Common use of APPOINTMENT; DELIVERY OF DOCUMENTS Clause in Contracts

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor hereby appoints and employs the Sub-advisor, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor has delivered to the Sub-advisor copies of (i) the Trust’s Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter Documents”), (ii) the Trust’s current Prospectus and Statement of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”); and (iv) all procedures adopted by the Trust with respect to the Fund, and shall promptly furnish the Sub-advisor with all amendments of or supplements to the foregoing. The Advisor shall deliver to the Sub-advisor: (x) a copy of the resolution of the Board appointing the Sub-advisor as a sub-advisor to the Fund and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information that the Sub-advisor shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control of the Board of Trustees of the Trust (“Board”), to manage the investment and reinvestment of the assets of all or a portion of the in each Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, and to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. The Adviser shall for all purposes herein be an independent contractor and shall, unless otherwise expressly provided or authorized, have no authority to act for or be an agent of the Trust. (b) In connection therewith, the Advisor has delivered Trust shall deliver to the Sub-advisor Adviser copies of of: (i) the Trust’s Agreement and Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter Documents”), (ii) the Trust’s current Prospectus and Statement of Additional Information for the Fund By-laws (collectively, as currently in effect and as amended or supplementedfrom time to time, “Organic Documents”); (ii) the “Trust’s current Registration Statement”) Statement filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 ActAct with respect to each Fund (as amended from time to time, the “Registration Statement”); (iii) the Trust’s current Prospectus and Statement of Additional Information of each Fund (collectively, as currently in effect and as amended or supplemented, the “Prospectus”); (iv) any shareholder service plan, distribution plan of distribution or similar document documents adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a collectively, and as may be amended from time to time, the “Service PlanPlans”); and (ivv) all written policies and procedures adopted by the Trust with respect to each Fund (e.g., repurchase agreement procedures, Rule 17a-7 Procedures and Rule 17e-1 Procedures, collectively, as currently in effect and as amended for time to time, the Fund, and “Procedures”). The Trust shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor Trust shall also deliver to the Sub-advisorAdviser: (xvi) a certified copy of the resolution of the Board Board, including a majority of the Trustees who are not interested persons of the Trust, appointing the Sub-advisor as Adviser and any subadviser (each a sub-advisor “Subadviser”) and approving this Agreement and any subadvisory agreement relating to the a Fund and authorizing the execution and delivery of this (each, a “Subadvisory Agreement”); (yvii) a certified copy of the resolution of each Fund’s shareholder(s), if applicable, appointing the Adviser; (viii) a copy of all proxy statements and related materials relating to each Fund; (ix) a certified copy of the Fundresolution of the Trust electing officers of the Trust; and (zx) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Adviser has delivered to the Advisor and the Trust a copy of its: (i) a copy of its Form ADV as most recently filed with the SEC; , (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); ) and (iii) a copy of its compliance manual adopted and implemented pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in Rule 206(4)-7 under the Trust’s registration statementAdvisers Act (the “Compliance Manual”). The Sub-advisor Trust acknowledges receipt of the Adviser’s Form ADV, Code, and Compliance Manual. The Adviser shall promptly furnish the Advisor and Trust with all amendments of and or supplements to the foregoing at least annuallyforegoing.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints Forum, and employs the Sub-advisorForum hereby agrees, subject to the direction and control act as administrator of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor accepts this employment and agrees to render its services Trust for the compensation period and on the terms set forth hereinin this Agreement. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Forum copies of (i) the Trust’s Declaration of 's Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"), (iii) the Trust's current Prospectus and Statement of Additional Information for the of each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”"Prospectus"), and the 1940 Act, (iiiiv) each current plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “"Plan”") and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “"Service Plan”"); , and (iv) all procedures adopted by the Trust with respect to the FundFunds (i.e., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Forum with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisor: (x) Forum a certified copy of the resolution of the Board of Trustees of the Trust (the "Board") appointing the Sub-advisor as a sub-advisor to the Fund Forum and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information that the Sub-advisor shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints Forum, and employs the Sub-advisorForum hereby agrees, subject to the direction and control act as fund accountant of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor accepts this employment and agrees to render its services Trust for the compensation period and on the terms set forth hereinin this Agreement. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Forum copies of (i) the Trust’s Declaration of 's Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"), (iii) the Trust's current Prospectus and Statement of Additional Information for the of each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”"Prospectus") filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”); and (iv) all procedures adopted by the Trust with respect to the FundFunds (i.e., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Forum with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisor: (x) Forum a certified copy of the resolution of the Board of Trustees of the Trust (the "Board") appointing the Sub-advisor as a sub-advisor to the Fund Forum and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information that the Sub-advisor shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of in the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Adviser accepts this its employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Adviser copies of of: (i) the Trust’s Declaration of Trust and Bylaws Instrument (collectively, as amended from time to time, the “Charter Organic Documents”), ; (ii) the Trust’s current Prospectus Registration Statement and Statement of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) all amendments thereto filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and or the 1940 Act, Act (the “Registration Statement”); (iii) the Trust’s current Prospectuses and Statements of Additional Information of the Fund (collectively, as currently in effect and as amended or supplemented, the “Prospectus”); (iv) each plan of distribution or similar document (if any) adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document (if any) adopted by the Trust with respect to the Fund (each a “Service Plan”); and (ivv) all procedures adopted by the Trust with respect to the FundFund (e.g., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisorAdviser: (x) a copy of the resolution of the Board of Trustees of the Trust (the “Board”) appointing the Sub-advisor as a sub-advisor to the Fund Adviser and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it them to perform its duties pursuant to this Agreement. (c) The Sub-advisor Adviser has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; SEC and (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Adviser shall promptly furnish the Advisor and Trust with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust and the Adviser hereby appoints and employs the Sub-advisoremploy Subadviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the in each Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Subadviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Subadviser copies of (i) the Trust’s Declaration of 's Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), (ii) the Trust’s 's Registration Statement, all exhibits thereto, and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"), (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for the of each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”"Prospectus"), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”); and (iv) all procedures adopted by the Trust with respect to the Fundany Fund (i.e., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisor: Subadviser (x) a certified copy of the resolution of the Board appointing the Sub-advisor as a sub-advisor to the Fund Subadviser and authorizing the execution and delivery of this Agreement; , (y) a copy of all proxy statements and related materials relating to the any Fund; , and (z) any other documents, materials or information that the Sub-advisor Subadviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. The Trust shall furnish to the Subadviser a copy of each amendment of or supplement to the foregoing promptly after the adoption of each amendment or supplement. (c) The Sub-advisor Subadviser has delivered to the Advisor Adviser and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; SEC and (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “"Code”"); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Subadviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust and the Adviser hereby appoints and employs the Sub-advisoremploy Subadviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the in each Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Subadviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Subadviser copies of (i) the Trust’s Declaration of Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter Organic Documents”), (ii) the Trust’s current Prospectus and Statement of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) , all exhibits thereto, and all amendments thereto filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and or the 1940 ActAct (the “Registration Statement”), (iii) the Trust’s current Prospectuses and Statements of Additional Information of each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a collectively, as currently in effect and as amended or supplemented, the “Service PlanProspectus”); , and (iv) all procedures adopted by the Trust with respect to the Fundany Fund (i.e., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisor: Subadviser (x) a certified copy of the resolution of the Board appointing the Sub-advisor as a sub-advisor to the Fund Subadviser and authorizing the execution and delivery of this Agreement; , (y) a copy of all proxy statements and related materials relating to the any Fund; , and (z) any other documents, materials or information that the Sub-advisor Subadviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. The Trust shall furnish to the Subadviser a copy of each amendment of or supplement to the foregoing promptly after the adoption of each amendment or supplement. (c) The Sub-advisor Subadviser has delivered to the Advisor Adviser and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; SEC and (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Subadviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control supervision of the Board of Trustees of the Trust (“Board”), to manage the investment and reinvestment of the assets of all or a portion of in the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, and to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor has delivered Trust shall deliver to the Sub-advisor Adviser copies of of: (i) the Trust’s Declaration of Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter Organic Documents”), ; (ii) the Trust’s current Prospectus Registration Statement and Statement of Additional Information for all amendments thereto with respect to the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and or the 1940 Act, Act (the “Registration Statement”); (iii) the Trust’s current Prospectuses and Statements of Additional Information of the Fund (collectively, as currently in effect and as amended or supplemented, the “Prospectus”); (iv) each plan of distribution or similar document documents adopted by the Trust with respect to on behalf of the Fund under Rule 12b-1 under of the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to on behalf of the Fund (each a “Service Plan”)Fund; and (ivv) all written policies and procedures adopted by the Trust with respect to the FundFund that are relevant to the services provided by the Adviser (e.g., repurchase agreement procedures, Rule 17a-7 Procedures and Rule 17e-1 Procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoingforegoing (collectively the “Procedures”). The Advisor Trust shall deliver to the Sub-advisorAdviser: (xv) a certified copy of the resolution of the Board Board, including a majority of the Trustees who are not interested persons (as defined in the 1940 Act), appointing the Sub-advisor as a sub-advisor to the Fund Adviser and authorizing the execution any subadviser and delivery of approving this AgreementAgreement and any subadvisory agreement; (yw) a certified copy of the resolution of the Fund’s shareholder(s), if applicable, appointing the Adviser and each subadviser; (x) a copy of all proxy statements and related materials relating to the Fund; and (y) a certified copy of the resolution of the Trust electing the officers of the Trust; and (z) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor has delivered Adviser shall deliver to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); ) and (iii) a copy of its written compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statementprogram. The Sub-advisor Adviser shall promptly furnish the Advisor and Trust with all amendments of and or supplements to the foregoing at least annuallyforegoing.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Adviser hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the each Fund allocated by the Advisor Adviser to the Sub-advisor Adviser from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor has delivered to the Sub-advisor Adviser has received copies of (i) the Trust’s Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter Documents”), (ii) the Trust’s current Prospectus Prospectuses and Statement Statements of Additional Information for the each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”)amended, and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the each Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”)Fund; and (iv) all procedures adopted by the Trust with respect to the each Fund, and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor Adviser shall deliver to the Sub-advisorAdviser: (x) a copy of the resolution resolutions of the Board appointing the Sub-advisor Adviser as a sub-advisor adviser to the each Fund and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the each Fund; and (z) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Adviser has delivered to the Advisor Adviser and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statementRegistration Statement. The Sub-advisor Adviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the in each Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Adviser copies of of: (i) the Trust’s Declaration of 's Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), ; (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"); (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for the of each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”"Prospectus"); and (iv) all procedures adopted by the Trust with respect to the FundFunds (i.e., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisorAdviser: (x) a certified copy of the resolution of the Board of Trustees of the Trust (the "Board") appointing the Sub-advisor as a sub-advisor to the Fund Adviser and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the FundFunds; and (z) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Adviser has delivered delivered, or will deliver within 45 days, to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “"Code”"); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Adviser shall promptly furnish the Advisor and Trust with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor hereby appoints and employs the Sub-advisor, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor has delivered to the Sub-advisor copies of (i) the Trust’s Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter Documents”), (ii) the Trust’s current Prospectus prospectuses and Statement statements of Additional Information additional information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”); and (iv) all procedures adopted by the Trust with respect to the FundFund , and shall promptly furnish the Sub-advisor with all amendments of or supplements to the foregoing. The Advisor shall deliver to the Sub-advisor: (x) a copy of the resolution of the Board appointing the Sub-advisor as a sub-advisor to the Fund and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information that the Sub-advisor shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy policies and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Adviser hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor Adviser to the Sub-advisor Adviser from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor has delivered to the Sub-advisor Adviser has received copies of (i) the Trust’s Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter Documents”), (ii) the Trust’s current Prospectus Prospectuses and Statement Statements of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”)amended, and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”)Fund; and (iv) all procedures adopted by the Trust with respect to the Fund, and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor Adviser shall deliver to the Sub-advisorAdviser: (x) a copy of the resolution resolutions of the Board appointing the Sub-advisor Adviser as a sub-advisor adviser to the Fund and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Adviser has delivered to the Advisor Adviser and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statementRegistration Statement. The Sub-advisor Adviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust and the Adviser hereby appoints and employs the Sub-advisoremploy Subadviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the in each Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Subadviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Subadviser copies of (i) the Trust’s Declaration of 's Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), (ii) the Trust’s 's Registration Statement, all exhibits thereto, and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"), (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for the of each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”"Prospectus"), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”); and (iv) all procedures adopted by the Trust with respect to the Fundany Fund (I.E., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisor: Subadviser (x) a certified copy of the resolution of the Board appointing the Sub-advisor as a sub-advisor to the Fund Subadviser and authorizing the execution and delivery of this Agreement; , (y) a copy of all proxy statements and related materials relating to the any Fund; , and (z) any other documents, materials or information that the Sub-advisor Subadviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. The Trust shall furnish to the Subadviser a copy of each amendment of or supplement to the foregoing promptly after the adoption of each amendment or supplement. (c) The Sub-advisor Subadviser has delivered to the Advisor Adviser and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; SEC and (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “"Code”"); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Subadviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints ALPS, and employs the Sub-advisor, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoingALPS hereby agrees, to provide other services a qualified person to serve as specified herein. The Sub-advisor accepts this employment and agrees the Principal Financial Officer (“PFO”) to render its services the Fund for the compensation period and on the terms and conditions set forth hereinin this Agreement. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor ALPS copies of of: (i) the Trust’s Declaration of Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter Organizational Documents”), ; (ii) the TrustFund’s current Prospectus and Statement of Additional Information for the Fund (collectivelyregistration statement, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities 1933 Act”), and the 1940 Act, Act (the “Registration Statement”); (iii) the Fund’s current prospectus and statement of additional information (collectively, as currently in effect and as amended or supplemented, the “Prospectus” or “SAI,” as the case may be, or the “Disclosure Documents”); (iv) each plan of distribution or similar document that may be adopted by the Trust with respect to on behalf of the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service services plan or similar document adopted by the Trust with respect to on behalf of the Fund (each a “Service Plan”); and (ivv) all policies, programs and procedures adopted by the Trust with respect to the Fund, and shall promptly furnish the Sub-advisor ALPS with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisor: (x) ALPS a certified copy of the resolution of the Board of Trustees of the Trust (the “Board”) appointing the Sub-advisor as a sub-advisor to the Fund ALPS hereunder and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating . In addition, the Trust shall deliver, or cause to the Fund; and (z) deliver, to ALPS upon ALPS’ reasonable request any other documents, materials or information documents that the Sub-advisor shall reasonably request to would enable it ALPS to perform its duties pursuant to the services described in this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the in each Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Adviser copies of of: (i) the Trust’s Declaration of 's Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), ; (ii) the Trust’s 's Registration Statement and all amendments thereto with respect to each Fund filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"); (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for the of each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”"Prospectus"); and (iv) all procedures adopted by the Trust with respect to the Fundeach Fund (e.g., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisorAdviser: (x) a certified copy of the resolution of the Board of Trustees of the Trust (the "Board") appointing the Sub-advisor as a sub-advisor to the Fund Adviser and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements statements, periodic reports and related materials relating to the each Fund; and (z) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Adviser has delivered delivered, or will deliver within 45 days, to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “"Code”"); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Adviser shall promptly furnish the Advisor and Trust with all amendments of and or supplements to the foregoing as required by Rule 17j-1, and in any event at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Adviser hereby appoints and employs the Sub-advisorSubadviser, subject to the direction and control of the BoardBoard and subject to the oversight of the Adviser, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, Allocated Assets to provide other services as specified herein. The Sub-advisor Subadviser accepts this employment appointment and agrees to render its services for the compensation set forth herein. To the extent practical, the Adviser will seek to provide 30 days prior notice before any material reallocation of assets away from the Subadviser. The Subadviser shall discharge the foregoing responsibilities in compliance with the objectives, policies, and limitations for the Fund set forth in the Trust's current registration statement as amended from time to time and applicable laws and regulations and in compliance with any guidelines set by the Adviser from time to time provided such guidelines also are in compliance with the foregoing. (b) In connection therewith, the Advisor Adviser has delivered to the Sub-advisor Subadviser copies of (i) the Trust’s Declaration of 's Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"), (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”"Prospectus"), and the 1940 Act, (iiiiv) each plan of distribution or similar document adopted by the Trust with respect to on behalf of the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to on behalf of the Fund (each a “Service Plan”)Fund; and (ivv) all policies and procedures adopted by the Trust with respect to the FundFund (e.g., repurchase agreement procedures, Rule 17a-7 Procedures and Rule 17e-1 Procedures), and shall promptly furnish the Sub-advisor Subadviser with all amendments of or supplements to the foregoing. The Advisor Adviser shall deliver to the Sub-advisorSubadviser: (x1) a certified copy of the resolution of the Board Board, including a majority of the Trustees who are not interested persons (as defined in the 0000 Xxx) appointing the Sub-advisor as a sub-advisor to Adviser and Subadviser and approving the Fund Trust's advisory agreement with the Adviser and authorizing the execution and delivery of this Agreement; (y2) a certified copy of the resolution of the Fund's shareholder(s), if applicable, appointing the Adviser and Subadviser; (3) a copy of all proxy statements and related materials relating to the Fund; and (z4) a certified copy of the resolution from the Trust and the Adviser identifying the officers of the Adviser and/or the Trust; and (5) any other documents, materials or information that the Sub-advisor Subadviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Subadviser has delivered to the Advisor Adviser and the Trust a copy of: its (i) a copy of its Form ADV as most recently filed with the SEC; , (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “"Code”); ") and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in program that meets the Trust’s registration statementrequirements of the federal securities laws. The Sub-advisor Subadviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and or supplements to the foregoing at least annuallyforegoing.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Fund hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control of the Fund’s Board of Trustees (“Board”), to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, and to provide other services as specified herein. The Sub-advisor Adviser accepts this employment appointment and agrees to render its services for the compensation set forth herein. The Adviser shall for all purposes herein be an independent contractor and shall, unless otherwise expressly provided or authorized, have no authority to act for or be an agent of the Fund. (b) In connection therewith, the Advisor has delivered Fund shall deliver to the Sub-advisor Adviser copies of of: (i) the TrustFund’s Agreement and Declaration of Trust and Bylaws By-laws (collectively, as currently in effect and as amended from time to time, the “Charter Organic Documents”), ; (ii) the TrustFund’s current registration statement; (iii) the Fund’s current Prospectus and Statement of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities ActProspectus”); (iv) any shareholder service plan, and the 1940 Act, (iii) each distribution plan of distribution or similar document documents adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”collectively, and as may be amended from time to time); and (ivv) all written policies and procedures adopted by the Trust with respect Fund that are relevant to the Fundservices provided by the Adviser (e.g., repurchase agreement procedures, Rule 17a-7 Procedures and shall promptly furnish Rule 17e-1 Procedures, collectively, as currently in effect and as amended for time to time, the Sub-advisor with all amendments of or supplements to the foregoing“Procedures”). The Advisor Fund shall also deliver to the Sub-advisorAdviser: (xvi) a certified copy of the resolution of the Board Board, including a majority of the Trustees who are not interested persons, appointing the Sub-advisor as Adviser and any subadviser (each a sub-advisor “Subadviser”) and approving this Agreement and any subadvisory agreement relating to the Fund and authorizing the execution and delivery of this (each, a “Subadvisory Agreement”); (yvii) a certified copy of the resolutions of the Fund’s shareholder(s), if applicable, appointing the Adviser and each Subadviser; (viii) a copy of all proxy statements and related materials relating to the Fund; (ix) a certified copy of the resolution of the Board electing the officers of the Fund; and (zx) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. The Fund shall furnish the Adviser with all amendments of or supplements to the foregoing except, in the case of item (x) the Fund provide only those amendments or supplements requested. (c) The Sub-advisor Adviser has delivered to the Advisor and the Trust Fund a copy of its: (i) a copy of its Form ADV as most recently filed with the SEC; , (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); ) and (iii) a copy of its compliance manual policies and procedures adopted and implemented by the Adviser pursuant to applicable regulations, including its proxy voting Rule 206(4)-7 under the Advisers Act (such compliance policies and procedures, which proxy voting policy and procedures will be included in collectively, the Trust’s registration statement“Compliance Manual”). The Sub-advisor Fund acknowledges receipt of the Adviser’s Form ADV, Code, and Compliance Manual. The Adviser shall promptly furnish the Advisor and Trust Fund with all amendments of and or supplements to the foregoing at least annuallyforegoing.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control supervision of the Board of Trustees of the Trust (the “Board”), to manage the investment and reinvestment of the assets of all or a portion of in the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, and to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor has delivered Trust shall deliver to the Sub-advisor Adviser copies of of: (i) the Trust’s Declaration of Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter Documents”), Bylaws; (ii) the Trust’s current Prospectus Registration Statement and Statement of Additional Information for all amendments thereto with respect to the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities 1933 Act”), and or the 1940 Act, Act (the “Registration Statement”); (iii) the Trust’s current Prospectuses and Statements of Additional Information of the Fund (collectively, as currently in effect and as amended or supplemented, the “Prospectus”); (iv) each plan of distribution or similar document documents adopted by the Trust with respect to on behalf of the Fund under Rule 12b-1 under of the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to on behalf of the Fund (each a “Service Plan”)Fund; and (ivv) all written policies and procedures adopted by the Trust with respect to the FundFund that are relevant to the services provided by the Adviser (e.g., repurchase agreement procedures, Rule 17a-7 Procedures and Rule 17e-1 Procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor In addition, the Trust shall deliver to the Sub-advisorAdviser: (x1) a certified copy of the resolutions of the Board, including a majority of the Trustees who are not interested persons (as defined in the 1940 Act), appointing the Adviser and any subadviser and approving this Agreement and any subadvisory agreement; (2) a certified copy of the resolution of the Board Fund’s shareholder(s), if applicable, appointing the Sub-advisor as a sub-advisor to the Fund Adviser and authorizing the execution and delivery of this Agreementeach subadviser; (y3) a copy of all proxy statements and related materials relating to the Fund; (4) a certified copy of the resolution of the Trust electing the officers of the Trust; and (z5) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. The Trust will promptly furnish the Adviser with all amendments of or supplements to the foregoing except, in the case of item (5) the Trust will provide only those amendments or supplements requested. (c) The Sub-advisor Adviser has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “CodeCode of Ethics”); (ii) a copy of its Certificate of Formation and Limited Liability Company Operating Agreement; (iii) a copy of its compliance manual pursuant to applicable regulationsadopted under Rule 206(4)-7 under the Investment Advisers Act of 1940 (“Advisers Act”); and (iv) a copy of its Form ADV Part I and, including its proxy voting policies and proceduresif applicable, which proxy voting policy and procedures will be included in Form ADV Part II as filed with the Trust’s registration statementSEC. The Sub-advisor Adviser shall promptly furnish the Advisor and Trust with all amendments of and or supplements to any of the foregoing at least annuallyforegoing. The Adviser also deliver to the Trust any other documents, materials or information that the Trust shall reasonably request.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints FFS, and employs the Sub-advisor, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoingFFS hereby agrees, to provide other services a Chief Compliance Officer ("CCO"), as specified herein. The Sub-advisor accepts this employment and agrees described in Rule 38a-1 of the 1940 Act ("Rule 38a-1"), to render its services the Trust for the compensation period and on the terms and conditions set forth hereinin this Agreement. (b) In connection therewithherewith, the Advisor Trust has delivered to the Sub-advisor FFS copies of of: (i) the Trust’s 's Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter "Organizational Documents”"), ; (ii) the Trust’s 's current Registration Statement, as amended or supplemented, filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"); (iii) the Trust's current Prospectus and Statement of Additional Information for the of each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933"Prospectus" or "SAI", as amended the case may be, or the "Disclosure Documents"); (the “Securities Act”), and the 1940 Act, (iiiiv) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “"Plan”") and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “"Service Plan”"); (v) copies of the Fund's current annual and semi-annual reports to shareholders; and (ivvi) all policies, programs and procedures adopted by the Trust with respect to the FundFunds (e.g., repurchase agreement procedures), and shall promptly furnish the Sub-advisor FFS with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisor: (x) FFS a certified copy of the resolution of the Board of Trustees of the Trust (the "Board") appointing the Sub-advisor as a sub-advisor to the Fund FFS hereunder and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information that the Sub-advisor shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control supervision of the Board of Trustees of the Trust (“Board”), to manage the investment and reinvestment of the assets of all or a portion of in the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, and to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor has delivered Trust shall deliver to the Sub-advisor Adviser copies of of: (i) the Trust’s Declaration of Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter Organic Documents”), ; (ii) the Trust’s current Prospectus Registration Statement and Statement of Additional Information for all amendments thereto with respect to the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and or the 1940 Act, Act (the “Registration Statement”); (iii) the Trust’s current Prospectuses and Statements of Additional Information of the Fund (collectively, as currently in effect and as amended or supplemented, the “Prospectus”); (iv) each plan of distribution or similar document documents adopted by the Trust with respect to on behalf of the Fund under Rule 12b-1 under of the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to on behalf of the Fund (each a “Service Plan”)Fund; and (ivv) all written policies and procedures adopted by the Trust with respect to the FundFund that are relevant to the services provided by the Adviser (e.g., repurchase agreement procedures, Rule 17a-7 Procedures and Rule 17e-1 Procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoingforegoing (collectively the “Procedures”). The Advisor Trust shall deliver to the Sub-advisorAdviser: (xv) a certified copy of the resolution of the Board Board, including a majority of the Trustees who are not interested persons (as defined in the 1940 Act), appointing the Sub-advisor as a sub-advisor to the Fund Adviser and authorizing the execution any subadviser and delivery of approving this AgreementAgreement and any subadvisory agreement; (yw) a certified copy of the resolution of the Fund’s shareholder(s), if applicable, appointing the Adviser and each subadviser; (x) a copy of all proxy statements and related materials relating to the Fund; and (y) a certified copy of the resolution of the Trust electing the officers of the Trust; and (z) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Adviser has delivered delivered, or will deliver within 45 days, to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Adviser shall promptly furnish the Advisor and Trust with all amendments of and or supplements to the foregoing at least annuallyforegoing.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor hereby appoints and employs the Sub-advisor, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor has delivered to the Sub-advisor copies of (i) the Trust’s Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter Documents”), (ii) the Trust’s current Prospectus and Statement of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”); and (iv) all procedures adopted by the Trust with respect to the Fund, and shall promptly furnish the Sub-advisor with all amendments of or supplements to the foregoing. The Advisor shall deliver to the Sub-advisor: (x) a copy of the resolution of the Board appointing the Sub-advisor as a sub-advisor to the Fund and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information that the Sub-advisor shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statementRegistration Statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of of, and supplements to to, the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Adviser hereby appoints and employs the Sub-advisorSubadviser, subject to the direction and control of the BoardBoard and subject to the oversight of the Adviser, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, Allocated Assets and to provide other services as specified herein. The Sub-advisor Subadviser accepts this employment appointment and agrees to render its services for the compensation set forth herein. To the extent practical, the Adviser will seek to provide 3 days prior notice before any material allocation of assets away from or to the Subadviser. The Subadviser shall discharge the foregoing responsibilities in compliance with the objectives, policies, and limitations for the Fund set forth in the Trust's current registration statement as amended from time to time and applicable laws and regulations and in compliance with investment objectives and guidelines agreed to by the Subadviser and the Adviser from time to time provided such guidelines also are in compliance with the foregoing. (b) In connection therewith, the Advisor Adviser has delivered to the Sub-advisor Subadviser copies of (i) the Trust’s Declaration of 's Trust and Bylaws (collectively, as amended from time to time, the “Charter Documents”)Instrument, (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"), (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”"Prospectus"), and the 1940 Act, (iiiiv) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) all policies and each current shareholder service plan or similar document procedures adopted by the Trust with respect to the Fund (each a “Service Plan”e.g., repurchase agreement procedures, Rule 17a-7 Procedures and Rule 17e-1 Procedures); and (iv) all procedures adopted by the Trust with respect to the Fund, and shall promptly furnish the Sub-advisor Subadviser with all amendments of or supplements to the foregoing. The Advisor Adviser shall deliver to the Sub-advisorSubadviser: (x1) a certified copy of the resolution of the Board Board, including a majority of the Trustees who are not interested persons (as defined in the 0000 Xxx) appointing the Sub-advisor as a sub-advisor to Adviser and Subadviser and approving the Fund Trust's advisory agreement with the Adviser and authorizing the execution and delivery of this Agreement; (y2) a certified copy of the resolution of the Fund's shareholder(s), if applicable, appointing the Adviser and Subadviser; (3) a copy of all applicable proxy statements and related materials relating to the Fund; and (z4) a certified copy of the resolution from the Trust and/or the Adviser identifying the respective officers; and (5) any other documents, materials or information that the Sub-advisor Subadviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Subadviser has delivered to the Advisor Adviser and the Trust a copy of: its (i) a copy of its Form ADV as most recently filed with the SEC; SEC and any applicable brochure supplements, (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “"Code”); ") and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in program that meets the Trust’s registration statementrequirements of the federal securities laws. The Sub-advisor Subadviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and or supplements to the foregoing at least annuallyforegoing.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control supervision of the Board of Trustees of the Trust (the "Board"), to manage the investment and reinvestment of the assets of all or a portion of in the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, and to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor has delivered Trust shall deliver to the Sub-advisor Adviser copies of of: (i) the Trust’s Declaration of 's Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter Documents”), Bylaws; (ii) the Trust’s 's Registration Statement and all amendments thereto with respect to the Fund filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"); (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for of the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission "Prospectus"); (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iiiiv) each plan of distribution or similar document documents adopted by the Trust with respect to on behalf of the Fund under Rule 12b-1 under of the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to on behalf of the Fund (each a “Service Plan”)Fund; and (ivv) all written policies and procedures adopted by the Trust with respect to the FundFund that are relevant to the services provided by the Adviser (e.g., repurchase agreement procedures, Rule 17a-7 Procedures and Rule 17e-1 Procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor In addition, the Trust shall deliver to the Sub-advisorAdviser: (xv) a certified copy of the resolution of the Board Board, including a majority of the Trustees who are not interested persons (as defined in the 1940 Act), appointing the Sub-advisor as a sub-advisor to the Fund Adviser and authorizing the execution any subadviser and delivery of approving this AgreementAgreement and any subadvisory agreement; (yw) a certified copy of the resolution of the Fund's shareholder(s), if applicable, appointing the Adviser and each subadviser; (x) a copy of all proxy statements and related materials relating to the Fund; (y) a certified copy of the resolution of the Trust electing the officers of the Trust; and (z) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Adviser has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”"Code of Ethics"); (ii) a copy of its Certificate of Formation and Limited Liability Company Operating Agreement; (iii) a copy of its compliance manual pursuant to applicable regulations, including manual; and (iv) a copy of its proxy voting policies and procedures, which proxy voting policy and procedures will be included in Form ADV Part I as filed with the Trust’s registration statementSEC. The Sub-advisor Adviser shall promptly furnish the Advisor and Trust with all amendments of and or supplements to any of the foregoing at least annuallyforegoing.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust, on behalf of the Funds, hereby appoints Forum to act as, and employs Forum agrees to act as, (i) transfer agent for the Subauthorized and issued shares of beneficial interest of the Trust representing interests in each of the respective Funds and Classes thereof ("Shares"), (ii) dividend disbursing agent and (iii) agent in connection with any accumulation, open-advisor, subject account or similar plans provided to the direction and control registered owners of shares of any of the Board, to manage Funds ("Shareholders") and set out in the investment currently effective prospectuses and reinvestment statements of additional information of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assetsapplicable Fund, the “Portfolio”) andincluding, without limiting the generality of the foregoinglimitation, to provide other services as specified herein. The Sub-advisor accepts this employment and agrees to render its services for the compensation set forth hereinany periodic investment plan or periodic withdrawal program. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Forum copies of of: (i) the Trust’s 's Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), ; (ii) the Trust’s 's current Prospectus and Statement of Additional Information for the of each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”"Prospectus"), and the 1940 Act, ; (iii) each current plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 ("Plan") under the Investment Company Act of 1940, as amended (the "1940 Act (each a “Plan”Act") and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “"Service Plan”"); and (iv) all applicable procedures adopted by the Trust with respect to the FundFunds, and shall promptly furnish the Sub-advisor Forum with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisor: (x) Forum a certified copy of the resolution of the Board of Trustees of the Trust (the "Board") appointing the Sub-advisor as a sub-advisor to the Fund Forum and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information . Forum recognizes that the Sub-advisor shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor has delivered to the Advisor Trust's Registration Statement and the Trust (i) a copy of its Form ADV as most recently amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC; ") pursuant to the Securities Act of 1933, as amended (iithe"Securities Act") a copy of its code of ethics complying with the requirements of Rule 17j-1 under and the 1940 Act (may be obtained from the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annuallySEC archives.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Adviser hereby appoints and employs the Sub-advisorSubadviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, Allocated Assets to provide other services as specified herein. The Sub-advisor Subadviser accepts this employment appointment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Adviser has delivered to the Sub-advisor Subadviser copies of (i) the Trust’s Declaration of Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter Organic Documents”), (ii) the Trust’s current Prospectus Registration Statement and Statement of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) all amendments thereto filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and or the 1940 ActAct (the “Registration Statement”), (iii) the Trust’s current Prospectuses and Statements of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Prospectus”), (iv) each plan of distribution or similar document adopted by the Trust with respect to on behalf of the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to on behalf of the Fund (each a “Service Plan”)Fund; and (ivv) all policies and procedures adopted by the Trust with respect to the FundFund (e.g., repurchase agreement procedures, Rule 17a-7 Procedures and Rule 17e-1 Procedures), and shall promptly furnish the Sub-advisor Subadviser with all amendments of or supplements to the foregoing. The Advisor Adviser shall deliver to the Sub-advisorSubadviser: (xv) a certified copy of the resolution of the Board Board, including a majority of the Trustees who are not interested persons (as defined in the 0000 Xxx) appointing the Sub-advisor as a sub-advisor to Adviser and Subadviser and approving the Fund Trust’s advisory agreement with the Adviser and authorizing the execution and delivery of this Agreement; (yw) a certified copy of the resolution of the Fund’s shareholder(s), if applicable, appointing the Adviser and Subadviser; (x) a copy of all proxy statements and related materials relating to the Fund; and (y) a certified copy of the resolution from the Trust and the Adviser identifying the officers of the Adviser and/or the Trust; and (z) any other documents, materials or information that the Sub-advisor Subadviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Subadviser has delivered to the Advisor Adviser and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; SEC and (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Subadviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and or supplements to the foregoing at least annuallyforegoing.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Adviser hereby appoints and employs the Sub-advisorSubadviser, subject to the direction and control of the BoardBoard and subject to the oversight of the Adviser, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, Allocated Assets and to provide other services as specified herein. The Sub-advisor Subadviser accepts this employment appointment and agrees to render its services for the compensation set forth herein. To the extent practical, the Adviser will seek to provide 3 days prior notice before any material allocation of assets away from or to the Subadviser. The Subadviser shall discharge the foregoing responsibilities in compliance with the objectives, policies, and limitations for the Fund set forth in the Trust’s current registration statement as amended from time to time and applicable laws and regulations and in compliance with investment objectives and guidelines agreed to by the Subadviser and the Adviser from time to time provided such guidelines also are in compliance with the foregoing. (b) In connection therewith, the Advisor Adviser has delivered to the Sub-advisor Subadviser copies of (i) the Trust’s Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter Documents”)Instrument, (ii) the Trust’s current Prospectus Registration Statement and Statement of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) all amendments thereto filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and or the 1940 ActAct (the “Registration Statement”), (iii) each plan the Trust’s current Prospectuses and Statements of distribution or similar document adopted by the Trust with respect to Additional Information for the Fund under Rule 12b-1 under (collectively, as currently in effect and as amended or supplemented, the 1940 Act “Prospectus”), and (each a “Plan”iv) all policies and each current shareholder service plan or similar document procedures adopted by the Trust with respect to the Fund (each a “Service Plan”e.g., repurchase agreement procedures, Rule 17a-7 Procedures and Rule 17e-1 Procedures); and (iv) all procedures adopted by the Trust with respect to the Fund, and shall promptly furnish the Sub-advisor Subadviser with all amendments of or supplements to the foregoing. The Advisor Adviser shall deliver to the Sub-advisorSubadviser: (x1) a certified copy of the resolution of the Board Board, including a majority of the Trustees who are not interested persons (as defined in the 1000 Xxx) appointing the Sub-advisor as a sub-advisor to Adviser and Subadviser and approving the Fund Trust’s advisory agreement with the Adviser and authorizing the execution and delivery of this Agreement; (y2) a certified copy of the resolution of the Fund’s shareholder(s), if applicable, appointing the Adviser and Subadviser; (3) a copy of all applicable proxy statements and related materials relating to the Fund; and (z4) a certified copy of the resolution from the Trust and/or the Adviser identifying the respective officers; and (5) any other documents, materials or information that the Sub-advisor Subadviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Subadviser has delivered to the Advisor Adviser and the Trust a copy of: its (i) a copy of its Form ADV as most recently filed with the SEC; SEC and any applicable brochure supplements, (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); ) and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in program that meets the Trust’s registration statementrequirements of the federal securities laws. The Sub-advisor Subadviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and or supplements to the foregoing at least annuallyforegoing.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the in each Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Adviser copies of of: (i) the Trust’s Declaration of 's Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), ; (ii) the Trust’s 's Registration Statement and all amendments thereto with respect to each Fund filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"); (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for the of each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”"Prospectus"); and (iv) all procedures adopted by the Trust with respect to the Fundeach Fund (i.e., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisorAdviser: (x) a certified copy of the resolution of the Board of Trustees of the Trust (the "Board") appointing the Sub-advisor as a sub-advisor to the Fund Adviser and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the each Fund; and (z) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Adviser has delivered delivered, or will deliver within 45 days, to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “"Code”"); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Adviser shall promptly furnish the Advisor and Trust with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Adviser hereby appoints and employs the Sub-advisorSubadviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of in the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Subadviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Adviser has delivered to the Sub-advisor Subadviser copies of (i) the Trust’s Declaration of 's Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"), (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”"Prospectus"), and the 1940 Act, (iiiiv) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “"Plan”") and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “"Service Plan”"); and (ivv) all procedures adopted by the Trust with respect to the FundFund (i.e., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Subadviser with all amendments of or supplements to the foregoing. The Advisor Adviser shall deliver to the Sub-advisorSubadviser: (x) a certified copy of the resolution of the Board appointing the Sub-advisor as a sub-advisor to the Fund Subadviser and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information that the Sub-advisor Subadviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Subadviser has delivered to the Advisor Adviser and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; SEC and (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “"Code”"); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Subadviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Adviser hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of in the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. . (b) The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (bc) In connection therewith, the Advisor Adviser has delivered to the Sub-advisor Adviser copies of (i) the TrustFund’s Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter Documents”), (ii) the TrustFund’s current Prospectus Prospectuses and Statement Statements of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 IC Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”); and (iv) all procedures adopted by the Trust Fund with respect to the FundFund (e.g., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor Adviser shall deliver to the Sub-advisorAdviser: (x) a certified copy of the resolution of the Board appointing the Sub-advisor as a sub-advisor to the Fund Adviser and authorizing the execution and delivery of this Sub-Advisory Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Sub-Advisory Agreement. (cd) The Sub-advisor Adviser has delivered to the Advisor Adviser and the Trust Fund (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 IC Act (the “CodeCode of Ethics”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the TrustFund’s registration statement. The Sub-advisor Adviser shall promptly furnish the Advisor Adviser and Trust Fund with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdvisor, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the in each Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Advisor accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Advisor copies of of: (i) the Trust’s Declaration of 's Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), ; (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"); (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for the of each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”"Prospectus"); and (iv) all procedures adopted by the Trust with respect to the FundFunds (i.e., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Advisor with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisorAdvisor: (x) a certified copy of the resolution of the Board of Trustees of the Trust (the "Board") appointing the Sub-advisor as a sub-advisor to the Fund Advisor and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the FundFunds; and (z) any other documents, materials or information that the Sub-advisor Advisor shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Advisor has delivered delivered, or will deliver within 45 days, to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “"Code”"); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Advisor shall promptly furnish the Advisor and Trust with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Fund hereby appoints ALPS, and employs the Sub-advisor, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoingALPS hereby agrees, to provide other services a qualified person to serve as specified herein. The Sub-advisor accepts this employment and agrees the Fund’s Principal Financial Officer (“PFO”), to render its services the Fund for the compensation period and on the terms and conditions set forth hereinin this Agreement. (b) In connection therewith, the Advisor Fund has delivered to the Sub-advisor ALPS copies of of: (i) the TrustFund’s Declaration Articles of Trust Incorporation and Bylaws (collectively, as amended from time to time, the “Charter Organizational Documents”), ; (ii) the TrustFund’s current Prospectus and Statement of Additional Information for the Fund (collectivelyRegistration Statement, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and or the 1940 Act, Act (the “Registration Statement”); (iii) the Fund’s current Prospectus and Statement of Additional Information (collectively, as currently in effect and as amended or supplemented, the “Prospectus” or “SAI”, as the case may be, or the “Disclosure Documents”); (iv) each plan of distribution or similar document that may be adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”); and (ivv) all policies, programs and procedures adopted by the Trust Fund with respect to the FundFunds, and shall promptly furnish the Sub-advisor ALPS with all amendments of or supplements to the foregoing. The Advisor Fund shall deliver to the Sub-advisor: (x) ALPS a certified copy of the resolution of the Board appointing the Sub-advisor as a sub-advisor to of Trustees of the Fund (the “Board”) appointing ALPS hereunder and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating . In addition, the Fund shall deliver, or cause to the Fund; and (z) deliver, to ALPS upon ALPS’s reasonable request any other documents, materials or information documents that the Sub-advisor shall reasonably request to would enable it ALPS to perform its duties pursuant to the services described in this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Adviser hereby appoints and employs the Sub-advisorSubadviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, Allocated Assets to provide other services as specified herein. The Sub-advisor Subadviser accepts this employment appointment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Adviser has delivered to the Sub-advisor Subadviser copies of (i) the Trust’s Declaration of Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter Organic Documents”), (ii) the Trust’s current Prospectus Registration Statement and Statement of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) all amendments thereto filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and or the 1940 ActAct (the “Registration Statement”), (iii) the Trust’s current Prospectuses and Statements of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Prospectus”), (iv) each plan of distribution or similar document adopted by the Trust with respect to on behalf of the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to on behalf of the Fund (each a “Service Plan”)Fund; and (ivv) all policies and procedures adopted by the Trust with respect to the FundFund (e.g., repurchase agreement procedures, Rule 17a-7 Procedures and Rule 17e-1 Procedures), and shall promptly furnish the Sub-advisor Subadviser with all amendments of or supplements to the foregoing. The Advisor Adviser shall deliver to the Sub-advisorSubadviser: (xvi) a certified copy of the resolution of the Board Board, including a majority of the Trustees who are not interested persons (as defined in the 0000 Xxx) appointing the Sub-advisor as a sub-advisor to Adviser and Subadviser and approving the Fund Trust’s advisory agreement with the Adviser and authorizing the execution and delivery of this Agreement; (yvii) a certified copy of the resolution of the Fund’s shareholder(s), if applicable, appointing the Adviser and Subadviser; (viii a copy of all proxy statements and related materials relating to the Fund; and (zix) a certified copy of the resolution from the Trust and the Adviser identifying the officers of the Adviser and/or the Trust; and (x) any other documents, materials or information that the Sub-advisor Subadviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Subadviser has delivered to the Advisor Adviser and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; SEC and (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Subadviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and or supplements to the foregoing at least annuallyforegoing.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints ALPS, and employs the Sub-advisor, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoingALPS hereby agrees, to provide other services a qualified person to serve as specified herein. The Sub-advisor accepts this employment and agrees the Principal Financial Officer (“PFO”) to render its services the Funds for the compensation period and on the terms and conditions set forth hereinin this Agreement. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor ALPS copies of of: (i) the Trust’s Declaration of Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter Organizational Documents”), ; (ii) the Trust’s Funds’ current Prospectus and Statement of Additional Information for the Fund (collectivelyregistration statement, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities 1933 Act”), and the 1940 Act, Act (the “Registration Statement”); (iii) the Funds’ current prospectus and statement of additional information (collectively, as currently in effect and as amended or supplemented, the “Prospectus” or “SAI,” as the case may be, or the “Disclosure Documents”); (iv) each plan of distribution or similar document that may be adopted by the Trust with respect to on behalf of the Fund Funds under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service services plan or similar document adopted by the Trust with respect to on behalf of the Fund Funds (each a “Service Plan”); and (ivv) all policies, programs and procedures adopted by the Trust with respect to the FundFunds, and shall promptly furnish the Sub-advisor ALPS with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisor: (x) ALPS a certified copy of the resolution of the Board of Trustees of the Trust (the “Board”) appointing the Sub-advisor as a sub-advisor to the Fund ALPS hereunder and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating . In addition, the Trust shall deliver, or cause to the Fund; and (z) deliver, to ALPS upon ALPS’ reasonable request any other documents, materials or information documents that the Sub-advisor shall reasonably request to would enable it ALPS to perform its duties pursuant to the services described in this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Fund Company hereby appoints Foreside, and employs the Sub-advisor, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoingForeside hereby agrees, to provide other services a Chief Compliance Officer (“CCO”), as specified herein. The Subdescribed in Rule 38a-1 of the 1940 Act (“Rule 38a-1”) and an Anti-advisor accepts this employment and agrees Money Laundering Officer (“AMLO”), to render its services the Fund Company for the compensation period and on the terms and conditions set forth hereinin this Agreement. (b) In connection therewith, the Advisor Fund Company has delivered to the Sub-advisor Foreside copies of, and shall promptly furnish Foreside with all amendments of or supplements to: (i) the TrustFund Company’s Declaration Articles of Trust Incorporation and Bylaws (collectively, as amended from time to time, the “Charter Organizational Documents”), ; (ii) the TrustFund Company’s current Prospectus and Statement of Additional Information for the Fund (collectivelyRegistration Statement, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and and/or the 1940 Act, Act (the “Registration Statement”); (iii) the current Prospectus and Statement of Additional Information (collectively, as currently in effect and as amended or supplemented, the “Prospectus”) in place for each of the Funds covered by this Agreement; (iv) each plan of distribution or similar document that may be adopted by the Trust with respect to the Fund Company under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust Fund Company with respect to any or all of its Funds; (v) copies of the Fund Company’s current annual and semi-annual reports to shareholders; and (vi) all compliance and risk management policies, programs and procedures adopted by the Fund Company with respect to the Fund (each a “Service Plan”); and (iv) all procedures adopted by the Trust with respect to the Fund, and shall promptly furnish the Sub-advisor with all amendments of or supplements to the foregoingFunds. The Advisor Fund Company shall deliver to the Sub-advisor: (x) Foreside a certified copy of the resolution of the Board of Directors of the Fund Company (the “Board”) appointing the Sub-advisor as a sub-advisor to the Fund CCO and AMLO and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating . In addition, the Fund Company shall deliver, or cause to the Fund; and (z) deliver, to Foreside upon Foreside’s reasonable request any other documents, materials or information documents that the Sub-advisor shall reasonably request to would enable it Foreside to perform its duties pursuant to the services described in this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor hereby appoints and employs the Sub-advisor, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor has delivered to the Sub-advisor copies of (i) the Trust’s Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter Documents”)Bylaws, (ii) the Trust’s current Prospectus and Statement of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”)Fund; and (iv) all procedures adopted by the Trust with respect to the Fund, and shall promptly furnish the Sub-advisor with all amendments of or supplements to the foregoing. The Advisor shall deliver deliver, upon the execution of this Agreement, to the Sub-advisor: (x) a copy of the resolution of the Board appointing the Sub-advisor as a sub-advisor to the Fund and authorizing the execution and delivery of this Agreement; and (y) a copy of all proxy statements and related materials relating to the Fund; and (z) . The Advisor further agrees to deliver any other documents, materials or information with respect to the Trust or the Fund that the Sub-advisor shall reasonably request to enable request. The Advisor agrees that it to perform its duties pursuant to this Agreementshall deliver revised or amended copies of all of the foregoing documents promptly after such revisions or amendments are made. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Ethics Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy policies and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdvisers, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the in each respective Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor accepts this Advisers accept their employment and agrees to render its their services for the compensation set forth herein. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Advisers copies of of: (i) the Trust’s Declaration of 's Trust and Bylaws Instrument (collectively, as amended from time to time, the “Charter "Organic Documents”"), ; (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"); (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for the of each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission "Prospectus"); (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iiiiv) each plan of distribution or similar document (if any) adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “"Plan”") and each current shareholder service plan or similar document (if any) adopted by the Trust with respect to the Fund (each a “"Service Plan”"); and (ivv) all procedures adopted by the Trust with respect to the FundFunds (e.g., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Advisers with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisorAdvisers: (x) a copy of the resolution of the Board of Trustees of the Trust (the "Board") appointing the Sub-advisor as a sub-advisor to the Fund Advisers and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the FundFunds; and (z) any other documents, materials or information that the Sub-advisor Advisers shall reasonably request to enable it them to perform its their duties pursuant to this Agreement. (c) The Sub-advisor has Advisers have each delivered to the Advisor and the Trust (i) a copy of its their Form ADV as most recently filed with the SEC; SEC and (ii) a copy of its their code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “"Code”"); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Advisers shall promptly furnish the Advisor and Trust with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of in the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Adviser copies of of: (i) the Trust’s Declaration of Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter Organic Documents”), ; (ii) the Trust’s current Prospectus Registration Statement and Statement of Additional Information for all amendments thereto with respect to the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a the “PlanRegistration Statement”); (iii) the Trust’s current Prospectuses and each current shareholder service plan or similar document adopted by the Trust with respect to Statements of Additional Information of the Fund (each a collectively, as currently in effect and as amended or supplemented, the “Service PlanProspectus”); and (iv) all procedures adopted by the Trust with respect to the FundFund (e.g., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoingforegoing (collectively the “Procedures”). The Advisor Trust shall deliver to the Sub-advisorAdviser: (x) a certified copy of the resolution of the Board of Trustees of the Trust (the “Board”) appointing the Sub-advisor as a sub-advisor to the Fund Adviser and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Adviser has delivered delivered, or will deliver within 45 days, to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Adviser shall promptly furnish the Advisor and Trust with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the in each Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Adviser copies of of: (i) the Trust’s Declaration of 's Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), ; (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"); (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for the of each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”"Prospectus"); and (iv) all procedures adopted by the Trust with respect to the FundFunds (i.e., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisorAdviser: (x) a certified copy of the resolution of the Board of Trustees of the Trust (the "Board") appointing the Sub-advisor as a sub-advisor to the Fund Adviser and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the FundFunds; and (z) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Adviser has delivered delivered, or will deliver within 45 days, to the Advisor and the Trust Trust: (i) a copy of its Form ADV as most recently filed with the SEC; and (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “"Code”"); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Adviser shall promptly furnish the Advisor and Trust with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor hereby appoints and employs the Sub-advisor, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the each Fund allocated by the Advisor to the Sub-advisor from time to time (such assetsassets of a Fund, the a “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor has delivered to the Sub-advisor has received copies of (i) the Trust’s Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter Documents”), (ii) the Trust’s current Prospectus Prospectuses and Statement Statements of Additional Information for the each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the each Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”)Fund; and (iv) all procedures adopted by the Trust with respect to the each Fund, and shall promptly furnish the Sub-advisor with all amendments of or supplements to the foregoing. The Advisor shall deliver to the Sub-advisor: (x) a copy of the resolution resolutions of the Board appointing the Sub-advisor as a sub-advisor to the each Fund and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the each Fund; and (z) any other documents, materials or information that the Sub-advisor shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statementRegistration Statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control of the Board of Trustees of the Trust (“Board”), to manage the investment and reinvestment of the assets of all or a portion of the in each Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, and to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. The Adviser shall for all purposes herein be an independent contractor and shall, unless otherwise expressly provided or authorized, have no authority to act for or be an agent of the Trust. (b) In connection therewith, the Advisor has delivered Trust shall deliver to the Sub-advisor Adviser copies of of: (i) the Trust’s Agreement and Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter Documents”), (ii) the Trust’s current Prospectus and Statement of Additional Information for the Fund By-laws (collectively, as currently in effect and as amended or supplementedfrom time to time, “Organic Documents”); (ii) the “Trust’s current Registration Statement”) Statement filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 ActAct with respect to each Fund (as amended from time to time, the “Registration Statement”); (iii) the Trust’s current Prospectus and Statement of Additional Information of each Fund (collectively, as currently in effect and as amended or supplemented, the “Prospectus”); (iv) any shareholder service plan, distribution plan of distribution or similar document documents adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a collectively, and as may be amended from time to time, the “Service PlanPlans”); and (ivv) all written policies and procedures adopted by the Trust with respect to each Fund (e.g., repurchase agreement procedures, Rule 17a-7 Procedures and Rule 17e-1 Procedures, collectively, as currently in effect and as amended for time to time, the Fund, and “Procedures”). The Trust shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor Trust shall also deliver to the Sub-advisorAdviser: (xvi) a certified copy of the resolution of the Board Board, including a majority of the Trustees who are not interested persons of the Trust, appointing the Sub-advisor as Adviser and any subadviser (each a sub-advisor “Subadviser”) and approving this Agreement and any subadvisory agreement relating to the a Fund and authorizing the execution and delivery of this (each, a “Subadvisory Agreement”); (yvii) a certified copy of the resolution of each Fund’s shareholder(s), if applicable, appointing the Adviser; (viii) a copy of all proxy statements and related materials relating to each Fund; (ix) a certified copy of the Fundresolution of the Trust electing officers of the Trust; and (zx) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Adviser has delivered to the Advisor and the Trust a copy of its: (i) a copy of its Form ADV as most recently filed with the SEC; , (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and , (iii) a copy of its compliance manual adopted and implemented pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in Rule 206(4)-7 under the Trust’s registration statementAdvisers Act (the “Compliance Manual”). The Sub-advisor Trust acknowledges receipt of the Adviser’s Form ADV, Code and Compliance Manual. The Adviser shall promptly furnish the Advisor and Trust with all amendments of and or supplements to the foregoing at least annuallyforegoing.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the in each Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Adviser copies of of: (i) the Trust’s Declaration of 's Trust and Bylaws Instrument (collectively, as amended from time to time, the “Charter "Organic Documents”"), ; (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"); (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for the of each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission "Prospectus"); (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iiiiv) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “"Plan”") and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “"Service Plan”"); and (ivv) all procedures adopted by the Trust with respect to the FundFunds (e.g., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisorAdviser: (x) a certified copy of the resolution of the Board of Trustees of the Trust (the "Board") appointing the Sub-advisor as a sub-advisor to the Fund Adviser and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the FundFunds; and (z) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Adviser has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; SEC and (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “"Code”"); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Adviser shall promptly furnish the Advisor and Trust with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of in the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Adviser copies of of: (i) the Trust’s Declaration of 's Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), ; (ii) the Trust’s 's Registration Statement and all amendments thereto with respect to the Fund filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), and/or the 1940 Act (the "Registration Statement"); (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for of the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”"Prospectus"); and (iv) all procedures adopted by the Trust with respect to the FundFund (e.g., repurchase agreement procedures), (collectively the "Procedures") and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoingdocuments described in subparagraphs (i) through (iv.). The Advisor Trust shall deliver to the Sub-advisorAdviser: (x) a certified copy of the resolution of the Board of Trustees of the Trust (the "Board") appointing the Sub-advisor as a sub-advisor to the Fund Adviser and authorizing the execution and delivery of this Agreement and a certified copy of the minutes of the initial shareholder meeting approving this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any z)any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Adviser has delivered delivered, or will deliver within 45 days, to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “"Code”"); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Adviser shall promptly furnish the Advisor and Trust with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control supervision of the Board of Trustees of the Trust (the "Board"), to manage the investment and reinvestment of the assets of all or a portion of in the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, and to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor has delivered Trust shall deliver to the Sub-advisor Adviser copies of of: (i) the Trust’s Declaration of 's Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter Documents”), Bylaws; (ii) the Trust’s 's Registration Statement and all amendments thereto with respect to the Fund filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "1933"), or the 1940 Act (the "Registration Statement"); (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for of the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission "Prospectus"); (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iiiiv) each plan of distribution or similar document documents adopted by the Trust with respect to on behalf of the Fund under Rule 12b-1 under of the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to on behalf of the Fund (each a “Service Plan”)Fund; and (ivv) all written policies and procedures adopted by the Trust with respect to the FundFund that are relevant to the services provided by the Adviser (e.g., repurchase agreement procedures, Rule 17a-7 Procedures and Rule 17e-1 Procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor In addition, the Trust shall deliver to the Sub-advisorAdviser: (x1) a certified copy of the resolutions of the Board, including a majority of the Trustees who are not interested persons (as defined in the 1940 Act), appointing the Adviser and any subadviser and approving this Agreement and any subadvisory agreement; (2) a certified copy of the resolution of the Board Fund's shareholder(s), if applicable, appointing the Sub-advisor as a sub-advisor to the Fund Adviser and authorizing the execution and delivery of this Agreementeach subadviser; (y3) a copy of all proxy statements and related materials relating to the Fund; (4) a certified copy of the resolution of the Trust electing the officers of the Trust; and (z5) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. The Trust promptly furnish the Adviser with all amendments of or supplements to the foregoing except, in the case of item (5) the Trust provide only those amendments or supplements requested. (c) The Sub-advisor Adviser has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”"Code of Ethics"); (ii) a copy of its Certificate of Formation and Limited Liability Company Operating Agreement; (iii) a copy of its compliance manual pursuant to applicable regulationsadopted under Rule 206(4)-7 under the Investment Advisers Act of 1940 ("Advisers Act"); and (iv) a copy of its Form ADV Part I and, including its proxy voting policies and proceduresif applicable, which proxy voting policy and procedures will be included in Form ADV Part II as filed with the Trust’s registration statementSEC. The Sub-advisor Adviser shall promptly furnish the Advisor and Trust with all amendments of and or supplements to any of the foregoing at least annuallyforegoing. The Adviser also deliver to the Trust any other documents, materials or information that the Trust shall reasonably request.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Adviser hereby appoints and employs the Sub-advisoradviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor Adviser to the Sub-advisor adviser from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor adviser accepts this employment appointment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Adviser has delivered to the Sub-advisor adviser copies of of: (i) the Trust’s Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter Documents”), (ii) the Trust’s current Prospectus Prospectus(es) and Statement Statement(s) of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), ) and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”); ) and (iv) all procedures adopted by the Trust with respect to the Fund, including all amendments and shall promptly supplements to the foregoing, and the Adviser agrees during the continuance of this Agreement to furnish the Sub-advisor with all adviser copies of any amendments of or supplements to thereto at or, if applicable, before the foregoingtime the amendments or supplements become effective. The Advisor Adviser also shall promptly deliver to the Sub-advisoradviser: (x) a copy of the resolution of the Board appointing the Sub-advisor adviser as a sub-advisor adviser to the Fund and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information that the Sub-advisor adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor adviser has delivered to the Advisor Adviser and the Trust Trust: (i) a copy of its Form ADV as most recently filed with the SEC; , (ii) a copy of its code Code of ethics Ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); ) and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor adviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Fund and the Adviser hereby appoints and employs the Sub-advisorappoint Subadviser, subject to the direction and control of the BoardBoard and subject to the oversight of the Adviser, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, Allocated Assets and to provide other services as specified herein. The Sub-advisor Subadviser accepts this employment appointment and agrees to render its services for the compensation set forth herein. The Adviser and the Subadviser shall mutually agree, in writing, to the amount of notice required prior to any material reallocation of assets away from the Subadviser. (b) In connection therewith, the Advisor has delivered Adviser shall deliver to the Sub-advisor Subadviser copies of (i) the TrustFund’s Agreement and Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter Documents”), (ii) the Trust’s current Prospectus and Statement of Additional Information for the Fund By-laws (collectively, as currently in effect and as amended or supplementedfrom time to time, the “Organic Documents”), (ii) the Fund’s current Registration Statement”) Statement filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), ) and the 1940 ActAct (collectively, as currently in effect and as amended from time to time, the “Registration Statement”), (iii) each plan the Fund’s current Prospectus and Statement of distribution Additional Information (collectively, as currently in effect and as amended or similar document adopted by supplemented, the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act “Prospectus”), (each a “Plan”iv) and each current any shareholder service plan or similar document documents adopted by the Trust with respect to the Fund (each a “Service Plan”collectively, as currently in effect and as amended from time to time); and (ivv) all policies and procedures adopted by the Trust with respect Fund (e.g., repurchase agreement procedures, Rule 17a-7 Procedures and Rule 17e-1 Procedures, collectively, as currently in effect and as amended from time to time, the Fund, and “Procedures”). The Adviser shall promptly furnish the Sub-advisor Subadviser with all amendments of or supplements to the foregoing. The Advisor Adviser shall also deliver to the Sub-advisorSubadviser: (xvi) a certified copy of the resolution of the Board Board, including a majority of the Trustees who are not interested persons (as defined in the 0000 Xxx) appointing the Sub-advisor as a sub-advisor to Adviser and Subadviser and approving the Fund Advisory Agreement and authorizing the execution and delivery of this Agreement; (yvii) a certified copy of the resolution of the Fund’s unitholder(s), if applicable, appointing the Adviser and Subadviser; (viii) a copy of all proxy statements and related materials relating to the Fund; and (zix) a certified copy of the resolution from the Fund electing the officers of the Fund; and (x) any other documents, materials or information that the Sub-advisor Subadviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Subadviser has delivered to the Advisor Adviser and the Trust Fund a copy of its: (i) a copy of its Form ADV as most recently filed with the SEC; , (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); ) and (iii) a copy of its compliance manual adopted and implemented pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in Rule 206(4)-7 under the Trust’s registration statementAdvisers Act (the “Compliance Manual”). The Sub-advisor Fund and the Adviser acknowledge receipt of the Subadviser’s Form ADV, Code, and Compliance Manual. The Subadviser shall promptly furnish the Advisor Adviser and Trust Fund with all amendments of and or supplements to the foregoing at least annuallyforegoing.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor hereby appoints and employs the Sub-advisorSubadvisor, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of in the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Subadvisor accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor has delivered delivered, or has arranged for the delivery, to the Sub-advisor Subadvisor copies of (i) the Trust’s Declaration of 's Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"), (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”"Prospectus"), and the 1940 Act, (iiiiv) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “"Plan”") and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “"Service Plan”"); and (ivv) all procedures adopted by the Trust with respect to the FundFund (i.e., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Subadvisor with all amendments of or supplements to the foregoing. The Advisor shall deliver to the Sub-advisorSubadvisor: (x) a certified copy of the resolution of the Board appointing the Sub-advisor as a sub-advisor to the Fund Subadvisor and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information that the Sub-advisor Subadvisor shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Subadvisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; SEC and (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “"Code”"); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Subadvisor shall promptly furnish the Advisor and Trust with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control supervision of the Board of Trustees of the Trust (the “Board”), to manage the investment and reinvestment of the assets of all or a portion of in the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, and to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor has delivered Trust shall deliver to the Sub-advisor Adviser copies of of: (i) the Trust’s Declaration of Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter Documents”), Bylaws; (ii) the Trust’s current Prospectus Registration Statement and Statement of Additional Information for all amendments thereto with respect to the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act1933”), and or the 1940 Act, Act (the “Registration Statement”); (iii) the Trust’s current Prospectuses and Statements of Additional Information of the Fund (collectively, as currently in effect and as amended or supplemented, the “Prospectus”); (iv) each plan of distribution or similar document documents adopted by the Trust with respect to on behalf of the Fund under Rule 12b-1 under of the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to on behalf of the Fund (each a “Service Plan”)Fund; and (ivv) all written policies and procedures adopted by the Trust with respect to the FundFund that are relevant to the services provided by the Adviser (e.g., repurchase agreement procedures, Rule 17a-7 Procedures and Rule 17e-1 Procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor In addition, the Trust shall deliver to the Sub-advisorAdviser: (x1) a certified copy of the resolutions of the Board, including a majority of the Trustees who are not interested persons (as defined in the 1940 Act), appointing the Adviser and any subadviser and approving this Agreement and any subadvisory agreement; (2) a certified copy of the resolution of the Board Fund’s shareholder(s), if applicable, appointing the Sub-advisor as a sub-advisor to the Fund Adviser and authorizing the execution and delivery of this Agreementeach subadviser; (y3) a copy of all proxy statements and related materials relating to the Fund; (4) a certified copy of the resolution of the Trust electing the officers of the Trust; and (z5) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. The Trust promptly furnish the Adviser with all amendments of or supplements to the foregoing except, in the case of item (5) the Trust provide only those amendments or supplements requested. (c) The Sub-advisor Adviser has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “CodeCode of Ethics”); (ii) a copy of its Certificate of Formation and Limited Liability Company Operating Agreement; (iii) a copy of its compliance manual pursuant to applicable regulationsadopted under Rule 206(4)-7 under the Investment Advisers Act of 1940 (“Advisers Act”); and (iv) a copy of its Form ADV Part I and, including its proxy voting policies and proceduresif applicable, which proxy voting policy and procedures will be included in Form ADV Part II as filed with the Trust’s registration statementSEC. The Sub-advisor Adviser shall promptly furnish the Advisor and Trust with all amendments of and or supplements to any of the foregoing at least annuallyforegoing. The Adviser also deliver to the Trust any other documents, materials or information that the Trust shall reasonably request.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Adviser hereby appoints and employs the Sub-advisorSubadviser, subject to the direction and control of the BoardBoard and subject to the oversight of the Adviser, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, Allocated Assets and to provide other services as specified herein. The Sub-advisor Subadviser accepts this employment appointment and agrees to render its services for the compensation set forth herein. The Advisor acknowledges that the Allocated Assets will primarily constitute micro-cap securities; and will, to the extent practical, seek to provide reasonable prior notice, of at least three (3) business days before any material allocation of assets away from or to the Subadviser. The Subadviser shall discharge the foregoing responsibilities in compliance with the objectives, policies, and limitations for the Fund set forth in the Trust’s current registration statement as amended from time to time and applicable laws and regulations and in compliance with investment objectives and guidelines agreed to by the Subadviser and the Adviser from time to time provided such guidelines also are in compliance with the foregoing. (b) In connection therewith, the Advisor Adviser has delivered to the Sub-advisor Subadviser copies of (i) the Trust’s Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter Documents”)Instrument, (ii) the Trust’s current Prospectus Registration Statement and Statement of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) all amendments thereto filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and or the 1940 ActAct (the “Registration Statement”), (iii) each plan the Trust’s current Prospectuses and Statements of distribution or similar document adopted by the Trust with respect to Additional Information for the Fund under Rule 12b-1 under (collectively, as currently in effect and as amended or supplemented, the 1940 Act “Prospectus”), and (each a “Plan”iv) all policies and each current shareholder service plan or similar document procedures adopted by the Trust with respect to the Fund (each a “Service Plan”e.g., repurchase agreement procedures, Rule 17a-7 Procedures and Rule 17e-1 Procedures); and (iv) all procedures adopted by the Trust with respect to the Fund, and shall promptly furnish the Sub-advisor Subadviser with all amendments of or supplements to the foregoing. The Advisor Adviser shall deliver to the Sub-advisorSubadviser: (x1) a certified copy of the resolution of the Board Board, including a majority of the Trustees who are not interested persons (as defined in the 1000 Xxx) appointing the Sub-advisor as a sub-advisor to Adviser and Subadviser and approving the Fund Trust’s advisory agreement with the Adviser and authorizing the execution and delivery of this Agreement; (y2) a certified copy of the resolution of the Fund’s shareholder(s), if applicable, appointing the Adviser and Subadviser; (3) a copy of all applicable proxy statements and related materials relating to the Fund; and (z4) a certified copy of the resolution from the Trust and/or the Adviser identifying the respective officers; and (5) any other documents, materials or information that the Sub-advisor Subadviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Subadviser has delivered to the Advisor Adviser and the Trust a copy of: its (i) a copy of its Form ADV as most recently filed with the SEC; SEC and any applicable brochure supplements, (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); ) and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in program that meets the Trust’s registration statementrequirements of the federal securities laws. The Sub-advisor Subadviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and or supplements to the foregoing at least annuallyforegoing.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust and the Adviser hereby appoints and employs the Sub-advisoremploy Subadviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the in each Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Subadviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Subadviser copies of (i) the Trust’s Declaration of 's Trust and Bylaws (collectively, as amended from time to time, the “Charter Documents”)Instrument, (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"), (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for the of each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”"Prospectus"), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”); and (iv) all procedures adopted by the Trust with respect to the Fundany Fund (i.e., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisor: Subadviser (x) a certified copy of the resolution of the Board appointing the Sub-advisor as a sub-advisor to the Fund Subadviser and authorizing the execution and delivery of this Agreement; , (y) a copy of all proxy statements and related materials relating to the any Fund; , and (z) any other documents, materials or information that the Sub-advisor Subadviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Subadviser has delivered to the Advisor Adviser and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; SEC and (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “"Code”"); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Subadviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints Forum, and employs the Sub-advisorForum hereby agrees, subject to the direction and control act as distributor of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor accepts this employment and agrees to render its services Shares for the compensation period and on the terms set forth hereinin this Agreement. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Forum or will deliver to Forum as they become available, copies of of: (i) the Trust’s 's Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”), "): (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended ("Securities Act"), or the 1940 Act ("Registration Statement"): (iii) the current Prospectus prospectuses and Statement statements of Additional Information for the additional information of each Fund and Class thereof (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission "Prospectus"): (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iiiiv) each current plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “"Plan”") and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “"Service Plan”"); and (ivv) all procedures adopted by the Board of Trustees of the Trust (the "Board") with respect to the FundFunds (e.g., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Forum with all amendments of or supplements to the foregoing, as requested. The Advisor Trust shall deliver to the Sub-advisorForum: (x) a certified copy of the resolution of the Board appointing the Sub-advisor as a sub-advisor to the Fund Forum and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the FundFunds; and (z) any other documents, materials or information that the Sub-advisor Forum shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the in each respective Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Adviser accepts this its employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Adviser copies of of: (i) the Trust’s Declaration of Trust and Bylaws Instrument (collectively, as amended from time to time, the “Charter Organic Documents”), ; (ii) the Trust’s current Prospectus Registration Statement and Statement of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) all amendments thereto filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and or the 1940 Act, Act (the “Registration Statement”); (iii) the Trust’s current Prospectuses and Statements of Additional Information of each Fund (collectively, as currently in effect and as amended or supplemented, the “Prospectus”); (iv) each plan of distribution or similar document (if any) adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document (if any) adopted by the Trust with respect to the Fund (each a “Service Plan”); and (ivv) all procedures adopted by the Trust with respect to the FundFunds (e.g., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisorAdviser: (x) a copy of the resolution of the Board of Trustees of the Trust (the “Board”) appointing the Sub-advisor as a sub-advisor to the Fund Adviser and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the FundFunds; and (z) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it them to perform its duties pursuant to this Agreement. (c) The Sub-advisor Adviser has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; SEC and (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Adviser shall promptly furnish the Advisor and Trust with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints ALPS, and employs the Sub-advisor, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoingALPS hereby agrees, to provide other services a qualified person to serve as specified herein. The Sub-advisor accepts this employment and agrees the Principal Financial Officer (“PFO”) to render its services the Fund for the compensation period and on the terms and conditions set forth hereinin this Agreement. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor ALPS copies of of: (i) the Trust’s Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter Organizational Documents”), ; (ii) the TrustFund’s current Prospectus and Statement of Additional Information for the Fund (collectivelyregistration statement, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities 1933 Act”), and the 1940 Act, Act (the “Registration Statement”); (iii) the Fund’s current prospectus and statement of additional information (collectively, as currently in effect and as amended or supplemented, the “Prospectus” or “SAI,” as the case may be, or the “Disclosure Documents”); (iv) each plan of distribution or similar document that may be adopted by the Trust with respect to on behalf of the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service services plan or similar document adopted by the Trust with respect to on behalf of the Fund (each a “Service Plan”); and (ivv) all policies, programs and procedures adopted by the Trust with respect to the Fund, and shall promptly furnish the Sub-advisor ALPS with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisor: (x) ALPS a certified copy of the resolution of the Board of Trustees of the Trust (the “Board”) appointing the Sub-advisor as a sub-advisor to the Fund ALPS hereunder and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating . In addition, the Trust shall deliver, or cause to the Fund; and (z) deliver, to ALPS upon ALPS’ reasonable request any other documents, materials or information documents that the Sub-advisor shall reasonably request to would enable it ALPS to perform its duties pursuant to the services described in this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Adviser hereby appoints and employs the Sub-advisorSubadviser, subject to the direction and control of the BoardBoard and subject to the oversight of the Adviser, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, Allocated Assets and to provide other services as specified herein. The Sub-advisor Subadviser accepts this employment appointment and agrees to render its services for the compensation set forth herein. To the extent practical, the Adviser will seek to provide 3 days prior notice before any material allocation of assets away from or to the Subadviser. The Subadviser shall discharge the foregoing responsibilities in compliance with the objectives, policies, and limitations for the Fund set forth in the Trust’s current registration statement as amended from time to time and applicable laws and regulations and in compliance with investment objectives and guidelines agreed to by the Subadviser and the Adviser from time to time provided such guidelines also are in compliance with the foregoing. (b) In connection therewith, the Advisor Adviser has delivered to the Sub-advisor Subadviser copies of (i) the Trust’s Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter Documents”)Instrument, (ii) the Trust’s current Prospectus Registration Statement and Statement of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) all amendments thereto filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and or the 1940 ActAct (the “Registration Statement”), (iii) each plan the Trust’s current Prospectuses and Statements of distribution or similar document adopted by the Trust with respect to Additional Information for the Fund under Rule 12b-1 under (collectively, as currently in effect and as amended or supplemented, the 1940 Act “Prospectus”), and (each a “Plan”iv) all policies and each current shareholder service plan or similar document procedures adopted by the Trust with respect to the Fund (each a “Service Plan”e.g., repurchase agreement procedures, Rule 17a-7 Procedures and Rule 17e-1 Procedures); and (iv) all procedures adopted by the Trust with respect to the Fund, and shall promptly furnish the Sub-advisor Subadviser with all amendments of or supplements to the foregoing. The Advisor Adviser shall deliver to the Sub-advisorSubadviser: (x1) a certified copy of the resolution of the Board Board, including a majority of the Trustees who are not interested persons (as defined in the 0000 Xxx) appointing the Sub-advisor as a sub-advisor to Adviser and Subadviser and approving the Fund Trust’s advisory agreement with the Adviser and authorizing the execution and delivery of this Agreement; (y2) a certified copy of the resolution of the Fund’s shareholder(s), if applicable, appointing the Adviser and Subadviser; (3) a copy of all applicable proxy statements and related materials relating to the Fund; and (z4) a certified copy of the resolution from the Trust and/or the Adviser identifying the respective officers; and (5) any other documents, materials or information that the Sub-advisor Subadviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Subadviser has delivered to the Advisor Adviser and the Trust a copy of: its (i) a copy of its Form ADV as most recently filed with the SEC; SEC and any applicable brochure supplements, (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); ) and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in program that meets the Trust’s registration statementrequirements of the federal securities laws. The Sub-advisor Subadviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and or supplements to the foregoing at least annuallyforegoing.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control supervision of the Board of Trustees of the Trust (the “Board”), to manage the investment and reinvestment of the assets of all or a portion of in the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, and to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor has delivered Trust shall deliver to the Sub-advisor Adviser copies of of: (i) the Trust’s Declaration Restated Certificate of Trust and Bylaws (collectively, as amended from time to time, the “Charter Documents”), Amended and Restated Trust Instrument; (ii) the Trust’s current Prospectus Registration Statement and Statement of Additional Information for all amendments thereto with respect to the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities 1933 Act”), and or the 1940 Act, Act (the “Registration Statement”); (iii) the Trust’s current Prospectuses and Statements of Additional Information with respect to the Fund (collectively, as currently in effect and as amended or supplemented, the “Prospectus”); (iv) each plan of distribution or similar document documents adopted by the Trust with respect to on behalf of the Fund under Rule 12b-1 under of the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to on behalf of the Fund Fund; (each a “Service Plan”); and (ivv) all written policies and procedures adopted by the Trust with respect to the Fund, and shall promptly furnish the Sub-advisor with all amendments of or supplements Fund that are relevant to the foregoing. The Advisor shall deliver services provided by the Adviser; (vi) a certified copy of the resolutions of the Board, including a majority of the Trustees who are not interested persons (as defined in the 1940 Act), appointing the Adviser and approving this (vii) a certified copy of any resolution of the Fund’s shareholders appointing the Adviser and approving this Agreement; (viii) a copy of all proxy and information statements and related materials relating to the Sub-advisor: Fund produced by the Trust; (ix) a certified copy of the resolution of the Board electing the officers of the Trust; (x) a copy of the resolution order issued by the granting the Trust exemptive relief from certain provision of the Board appointing 1940 Act, SEC File No. 812-13915 (as such order may be amended from time to time, the Sub-advisor as a sub-advisor to the Fund and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund“Exemptive Order”); and (zxi) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. The Trust shall promptly furnish the Adviser with all amendments of or supplements to the foregoing except, in the case of item (xi) the Trust shall provide only those amendments or supplements requested. (c) The Sub-advisor Adviser has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying that complies with the requirements of Rule 17j-1 under the 1940 Act (the “CodeCode of Ethics”); (ii) a copy of its Articles of Organization and Limited Liability Company Operating Agreement; (iii) a copy of its compliance manual pursuant to applicable regulationsadopted under Rule 206(4)-7 under the Investment Advisers Act of 1940, including as amended (“Advisers Act”); and (iv) a copy of its proxy voting policies Form ADV Part I, and proceduresADV Part II if applicable, which proxy voting policy and procedures will be included in as filed with the Trust’s registration statementSEC. The Sub-advisor Adviser shall promptly furnish the Advisor and Trust with all amendments of and or supplements to any of the foregoing at least annuallyforegoing. The Adviser also shall deliver to the Trust any other documents, materials or information that the Trust shall reasonably request.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control supervision of the Board of Trustees of the Trust (the "Board"), to manage the investment and reinvestment of the assets of all or a portion of in the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, and to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor has delivered Trust shall deliver to the Sub-advisor Adviser copies of of: (i) the Trust’s Declaration of 's Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter Documents”), Bylaws; (ii) the Trust’s 's Registration Statement and all amendments thereto with respect to the Fund filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "1933 Act"), or the 1940 Act (the "Registration Statement"); (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for of the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission "Prospectus"); (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iiiiv) each plan of distribution or similar document documents adopted by the Trust with respect to on behalf of the Fund under Rule 12b-1 under of the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to on behalf of the Fund (each a “Service Plan”)Fund; and (ivv) all written policies and procedures adopted by the Trust with respect to the FundFund that are relevant to the services provided by the Adviser (e.g., repurchase agreement procedures, Rule 17a-7 Procedures and Rule 17e-1 Procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor In addition, the Trust shall deliver to the Sub-advisorAdviser: (x1) a certified copy of the resolutions of the Board, including a majority of the Trustees who are not interested persons (as defined in the 1940 Act), appointing the Adviser and any subadviser and approving this Agreement and any subadvisory agreement; (2) a certified copy of the resolution of the Board Fund's shareholder(s), if applicable, appointing the Sub-advisor as a sub-advisor to the Fund Adviser and authorizing the execution and delivery of this Agreementeach subadviser; (y3) a copy of all proxy statements and related materials relating to the Fund; (4) a certified copy of the resolution of the Trust electing the officers of the Trust; and (z5) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. The Trust will promptly furnish the Adviser with all amendments of or supplements to the foregoing except, in the case of item (5) the Trust will provide only those amendments or supplements requested. (c) The Sub-advisor Adviser has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”"Code of Ethics"); (ii) a copy of its Certificate of Formation and Limited Liability Company Operating Agreement; (iii) a copy of its compliance manual pursuant to applicable regulationsadopted under Rule 206(4)-7 under the Investment Advisers Act of 1940 ("Advisers Act"); and (iv) a copy of its Form ADV Part I and, including its proxy voting policies and proceduresif applicable, which proxy voting policy and procedures will be included in Form ADV Part II as filed with the Trust’s registration statementSEC. The Sub-advisor Adviser shall promptly furnish the Advisor and Trust with all amendments of and or supplements to any of the foregoing at least annuallyforegoing. The Adviser also deliver to the Trust any other documents, materials or information that the Trust shall reasonably request.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Fund Company hereby appoints Foreside, and employs Foreside hereby agrees, to provide a Chief Compliance Officer (“CCO”), as described in Rule 38a-1 of the Sub-advisor, subject 1940 Act (“Rule 38a-1”) to the direction Fund Company for the period and control on the terms and conditions set forth in this Agreement. A copy of the Board, CCO’s resume has been provided to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor Company and will be updated from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor accepts this employment and agrees to render its services for the compensation set forth hereinnecessary by Foreside. (b) In connection therewith, the Advisor Fund Company has delivered to the Sub-advisor Foreside copies of, and shall promptly furnish Foreside with all amendments of or supplements to: (i) the TrustFund Company’s Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter Organizational Documents”), ; (ii) the TrustFund Company’s current Prospectus and Statement of Additional Information for the Fund (collectivelyRegistration Statement, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and and/or the 1940 Act, Act (the “Registration Statement”); (iii) the current Prospectus and Statement of Additional Information (collectively, as currently in effect and as amended or supplemented, the “Prospectus”) in place for each of the Funds covered by this Agreement; (iv) each plan of distribution or similar document that may be adopted by the Trust with respect to the Fund Company under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust Fund Company with respect to any or all of its Funds; (v) copies of the Fund Company’s current annual and semi-annual reports to shareholders; and (vi) all compliance and risk management policies, programs and procedures adopted by the Fund Company with respect to the Fund (each a “Service Plan”); and (iv) all procedures adopted by the Trust with respect to the Fund, and shall promptly furnish the Sub-advisor with all amendments of or supplements to the foregoingFunds. The Advisor Fund Company shall deliver to the Sub-advisor: (x) Foreside a certified copy of the resolution of the Board of Trustees of the Fund Company (the “Board”) appointing the Sub-advisor as a sub-advisor to the Fund CCO and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating . In addition, the Fund Company shall deliver, or cause to the Fund; and (z) deliver, to Foreside upon Foreside’s reasonable request any other documents, materials or information documents that the Sub-advisor shall reasonably request to would enable it Foreside to perform its duties pursuant to the services described in this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Adviser hereby appoints and employs the Sub-advisorSubadviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of in the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Subadviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Adviser has delivered to the Sub-advisor Subadviser copies of (i) the Trust’s Agreement and Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter Documents”), (ii) the Trust’s current Prospectus Prospectuses and Statement Statements of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Prospectus” or “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and or the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to for the Fund (each a “Service Plan”); and (iv) all policies and procedures adopted by the Trust with respect to the Fund, and shall promptly furnish the Sub-advisor Subadviser with all amendments of or supplements to the foregoing. The Advisor Adviser shall deliver to the Sub-advisorSubadviser: (x) a certified copy of the resolution of the Board appointing the Sub-advisor as a sub-advisor to the Fund Subadviser and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information that the Sub-advisor Subadviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Subadviser has delivered to the Advisor Adviser and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Subadviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control supervision of the Board of Trustees of the Trust (the “Board”), to manage the investment and reinvestment of the assets of all or a portion of in the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, and to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor has delivered Trust shall deliver to the Sub-advisor Adviser copies of of: (i) the Trust’s Declaration of Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter Documents”), Bylaws; (ii) the Trust’s current Prospectus Registration Statement and Statement of Additional Information for all amendments thereto with respect to the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities 1933 Act”), and or the 1940 Act, Act (the “Registration Statement”); (iii) the Trust’s current Prospectuses and Statements of Additional Information of the Fund (collectively, as currently in effect and as amended or supplemented, the “Prospectus”); (iv) each plan of distribution or similar document documents adopted by the Trust with respect to on behalf of the Fund under Rule 12b-1 under of the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to on behalf of the Fund (each a “Service Plan”)Fund; and (ivv) all written policies and procedures adopted by the Trust with respect to the FundFund that are relevant to the services provided by the Adviser (e.g., repurchase agreement procedures, Rule 17a-7 Procedures and Rule 17e-1 Procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor In addition, the Trust shall deliver to the Sub-advisorAdviser: (x1) a certified copy of the resolutions of the Board, including a majority of the Trustees who are not interested persons (as defined in the 1940 Act), appointing the Adviser and any subadviser and approving this Agreement and any subadvisory agreement; (2) a certified copy of the resolution of the Board Fund’s shareholder(s), if applicable, appointing the Sub-advisor as a sub-advisor to the Fund Adviser and authorizing the execution and delivery of this Agreementeach subadviser; (y3) a copy of all proxy statements and related materials relating to the Fund; (4) a certified copy of the resolution of the Trust electing the officers of the Trust; and (z5) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. The Trust will promptly furnish the Adviser with all amendments of or supplements to the foregoing except, in the case of item (5) the Trust will provide only those amendments or supplements requested. (c) The Sub-advisor Adviser has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “CodeCode of Ethics”); (ii) a copy of its Certificate of Formation and Limited Liability Company Operating Agreement; (iii) a copy of its compliance manual pursuant to applicable regulationsadopted under Rule 206(4)-7 under the Investment Advisers Act of 1940 (“Advisers Act”); and (iv) a copy of its Form ADV Part I and, including its proxy voting policies if applicable, Form ADV Part 2A as filed with the SEC and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. Form ADV Part 2B. The Sub-advisor Adviser shall promptly furnish the Advisor and Trust with all amendments of and or supplements to any of the foregoing at least annuallyforegoing. The Adviser also delivers to the Trust any other documents, materials or information that the Trust shall reasonably request.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust and the Adviser hereby appoints and employs the Sub-advisoremploy Subadviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the in each Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Subadviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Trust has delivered or will promptly deliver to the Sub-advisor Subadviser copies of (i) the Trust’s Declaration of 's Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"), (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for the of each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”"Prospectus"), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”); and (iv) all procedures adopted by the Trust with respect to any Fund (i.e., repurchase agreement procedures) and all written instructions adopted by the Board with respect to any Fund, and shall promptly furnish the Sub-advisor Subadviser with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisor: Subadviser (x) a certified copy of the resolution of the Board appointing the Sub-advisor as a sub-advisor to the Fund Subadviser and authorizing the execution and delivery of this Agreement; , (y) a copy of all proxy statements and related materials relating to the any Fund; , and (z) any other documents, materials or information that the Sub-advisor Subadviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Subadviser has delivered to the Advisor Adviser and the Trust (i) a copy of its (i) Form ADV as most recently filed with the SEC; and (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “"Code”"); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included . If in the opinion of counsel to the Trust’s registration statement, the code of ethics does not satisfy the requirements of Rule 17j-1, the Subadviser will adopt a code of ethics that does. The Sub-advisor Subadviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and or supplements to the foregoing code at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the in each Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Adviser copies of of: (i) the Trust’s Declaration of 's Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), ; (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement") with respect to each Fund; (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for the of each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”"Prospectus"); and (iv) all procedures adopted by the Trust with respect to the FundFunds (i.e., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisorAdviser: (x) a certified copy of the resolution of the Board of Trustees of the Trust (the "Board") appointing the Sub-advisor as a sub-advisor to the Fund Adviser and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the FundFunds; and (z) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Adviser has delivered delivered, or will deliver within 45 days, to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “"Code”"); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Adviser shall promptly furnish the Advisor and Trust with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor hereby appoints and employs the Sub-advisor, subject to the oversight of the Advisor and the direction and control of the Board, Board to manage the investment and reinvestment of the assets of all or a portion of the each Fund allocated by the Advisor (with respect to the Sub-advisor from time to time (each Fund, such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor accepts this employment appointment and agrees to render its the services set forth herein for the compensation set forth hereinin Section 4 of this Agreement. (b) In connection therewith, the Advisor has delivered to the Sub-advisor copies of (i) the Trust’s Agreement and Declaration of Trust and Bylaws By-Laws (collectively, as amended from time to time, the “Charter Documents”), (ii) the Trust’s current Prospectus and Statement of Additional Information for the each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”); and (iv) all procedures adopted by the Trust with respect to the Fund, and shall promptly furnish the Sub-advisor with all amendments of or supplements to the foregoing. The Advisor shall deliver to the Sub-advisor: (x) a copy of the resolution of the Board appointing the Sub-advisor as a sub-advisor to the each Fund and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the each Fund; and (z) any other documents, materials or information that the Sub-advisor shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annuallyforegoing.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Fund, on behalf of the Funds, hereby appoints FSI to act as, and employs FSI agrees to act as, (i) transfer agent for the Subauthorized and issued shares of the Shepherd Class ("Shares"), (ii) dividend disbursing agent and (iii) agent in connection with any accumulation, open-advisor, subject account or similar plans provided to the direction registered owners of Shares ("Shareholders") and control set out in the currently effective prospectuses and statements of additional information (collectively "prospectus") of the Boardapplicable Fund, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) andincluding, without limiting the generality of the foregoinglimitation, to provide other services as specified herein. The Sub-advisor accepts this employment and agrees to render its services for the compensation set forth hereinany periodic investment plan or periodic withdrawal program. (b) In connection therewith, the Advisor Fund has delivered to the Sub-advisor FSI copies of (i) the Trust’s Declaration of Fund's Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), (ii) the Trust’s Fund's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"), (iii) the Fund's current Prospectus and Statement of Additional Information for the of each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”"Prospectus"), and the 1940 Act, (iiiiv) each current plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “"Plan”") and each current shareholder service plan or similar document adopted by the Trust Fund ("Service Plan"), and (v) all applicable procedures adopted by the Fund with respect to the Fund (each a “Service Plan”); and (iv) all procedures adopted by the Trust with respect to the FundFunds, and shall promptly furnish the Sub-advisor FSI with all amendments of or supplements to the foregoing. The Advisor Fund shall deliver to the Sub-advisor: (x) FSI a certified copy of the resolution of the Board appointing the Sub-advisor as a sub-advisor to of Trustees of the Fund (the "Board") appointing FSI and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information that the Sub-advisor shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor hereby appoints and employs the Co-Sub-advisor, subject to the oversight of the Advisor and the direction and control of the Board, and in coordination with the Sub-advisor, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Co-Sub-advisor accepts this employment appointment and agrees to render its the services set forth herein for the compensation set forth hereinin Section 4 of this Agreement. (b) In connection therewith, the Advisor has delivered to the Co-Sub-advisor copies of (i) the Trust’s Agreement and Declaration of Trust and Bylaws By-Laws (collectively, as amended from time to time, the “Charter Documents”), (ii) the Trust’s current Prospectus and Statement of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”); and (iv) all procedures adopted by the Trust with respect to the Fund, and shall promptly furnish the Co-Sub-advisor with all amendments of or supplements to the foregoing. The Advisor shall deliver to the Co-Sub-advisor: (x) a copy of the resolution of the Board appointing the Co-Sub-advisor as a sub-advisor to the Fund and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information that the Co-Sub-advisor shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Co-Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Co-Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annuallyforegoing.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints Foreside, and employs the Sub-advisorForeside hereby agrees, subject to the direction and control act as distributor of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor accepts this employment and agrees to render its services Shares for the compensation period and on the terms set forth hereinin this Agreement. (b) The Adviser hereby appoints Foreside, and Foreside hereby agrees, to provide certain subadministration services to the Adviser with respect to each Fund for the period and on the terms set forth in this Agreement. (c) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Foreside copies of of: (i) the Trust’s 's Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), ; (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended ("Securities Act"), or the 1940 Act ("Registration Statement"); (iii) the current Prospectus prospectuses and Statement statements of Additional Information for the additional information of each Fund and Class thereof (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission "Prospectus"); (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iiiiv) each current plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “"Plan”") and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “"Service Plan”"); and (ivv) all procedures adopted by the Trust with respect to the FundFunds (e.g., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Foreside with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisorForeside: (x) a certified copy of the resolution of the Board of Trustees of the Trust (the "Board") appointing the Sub-advisor as a sub-advisor to the Fund Foreside and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the FundFunds; and (z) any other documents, materials or information that the Sub-advisor Foreside shall reasonably request to enable it to perform its duties pursuant to this Agreement. (cd) The Sub-advisor has delivered Upon effectiveness hereof, the Adviser shall deliver to Foreside a list of the Advisor various states of the United States and the Trust other jurisdictions (i"States") a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant where each Fund's Shares are eligible to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annuallysold.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Adviser hereby appoints and employs the Sub-advisorSubadviser, subject to the direction and control of the BoardBoard and subject to the oversight of the Adviser, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, Allocated Assets and to provide other services as specified hereinmutually agreed upon. The Sub-advisor Subadviser accepts this employment appointment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Adviser has delivered to the Sub-advisor Subadviser copies of (i) the Trust’s Declaration of 's Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"), (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”"Prospectus"), and the 1940 Act, (iiiiv) each plan of distribution or similar document adopted by the Trust with respect to on behalf of the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to on behalf of the Fund (each a “Service Plan”)Fund; and (ivv) all policies and procedures adopted by the Trust with respect to the FundFund (e.g., repurchase agreement procedures, Rule 17a-7 Procedures and Rule 17e-1 Procedures), and shall promptly furnish the Sub-advisor Subadviser with all amendments of or supplements to the foregoing. The Advisor Adviser shall deliver to the Sub-advisorSubadviser: (xv) a certified copy of the resolution of the Board Board, including a majority of the Trustees who are not interested persons (as defined in the 0000 Xxx) appointing the Sub-advisor as a sub-advisor to Adviser and Subadviser and approving the Fund Trust's advisory agreement with the Adviser and authorizing the execution and delivery of this Agreement; (yw) a certified copy of the resolution of the Fund's shareholder(s), if applicable, appointing the Adviser and Subadviser; (x) a copy of all proxy statements and related materials relating to the Fund; and (y) a certified copy of the resolution from the Trust and the Adviser identifying the officers of the Adviser and/or the Trust; and (z) any other documents, materials or information that the Sub-advisor Subadviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Subadviser has delivered to the Advisor Adviser and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; SEC and (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “"Code”"); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Subadviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and or supplements to the foregoing at least annuallyforegoing.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Adviser hereby appoints and employs the Sub-advisorSubadviser, subject to the direction and control of the BoardBoard and subject to the oversight of the Adviser, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, Allocated Assets and to provide other services as specified herein. The Sub-advisor Subadviser accepts this employment appointment and agrees to render its services for the compensation set forth herein. To the extent practical, the Adviser will seek to provide 30 days prior notice before any material reallocation of assets away from the Subadviser. The Subadviser shall discharge the foregoing responsibilities in compliance with the objectives, policies, and limitations for the Fund set forth in the Trust's current registration statement as amended from time to time and applicable laws and regulations and in compliance with any guidelines set by the Adviser from time to time provided such guidelines also are in compliance with the foregoing. (b) In connection therewith, the Advisor Adviser has delivered to the Sub-advisor Subadviser copies of (i) the Trust’s Declaration of 's Trust and Bylaws (collectively, as amended from time to time, the “Charter Documents”)Instrument, (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the SEC pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"), (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”"Prospectus"), and the 1940 Act, (iiiiv) each plan of distribution or similar document adopted by the Trust with respect to on behalf of the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to on behalf of the Fund (each a “Service Plan”)Fund; and (ivv) all policies and procedures adopted by the Trust with respect to the FundFund (e.g., repurchase agreement procedures, Rule 17a-7 Procedures and Rule 17e-1 Procedures), and shall promptly furnish the Sub-advisor Subadviser with all amendments of or supplements to the foregoing. The Advisor Adviser shall deliver to the Sub-advisorSubadviser: (x1) a certified copy of the resolution of the Board Board, including a majority of the Trustees who are not interested persons (as defined in the 0000 Xxx) appointing the Sub-advisor as a sub-advisor to Adviser and Subadviser and approving the Fund Trust's advisory agreement with the Adviser and authorizing the execution and delivery of this Agreement; (y2) a certified copy of the resolution of the Fund's shareholder(s), if applicable, appointing the Adviser and Subadviser; (3) a copy of all applicable proxy statements and related materials relating to the Fund; and (z4) a certified copy of the resolution from the Trust and/or the Adviser identifying the respective officers; and (5) any other documents, materials or information that the Sub-advisor Subadviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Subadviser has delivered to the Advisor Adviser and the Trust a copy of: its (i) a copy of its Form ADV as most recently filed with the SEC; SEC and any applicable brochure supplements, (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “"Code”); ") and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in program that meets the Trust’s registration statementrequirements of the federal securities laws. The Sub-advisor Subadviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and or supplements to the foregoing at least annuallyforegoing.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints Forum, and employs the Sub-advisorForum hereby agrees, subject to the direction and control act as administrator of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor accepts this employment and agrees to render its services Trust for the compensation period and on the terms set forth hereinin this Agreement. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Forum copies of of: (i) the Trust’s 's Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter "Organizational Documents”"), ; (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"); (iii) the Trust's current Prospectus and Statement of Additional Information for the of each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission "Prospectus"); (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iiiiv) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “"Plan”") and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “"Service Plan”"); and (ivv) all procedures adopted by the Trust with respect to the FundFunds (e.g., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Forum with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisor: (x) Forum a certified copy of the resolution of the Board of Trustees of the Trust (the "Board") appointing the Sub-advisor as a sub-advisor to the Fund Forum and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information that the Sub-advisor shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the in each Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Adviser copies of of: (i) the Trust’s Declaration of Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter Organic Documents”), ; (ii) the Trust’s current Prospectus Registration Statement and Statement of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) all amendments thereto filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a the “PlanRegistration Statement”) and each current shareholder service plan or similar document adopted by the Trust with respect to each Fund; (iii) the Trust’s current Prospectuses and Statements of Additional Information of each Fund (each a collectively, as currently in effect and as amended or supplemented, the “Service PlanProspectus”); and (iv) all procedures adopted by the Trust with respect to the FundFunds (i.e., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisorAdviser: (x) a certified copy of the resolution of the Board of Trustees of the Trust (the “Board”) appointing the Sub-advisor as a sub-advisor to the Fund Adviser and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the FundFunds; and (z) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Adviser has delivered delivered, or will deliver within 45 days, to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Adviser shall promptly furnish the Advisor and Trust with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints Citigroup, and employs Citigroup hereby agrees, to act for the SubTrust for the period and on the terms set forth in this Agreement as: (i) administrator, (ii) fund accountant, (iii) transfer agent for the authorized and issued shares of beneficial interest of the Trust representing interests in each of the respective Funds and Classes thereof ("Shares"), (iv) dividend disbursing agent and (v) agent in connection with any accumulation, open-advisor, subject account or similar plans provided to the direction and control registered owners of shares of any of the Board, to manage Funds ("Shareholders") and set out in the investment currently effective prospectuses and reinvestment statements of additional information (collectively "prospectus") of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assetsapplicable Fund, the “Portfolio”) andincluding, without limiting the generality of the foregoinglimitation, to provide other services as specified herein. The Sub-advisor accepts this employment and agrees to render its services for the compensation set forth hereinany periodic investment plan or periodic withdrawal program. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Citigroup copies of of: (i) the Trust’s 's Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter "Organizational Documents”"), ; (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"); (iii) the Trust's current Prospectus and Statement of Additional Information for the of each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission "Prospectus"); (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iiiiv) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “"Plan”") and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “"Service Plan”"); and (ivv) all procedures adopted by the Trust with respect to the FundFunds (e.g., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Citigroup with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisor: (x) Citigroup a certified copy of the resolution of the Board of Trustees of the Trust (the "Board") appointing the Sub-advisor as a sub-advisor to the Fund Citigroup and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information that the Sub-advisor shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor has delivered Prior to the Advisor and commencement of Citigroup's responsibilities under this Agreement, if applicable, the Trust shall deliver or cause to be delivered over to Citigroup (i) a copy an accurate list of its Form ADV as most recently filed with Shareholders of the SEC; Trust, showing each Shareholder's address of record, number of Shares owned and whether such Shares are represented by outstanding share certificates and (ii) a copy all Shareholder records, files, and other materials requested by Citigroup and necessary or appropriate for proper performance of its code of ethics complying with the requirements of Rule 17j-1 functions assumed by Citigroup under this Agreement (collectively referred to as the 1940 Act (the “Code”"Materials"); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust and the Adviser hereby appoints and employs the Sub-advisoremploy Subadviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the in each Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Subadviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Trust has delivered or will promptly deliver to the Sub-advisor Subadviser copies of (i) the Trust’s Declaration of 's Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"), (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for the of each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”"Prospectus"), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”); and (iv) all procedures adopted by the Trust with respect to any Fund (I.E., repurchase agreement procedures) and all written instructions adopted by the Board with respect to any Fund, and shall promptly furnish the Sub-advisor Subadviser with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisor: Subadviser (x) a certified copy of the resolution of the Board appointing the Sub-advisor as a sub-advisor to the Fund Subadviser and authorizing the execution and delivery of this Agreement; , (y) a copy of all proxy statements and related materials relating to the any Fund; , and (z) any other documents, materials or information that the Sub-advisor Subadviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Subadviser has delivered to the Advisor Adviser and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “"Code”"); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included . If in the opinion of counsel to the Trust’s registration statement, the code of ethics does not satisfy the requirements of Rule 17j-1, the Subadviser will adopt a code of ethics that does. The Sub-advisor Subadviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and or supplements to the foregoing code of ethics at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Adviser hereby appoints and employs the Sub-advisorSubadviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of in the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Subadviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Adviser has delivered to the Sub-advisor Subadviser copies of (i) the Trust’s 's Agreement and Declaration of Trust and Bylaws (collectively, as amended from time to time, the “"Charter Documents”"), (ii) the Trust’s 's current Prospectus Prospectuses and Statement Statements of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “"Registration Statement”") filed with the U.S. Securities and Exchange Commission (“"SEC”") pursuant to the Securities Act of 1933, as amended (the “"Securities Act”"), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “"Plan”") and each current shareholder service plan or similar document adopted by the Trust with respect to for the Fund (each a “"Service Plan”"); and (iv) all policies and procedures adopted by the Trust with respect to the Fund, and shall promptly furnish the Sub-advisor Subadviser with all amendments of or supplements to the foregoing. The Advisor Adviser shall deliver to the Sub-advisorSubadviser: (x) a certified copy of the resolution of the Board appointing the Sub-advisor as a sub-advisor to the Fund Subadviser and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information that the Sub-advisor Subadviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Subadviser has delivered to the Advisor Adviser and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “"Code”"); and (iii) a copy of its compliance manual pursuant to applicable regulations, including and (iv) its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s 's registration statement. The Sub-advisor Subadviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the in each Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Adviser copies of of: (i) the Trust’s Declaration of 's Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), ; (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act with respect to the Funds (the "Registration Statement"); (iii) the Trust's current Prospectus Prospectuses and Statement Statements of Additional Information for the Fund Funds (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”"Prospectus"); and (iv) all procedures adopted by the Trust with respect to the FundFunds (e.g., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisorAdviser: (x) a certified copy of the resolution of the Board of Trustees of the Trust (the "Board") appointing the Sub-advisor as a sub-advisor to the Fund Adviser and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the FundFunds; and (z) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Adviser has delivered delivered, or will deliver within 45 days, to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “"Code”"); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Adviser shall promptly furnish the Advisor and Trust with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints the Distributor, and employs the Sub-advisorDistributor hereby agrees to act, subject to the direction and control as distributor of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor accepts this employment and agrees to render its services Shares for the compensation period and on the terms set forth hereinin this Agreement. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Distributor copies of of: (i) the Trust’s Declaration 's declaration of Trust trust and Bylaws bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”), "): (ii) the Trust’s 's registration statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended ("Securities Act"), or the 1940 Act ("Registration Statement"); (iii) the current Prospectus prospectuses and Statement statements of Additional Information for the additional information of each Fund and Class thereof (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission "Prospectus"); (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iiiiv) each current plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “"Plan”") and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “"Service Plan”"); and (ivv) all procedures adopted by the Trust with respect to the FundFunds (e.g., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Distributor with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisorDistributor: (x) a certified copy of the resolution of the Board of Trustees of the Trust (the "Board") appointing the Sub-advisor as a sub-advisor to the Fund Distributor and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the FundFunds; and (z) any other documents, materials or information that the Sub-advisor Distributor shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Adviser hereby appoints and employs the Sub-advisorSubadviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, Allocated Assets to provide other services as specified herein. The Sub-advisor Subadviser accepts this employment appointment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Adviser has delivered to the Sub-advisor Subadviser copies of (i) the Trust’s Declaration of Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter Organic Documents”), (ii) the Trust’s current Prospectus Registration Statement and Statement of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) all amendments thereto filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and or the 1940 ActAct (the “Registration Statement”), (iii) the Trust’s current Prospectuses and Statements of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Prospectus”), (iv) each plan of distribution or similar document adopted by the Trust with respect to on behalf of the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to on behalf of the Fund (each a “Service Plan”)Fund; and (ivv) all policies and procedures adopted by the Trust with respect to the FundFund (e.g., repurchase agreement procedures, Rule 17a-7 Procedures and Rule 17e-1 Procedures), and shall promptly furnish the Sub-advisor Subadviser with all amendments of or supplements to the foregoing. The Advisor Adviser shall deliver to the Sub-advisorSubadviser: (xvi) a certified copy of the resolution of the Board Board, including a majority of the Trustees who are not interested persons (as defined in the 1000 Xxx) appointing the Sub-advisor as a sub-advisor to Adviser and Subadviser and approving the Fund Trust’s advisory agreement with the Adviser and authorizing the execution and delivery of this Agreement; (yvii) a certified copy of the resolution of the Fund’s shareholder(s), if applicable, appointing the Adviser and Subadviser; (viii) a copy of all proxy statements and related materials relating to the Fund; and (zix) a certified copy of the resolution from the Trust and the Adviser identifying the officers of the Adviser and/or the Trust; and (x) any other documents, materials or information that the Sub-advisor Subadviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Subadviser has delivered to the Advisor Adviser and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; SEC and (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Subadviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and or supplements to the foregoing at least annuallyforegoing.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints Forum, and employs the Sub-advisorForum hereby agrees, subject to the direction and control act as distributor of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor accepts this employment and agrees to render its services Shares for the compensation period and on the terms set forth hereinin this Agreement. (b) The Adviser hereby appoints Forum, and Forum hereby agrees, to provide certain subadministration services to the Adviser with respect to each Fund for the period and on the terms set forth in this Agreement. (c) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Forum copies of of: (i) the Trust’s 's Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), ; (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended ("Securities Act"), or the 1940 Act ("Registration Statement"); (iii) the current Prospectus prospectuses and Statement statements of Additional Information for the additional information of each Fund and Class thereof (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission "Prospectus"); (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iiiiv) each current plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “"Plan”") and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “"Service Plan”"); and (ivv) all procedures adopted by the Trust with respect to the FundFunds (e.g., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Forum with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisorForum: (x) a certified copy of the resolution of the Board of Trustees of the Trust (the "Board") appointing the Sub-advisor as a sub-advisor to the Fund Forum and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the FundFunds; and (z) any other documents, materials or information that the Sub-advisor Forum shall reasonably request to enable it to perform its duties pursuant to this Agreement. (cd) The Sub-advisor has delivered Upon effectiveness hereof, the Adviser shall deliver to Forum a list of the Advisor various states of the United States and the Trust other jurisdictions (i"States") a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant where each Fund's Shares are eligible to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annuallysold.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust, on behalf of the Funds, hereby appoints Forum to act as, and employs Forum agrees to act as, (i) transfer agent for the Subauthorized and issued shares of beneficial interest of the Trust representing interests in each of the respective Funds and Classes thereof ("Shares"), (ii) dividend disbursing agent and (iii) agent in connection with any accumulation, open-advisor, subject account or similar plans provided to the direction and control registered owners of shares of any of the BoardFunds ("Shareholders") and set out in the currently effective prospectuses and statements of additional information as amended or supplemented (collectively, to manage the investment and reinvestment "Prospectus") of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assetsapplicable Fund, the “Portfolio”) andincluding, without limiting the generality of the foregoinglimitation, to provide other services as specified herein. The Sub-advisor accepts this employment and agrees to render its services for the compensation set forth hereinany periodic investment plan or periodic withdrawal program. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Forum copies of of: (i) the Trust’s 's Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), ; (ii) the Trust’s current Prospectus 's Registration Statement and Statement of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) all amendments thereto filed with the U.S. Securities and Exchange Commission (“"SEC”") pursuant to the Securities Act of 1933, as amended (the “"Securities Act”"), and or the 1940 Act, Act (the "Registration Statement"); (iii) the Prospectus of each Fund; (iv) each current plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “"Plan”") and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “"Service Plan”"); and (ivv) all procedures adopted by the Trust with respect related to Shares or the FundFunds' Shareholders and otherwise reasonably requested by Forum, and shall promptly furnish the Sub-advisor Forum with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisor: (x) Forum a certified copy of the resolution of the Board of Trustees of the Trust (the "Trustees") appointing the Sub-advisor as a sub-advisor to the Fund Forum and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information that the Sub-advisor shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Adviser hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the each Fund allocated by the Advisor Adviser to the Sub-advisor Adviser from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor has delivered to the Sub-advisor Adviser has received copies of (i) the Trust’s Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter Documents”), (ii) the Trust’s current Prospectus Prospectuses and Statement Statements of Additional Information for the each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”)amended, and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the each Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”)Fund; and (iv) all procedures adopted by the Trust with respect to the each Fund, and shall promptly furnish the Sub-advisor Sub- Adviser with all amendments of or supplements to the foregoing. The Advisor Adviser shall deliver to the Sub-advisorAdviser: (x) a copy of the resolution resolutions of the Board appointing the Sub-advisor Adviser as a sub-advisor adviser to the each Fund and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the each Fund; and (z) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Adviser has delivered to the Advisor Adviser and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statementRegistration Statement. The Sub-advisor Adviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints Forum, and employs the Sub-advisorForum hereby agrees, subject to the direction and control act as fund accountant of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor accepts this employment and agrees to render its services Trust for the compensation period and on the terms set forth hereinin this Agreement. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor Forum copies of of: (i) the Trust’s 's Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter "Organizational Documents”"), ; (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"); (iii) the Trust's current Prospectus and Statement of Additional Information for the of each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission "Prospectus"); (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iiiiv) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “"Plan”") and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “"Service Plan”"); and (ivv) all procedures adopted by the Trust with respect to the FundFunds (e.g., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Forum with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisor: (x) Forum a certified copy of the resolution of the Board of Trustees of the Trust (the "Board") appointing the Sub-advisor as a sub-advisor to the Fund Forum and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information that the Sub-advisor shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Each Investment Company, on behalf of the Funds, hereby appoints Forum to act as, and employs Forum agrees to act as, (i) transfer agent for the Subauthorized and issued shares of each Investment Company representing interests in each of the respective Funds and Classes thereof ("Shares"), (ii) dividend disbursing agent and (iii) agent in connection with any accumulation, open-advisor, subject account or similar plans provided to the direction and control registered owners of shares of any of the Board, to manage Funds ("Shareholders") and set out in the investment currently effective prospectuses and reinvestment statements of additional information (collectively "prospectus") of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assetsapplicable Fund, the “Portfolio”) andincluding, without limiting the generality of the foregoinglimitation, to provide other services as specified herein. The Sub-advisor accepts this employment and agrees to render its services for the compensation set forth hereinany periodic investment plan or periodic withdrawal program. (b) In connection therewith, the Advisor each Investment Company has delivered to the Sub-advisor Forum copies of (i) the Trust’s Investment Company's Articles of Incorporation/Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), (ii) the Trust’s current Prospectus Investment Company's Registration Statement and Statement of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) all amendments thereto filed with the U.S. Securities and Exchange Commission (“"SEC”") pursuant to the Securities Act of 1933, as amended (the “"Securities Act”"), and or the 1940 ActAct (the "Registration Statement"), (iii) the Investment Company's current prospectus, and (iv) each current plan of distribution or similar document adopted by the Trust with respect to the Fund Investment Company under Rule 12b-1 under the 1940 Act (each a “"Plan”") and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund Investment Company (each a “"Service Plan”); and (iv") all procedures adopted by the Trust with respect to the Fund, and shall promptly furnish the Sub-advisor Forum with all amendments of or supplements to the foregoing. The Advisor Investment Company shall deliver to the Sub-advisor: (x) Forum a certified copy of the resolution of the Board of Trustees of BBH Trust; and the Board of Directors of BBH Fund, Inc, BBH Common Settlement Fund, Inc. and BBH Common Settlement Fund II, Inc. (collectively referred to as the "Board") appointing the Sub-advisor as a sub-advisor to the Fund Forum and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information that the Sub-advisor shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Adviser hereby appoints and employs the Sub-advisorSubadviser, subject to the direction and control of the BoardBoard and subject to the oversight of the Adviser, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, Allocated Assets and to provide other services as specified herein. The Sub-advisor Subadviser accepts this employment appointment and agrees to render its services for the compensation set forth herein. The Advisor acknowledges that the Allocated Assets will primarily constitute micro-cap securities; and will, to the extent practical, seek to provide reasonable prior notice, of at least three (3) business days before any material allocation of assets away from or to the Subadviser. The Subadviser shall discharge the foregoing responsibilities in compliance with the objectives, policies, and limitations for the Fund set forth in the Trust’s current registration statement as amended from time to time and applicable laws and regulations and in compliance with investment objectives and guidelines agreed to by the Subadviser and the Adviser from time to time provided such guidelines also are in compliance with the foregoing. (b) In connection therewith, the Advisor Adviser has delivered to the Sub-advisor Subadviser copies of (i) the Trust’s Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter Documents”)Instrument, (ii) the Trust’s current Prospectus Registration Statement and Statement of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) all amendments thereto filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and or the 1940 ActAct (the “Registration Statement”), (iii) each plan the Trust’s current Prospectuses and Statements of distribution or similar document adopted by the Trust with respect to Additional Information for the Fund under Rule 12b-1 under (collectively, as currently in effect and as amended or supplemented, the 1940 Act “Prospectus”), and (each a “Plan”iv) all policies and each current shareholder service plan or similar document procedures adopted by the Trust with respect to the Fund (each a “Service Plan”e.g., repurchase agreement procedures, Rule 17a-7 Procedures and Rule 17e-1 Procedures); and (iv) all procedures adopted by the Trust with respect to the Fund, and shall promptly furnish the Sub-advisor Subadviser with all amendments of or supplements to the foregoing. The Advisor Adviser shall deliver to the Sub-advisorSubadviser: (x1) a certified copy of the resolution of the Board Board, including a majority of the Trustees who are not interested persons (as defined in the 1940 Act) appointing the Sub-advisor as a sub-advisor to Adviser and Subadviser and approving the Fund Trust’s advisory agreement with the Adviser and authorizing the execution and delivery of this Agreement; (y2) a certified copy of the resolution of the Fund’s shareholder(s), if applicable, appointing the Adviser and Subadviser; (3) a copy of all applicable proxy statements and related materials relating to the Fund; and (z4) a certified copy of the resolution from the Trust and/or the Adviser identifying the respective officers; and (5) any other documents, materials or information that the Sub-advisor Subadviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Subadviser has delivered to the Advisor Adviser and the Trust a copy of: its (i) a copy of its Form ADV as most recently filed with the SEC; SEC and any applicable brochure supplements, (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); ) and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in program that meets the Trust’s registration statementrequirements of the federal securities laws. The Sub-advisor Subadviser shall promptly furnish the Advisor Adviser and Trust with all amendments of and or supplements to the foregoing at least annuallyforegoing.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Corporation hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the in each Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Corporation has delivered to the Sub-advisor Adviser copies of (i) the Trust’s Declaration Corporation's Articles of Trust Incorporation and Bylaws (collectively, as amended from time to time, the “Charter "Organic Documents”"), (ii) the Trust’s Corporation's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933, as amended (the "Securities Act"), or the 1940 Act (the "Registration Statement"), (iii) the Corporation's current Prospectus Prospectuses and Statement Statements of Additional Information for the of each Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”"Prospectus"), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”); and (iv) all procedures adopted by the Trust Corporation with respect to the FundFunds (i.e., repurchase agreement procedures), and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor Corporation shall deliver to the Sub-advisor: Adviser (x) a certified copy of the resolution of the Board of Directors of the Corporation (the "Board") appointing the Sub-advisor as a sub-advisor to the Fund Adviser and authorizing the execution and delivery of this Agreement; , (y) a copy of all proxy statements and related materials relating to the Fund; Funds, and (z) any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Adviser has delivered to the Advisor and the Trust Corporation (i) a copy of its Form ADV as most recently filed with the SEC; SEC and (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “"Code”"); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Adviser shall promptly furnish the Advisor and Trust Corporation with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Each Series hereby appoints and employs the Sub-advisorAdviser, subject to the direction and control of the board of directors of the Fund (the “Board”), to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (in such assets, the “Portfolio”) Series and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor Adviser accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor Fund has delivered to the Sub-advisor Adviser copies of of: (i) the TrustFund’s Declaration Articles of Trust Incorporation and Bylaws (collectivelyBy-Laws, each as amended from time to time, time (the “Charter Organizational Documents”), ; (ii) the TrustFund’s current Prospectus Registration Statement and Statement of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) all amendments thereto filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a the “PlanRegistration Statement”); (iii) the Fund’s current Prospectuses and each current shareholder service plan Statements of Additional Information (collectively, as currently in effect and as amended or similar document adopted by supplemented, the Trust with respect to the Fund (each a “Service PlanProspectus”); and (iv) all procedures adopted by the Trust with respect to the Fund, and shall promptly furnish the Sub-advisor Adviser with all amendments of or supplements to the foregoing. The Advisor Fund shall deliver to the Sub-advisor: (x) a copy of the resolution of the Board appointing the Sub-advisor as a sub-advisor to the Fund and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) Adviser any other documents, materials or information that the Sub-advisor Adviser shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor Adviser has delivered delivered, or will deliver to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) Fund a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor Adviser shall promptly furnish the Advisor and Trust Fund with all amendments of and or supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor hereby appoints and employs the Sub-advisor, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor accepts this employment and agrees to render its services for the compensation set forth herein. (b) In connection therewith, the Advisor has delivered to the Sub-advisor copies of (i) the Trust’s Declaration of Trust and Bylaws (collectively, as amended from time to time, the “Charter Documents”), (ii) the Trust’s current Prospectus and Statement of Additional Information for the Fund (collectively, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, (iii) each plan of distribution or similar document adopted by the Trust with respect to the Fund under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the Fund (each a “Service Plan”); and (iv) all procedures adopted by the Trust with respect to the Fund, and shall promptly furnish the Sub-advisor with all amendments of or supplements to the foregoing. The Advisor shall deliver to the Sub-advisor: (x) a copy of the resolution of the Board appointing the Sub-advisor as a sub-advisor to the Fund and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Fund; and (z) any other documents, materials or information that the Sub-advisor shall reasonably request to enable it to perform its duties pursuant to this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annuallyforegoing.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Client hereby appoints and employs retains FCS to facilitate the Sub-advisorprovision of compliance services by the FCS employee designated on Appendix B hereto, subject to whom the direction and control Board of Directors of the Client (the “Board”) has duly appointed to serve as the CCO of each Fund, in accordance with Rule 38a-1, for the period and on the terms and conditions set forth in this Agreement. In addition, FCS hereby agrees to manage the investment appoint an Anti-Money Laundering Compliance Officer (“AMLCO”) for each Fund, and reinvestment of the assets of all or FMS agrees to provide a portion of the Principal Financial Officer (“PFO”) for each Fund allocated to be duly appointed by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoing, to provide other services as specified herein. The Sub-advisor accepts this employment and agrees to render its services Client for the compensation period and on the terms and conditions set forth hereinin this Agreement. (b) In connection therewith, the Advisor Client has delivered to the Sub-advisor Foreside copies of of: (i) the TrustClient’s Declaration Articles of Trust Incorporation, Amendments thereto, Articles Supplementary and Bylaws (collectively, as amended from time to time, the “Charter Organizational Documents”), ; (ii) the Trusteach Fund’s current Prospectus and Statement of Additional Information for the Fund (collectivelyRegistration Statement, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act, Act (the “Registration Statement”); (iii) each Fund’s current Prospectus and Statement of Additional Information of the Fund (collectively, as currently in effect and as amended or supplemented, the “Prospectus” or “SAI”, as the case may be, or the “Disclosure Documents”); (iv) each plan of distribution or similar document adopted by the Trust with respect to the Fund Funds under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service plan or similar document adopted by the Trust with respect to the each Fund (each a “Service Plan”); and (ivv) all policies and procedures adopted by the Trust Funds with respect to the FundFunds, and shall promptly furnish the Sub-advisor Foreside with all amendments of or supplements to the foregoing. The Advisor Client shall deliver to the Sub-advisor: (x) Foreside a certified copy of the resolution resolutions of the Board appointing the Sub-advisor as a sub-advisor to the CCO, AMLCO and PFO for each Fund and retaining Foreside hereunder and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating . In addition, the Client shall deliver, or cause to the Fund; and (z) deliver, to Foreside upon Foreside’s reasonable request any other documents, materials or information documents that the Sub-advisor shall reasonably request to would enable it Foreside to perform its duties pursuant to the services described in this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annually.

APPOINTMENT; DELIVERY OF DOCUMENTS. (a) The Advisor Trust hereby appoints ALPS, and employs the Sub-advisor, subject to the direction and control of the Board, to manage the investment and reinvestment of the assets of all or a portion of the Fund allocated by the Advisor to the Sub-advisor from time to time (such assets, the “Portfolio”) and, without limiting the generality of the foregoingALPS hereby agrees, to provide other services a qualified person to serve as specified herein. The Sub-advisor accepts this employment and agrees the Principal Financial Officer (“PFO”) to render its services the Funds for the compensation period and on the terms and conditions set forth hereinin this Agreement. (b) In connection therewith, the Advisor Trust has delivered to the Sub-advisor ALPS copies of of: (i) the Trust’s Declaration of Trust Instrument and Bylaws (collectively, as amended from time to time, the “Charter Organizational Documents”), ; (ii) the Trust’s Funds’ current Prospectus and Statement of Additional Information for the Fund (collectivelyregistration statement, as currently in effect and as amended or supplemented, the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities 1933 Act”), and the 1940 Act, Act (the “Registration Statement”); (iii) the Funds’ current prospectus and statement of additional information (collectively, as currently in effect and as amended or supplemented, the “Prospectus” or “SAI,” as the case may be, or the “Disclosure Documents”); (iv) each plan of distribution or similar document that may be adopted by the Trust with respect to on behalf of the Fund Funds under Rule 12b-1 under the 1940 Act (each a “Plan”) and each current shareholder service services plan or similar document adopted by the Trust with respect to on behalf of the Fund Funds (each a “Service Plan”); and (ivv) all policies, programs and procedures adopted by the Trust with respect to the Fund, and shall promptly furnish the Sub-advisor ALPS with all amendments of or supplements to the foregoing. The Advisor Trust shall deliver to the Sub-advisor: (x) ALPS a certified copy of the resolution of the Board of Trustees of the Trust (the “Board”) appointing the Sub-advisor as a sub-advisor to the Fund ALPS hereunder and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating . In addition, the Trust shall deliver, or cause to the Fund; and (z) deliver, to ALPS upon ALPS’s reasonable request any other documents, materials or information documents that the Sub-advisor shall reasonably request to would enable it ALPS to perform its duties pursuant to the services described in this Agreement. (c) The Sub-advisor has delivered to the Advisor and the Trust (i) a copy of its Form ADV as most recently filed with the SEC; (ii) a copy of its code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act (the “Code”); and (iii) a copy of its compliance manual pursuant to applicable regulations, including its proxy voting policies and procedures, which proxy voting policy and procedures will be included in the Trust’s registration statement. The Sub-advisor shall promptly furnish the Advisor and Trust with all amendments of and supplements to the foregoing at least annually.