Company to indemnify its Directors/Trustees and officers with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of XXXXX XXXXX SHORT DURATION STRATEGIC INCOME FUND securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx The Adviser shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx the Adviser and who devote part or all of their time to the affairs of Xxxxx Xxxxxthe Adviser, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx the Adviser hereunder, which expenses payable by the Fund shall include, without implied limitation: · , (i) expenses of organizing and maintaining the Fund and continuing its existence; · , (ii) registration of the Trust under the 1940 Act, (iii) commissions, XXXXX XXXXX EMERGING AND FRONTIER COUNTRIES EQUITY FUND spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · , (iv) auditing, accounting and legal expenses; · , (v) taxes and interest; · , (vi) governmental fees; · , (vii) expenses of issue, sale sale, and redemption of shares; · , (viii) fees and expenses of registering registering, qualifying and qualifying maintaining the Trust, the Fund and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the Securities and Exchange Commission (the “SEC”) or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x the Adviser’s organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares, (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · any agent employed by the Fund to calculate intraday indicative net asset values; · (xx) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · , (xxi) all expenses incurred in connection with the Fund’s use of a line of credit; , and · (xxii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.

Allocation of Charges and Expenses. Xxxxx Xxxxx shall pay the entire salaries and fees of all of the Trust’s Trustees and officers employed by Xxxxx Xxxxx and who devote part or all of their time to the affairs of Xxxxx Xxxxx, and the salaries and fees of such persons shall not be deemed to be expenses incurred by the Trust for purposes of this Section 3. Except as provided in the foregoing sentence, it is understood that the Fund will pay all expenses other than those expressly stated to be payable by Xxxxx Xxxxx hereunder, which XXXXX XXXXX STOCK NEXTSHARES expenses payable by the Fund shall include, without implied limitation: · (i) expenses of organizing and maintaining the Fund and continuing its existence; · (ii) registration of the Trust under the 1940 Act; (iii) commissions, spreads, fees and other expenses connected with the acquisition acquisition, holding and disposition of securities and other investments; · (iv) auditing, accounting and legal expenses; · (v) taxes and interest; · (vi) governmental fees; · (vii) expenses of issue, sale sale, and redemption of shares; · (viii) fees and expenses of registering registering, qualifying, and qualifying maintaining the Trust, the Fund Fund, and its shares under applicable federal and state securities laws and of preparing and printing filing registration statements or statements, other offering statements or memoranda for such purposes memoranda, and other reports, forms, and documents required to be filed by the Trust on behalf of the Fund with the SEC or any other regulatory body, and for printing and distributing the same to shareholders and investors, and any fees and expenses of registering and maintaining registrations of the Fund under state securities lawsshareholders; · registration of the Trust under the Investment Company Act of 1940; · (ix) expenses of reports and notices to shareholders and of meetings of shareholders and proxy solicitations therefor; · (x) expenses of reports to regulatory bodiesgovernmental officers and commissions; · (xi) insurance expenses; · (xii) association membership dues; · (xiii) fees, expenses and disbursements of custodians and subcustodians for all services to the Fund (including without limitation safekeeping of funds, securities and other investments, keeping of books books, accounts and accountsrecords, and determination of net asset values); · (xiv) fees, expenses and disbursements of transfer agents, dividend disbursing agents, shareholder servicing agents and registrars for all services to the Fund; · (xv) expenses for servicing shareholder accounts; (xvi) any direct charges to the Fund or shareholders approved by the Trustees of the Trust; · (xvii) compensation and expenses of Trustees of the Trust who are not members of Xxxxx Xxxxx’x organization; · (xviii) all payments to be made and expenses to be assumed by the Fund in connection with the distribution of Fund shares; (xix) any pricing or valuation services employed by the Fund to value its investments including primary and comparative valuation services; · (xx) any agent employed by the Fund to calculate intraday indicative net asset values; · assets (xxi) any investment advisory, sub-advisory investment advisory, or similar management fee payable by the Fund; · expenses associated with listing the Fund on one or more securities exchanges; · (xxii) all expenses incurred in connection with the Fund’s use of a line of credit; and · (xxiii) such non-recurring items as may arise, including expenses incurred in connection with litigation, proceedings and claims and the obligation of the Trust to indemnify its Trustees Trustees, officers and officers shareholders with respect thereto.