Common use of Appointment of Distributor Clause in Contracts

Appointment of Distributor. (a) The Trust appoints Distributor its exclusive agent for the distribution of the Shares in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor accepts such appointment as exclusive agent for the distribution of the Shares and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s Declaration of the Trust. (c) Distributor may sell Shares to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAI, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAI. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares of the Fund in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Fund in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of the Shares of the Fund and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s Declaration Trust Instrument of the Trust. (c) Distributor may sell Shares of the Fund to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAIStatement of Additional Information, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Fund from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a any Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI Statement of Additional Information of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Each Trust hereby appoints Distributor its exclusive agent for the distribution of Shares of the Shares Funds or of the Trust itself, as indicated on Exhibit A, in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds or of the Trust, as the case may be, in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a any Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision0000 Xxx. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of Shares of the Shares Funds or of the Trust itself, as indicated on Exhibit A, and agrees that it will sell the Shares as agent for the each Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of the applicable federal Trust or Fund (the "Prospectus" and state laws the "Statement of Additional Information"), applicable laws, rules and regulations and the Declaration of Trust of the applicable Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares, and agrees to transmit promptly to the Trust’s Declaration of applicable Trust (or to the transfer agent, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Statement and the applicable Prospectus and SAI, Statement of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares from the applicable Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to applicable Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the applicable Trust, or to any such corporation or association, unless such sales are made in accordance with the then current applicable Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the any Trust to give any information or make any representations regarding the Shares of a FundShares, except such information or representations as are contained in the Registration applicable Prospectus and Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Each Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares for sale in such states as Distributor and the Trust agree. (g) No Shares shall be offered by either Distributor or a Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to such Shares or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for such Shares as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase Shares from any shareholder in accordance with the provisions of the applicable Prospectus or charter documents. (h) Notwithstanding any provision hereof, the a Trust may terminate, suspend, suspend or withdraw the offering of any Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable. (i) The parties acknowledge that each Trust reserves the right to appoint one or more other distributors for its Shares pursuant to separate distribution agreements.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Shares of each class of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision0000 Xxx. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of Shares of each class of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Each Trust hereby appoints Distributor its exclusive agent for the distribution of Shares of the Shares Funds or of the Trust itself, as indicated on Exhibit A, in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds or of the Trust, as the case may be, in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a any Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision0000 Xxx. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of Shares of the Shares Funds or of the Trust itself, as indicated on Exhibit A, and agrees that it will sell the Shares as agent for the each Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of the applicable federal Trust or Fund (the "Prospectus" and state laws the "Statement of Additional Information"), applicable laws, rules and regulations and the Declaration of Trust of the applicable Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares, and agrees to transmit promptly to the Trust’s Declaration of applicable Trust (or to the transfer agent, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Statement and the applicable Prospectus and SAI, Statement of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares from the applicable Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to applicable Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the applicable Trust, or to any such corporation or association, unless such sales are made in accordance with the then current applicable Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the any Trust to give any information or make any representations regarding the Shares of a FundShares, except such information or representations as are contained in the Registration applicable Prospectus and Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Each Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares for sale in such states as Distributor and the Trust agree. (g) No Shares shall be offered by either Distributor or a Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to such Shares or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for such Shares as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase Shares from any shareholder in accordance with the provisions of the applicable Prospectus or charter documents. (h) Notwithstanding any provision hereof, the a Trust may terminate, suspend, suspend or withdraw the offering of any Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Class B Shares of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund series of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision0000 Xxx. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of Class B Shares of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares of the Fund in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Fund in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a the Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision1000 Xxx. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of the Shares of the Fund and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s Agreement and Declaration of Trust of the Trust. (c) Distributor may sell Shares of the Fund to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAIStatement of Additional Information, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Fund from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a the Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI Statement of Additional Information of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any the Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust Company hereby appoints the Distributor its exclusive agent for the distribution as principal underwriter and distributor of the Funds of the Company to sell the Shares of the Funds in jurisdictions wherein such the Shares may be legally offered for sale. The Distributor shall be the exclusive agent for the distribution of Shares of the Funds; provided, however, that the Trust Company in its absolute discretion may issue Shares of the Funds otherwise than through the Distributor in connection with (i) the payment or reinvestment of dividends or distributions; , (ii) any merger or consolidation of the Trust Company or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity by the Company or another Fund of the Trust; or any Fund, and (iii) any offer of exchange permitted authorized by Section 11 the Board of Directors of the 1940 ActCompany. Notwithstanding any other provision hereof, the Company may terminate, suspend, or any other applicable provisionwithdraw the offering of the Shares of a Fund whenever, in its sole discretion, it deems such action to be desirable. (b) The Distributor accepts such appointment as exclusive agent for the distribution of the Shares and agrees that it will use all reasonable efforts, consistent with its other business, in connection with the distribution of Shares of the Company; provided, however, that the Distributor shall not be prevented from entering into like arrangements with other issuers. The provisions of this paragraph do not obligate the Distributor to register as a broker or dealer under the state Blue Sky laws of any jurisdiction when it determines it would be uneconomical for it to do so or to maintain its registration in any jurisdiction in which it is now registered nor obligate the Distributor to sell any particular number of Shares. The Distributor is currently registered as a broker-dealer or exempt from registration in all jurisdictions listed in Schedule B hereto. The Distributor shall promptly notify the Company in the event it fails to maintain its registration in any jurisdiction in which it is currently registered. The Distributor shall sell Shares of the Funds as agent for the Trust Company at prices determined as hereinafter provided and on the terms hereinafter set forthforth herein, all according to applicable federal and state Blue Sky laws and regulations and to the Trust’s Declaration Articles of Incorporation and By-Laws of the Trust. (c) Company. The Distributor may sell Shares of the Funds to or through qualified securities brokers, dealers or others. Distributor will others and shall require each dealer or other such party person to conform to the provisions hereof, the Registration Statement and Statement, the then current Prospectus and SAIStatement of Additional Information, and applicable law; and neither . Neither the Distributor nor any such dealers or others person shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (dc) The Distributor shall order Shares of the Funds from the Trust Company only to the extent that it shall have received purchase orders therefor. The Distributor will not make, or authorize any dealers brokers, dealers, or others to make: , (i) any short sales of Shares; Shares or (ii) any sales of Shares to any Trustee Director or officer of the Trust Company, the Distributor, or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, or supervisory services to the TrustCompany, or to any such corporation or association, unless such sales are made in accordance with the Company's then current Prospectus and SAIStatement of Additional Information. (ed) The Distributor is not authorized by the Trust Company to give any information or to make any representations regarding the Shares of a Fund, except such information or representations as are representation other than those contained in the Registration then current Prospectus, Statement or in the current Prospectus or SAI of the applicable FundAdditional Information, and Fund shareholder reports ("Shareholder Reports"), or in advertisements supplementary sales materials specifically approved by the Company. The Distributor may prepare and distribute sales literature prepared and other material as it may deem appropriate, provided that such literature and materials have been approved by or on behalf of the Trust for Distributor’s Company prior to their use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Shares of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund series of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision0000 Xxx. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of Shares of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a the Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund series of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision0000 Xxx. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of the Shares and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of the Fund (the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares, and agrees to transmit promptly to the Trust (or to the transfer agent of the Fund, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a FundShares, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares for sale in such states as Distributor and the Trust agree. (g) No Shares shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of the Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for the Fund with respect to Shares as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares of the Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of the Shares of the Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s 's Declaration of the TrustTrust ("Trust Instrument"). (c) Distributor may sell Shares of the Funds to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAIStatement of Additional Information, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or to make any representations regarding the Shares of a any Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI Statement of Additional Information of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Class B Shares of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund series of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive exxxxxxxx agent for the distribution of Class B Shares of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Class B Shares of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund series of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive xx xxxxxsive agent for the distribution of Class B Shares of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust appoints Distributor its exclusive agent for the distribution of the Shares in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor accepts such appointment as exclusive agent for the distribution of the Shares and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s 's Declaration of the Trust. (c) Distributor may sell Shares to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAI, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAI. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares of each Fund in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of each Fund in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of the Shares of each Fund and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s Agreement and Declaration of Trust of the Trust. (c) Distributor may sell Shares of each Fund to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAIStatement of Additional Information, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of each Fund from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a any Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI Statement of the applicable Additional Information of each Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints the Distributor its exclusive agent for the distribution as principal underwriter and distributor of the Funds of the Trust to sell the Shares of the Funds in jurisdictions wherein such the Shares may be legally offered for sale. The Distributor shall be the exclusive agent for the distribution of Shares of the Funds; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds otherwise than through the Distributor in connection with (i) the payment or reinvestment of dividends or distributions; , (ii) any merger or consolidation of the Trust or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity by the Trust or another Fund of the Trust; or any Fund, and (iii) any offer of exchange permitted authorized by Section 11 the Board of Trustees of the 1940 ActTrust. Notwithstanding any other provision hereof, the Trust may terminate, suspend, or any other applicable provisionwithdraw the offering of the Shares of a Fund whenever, in its sole discretion, it deems such action to be desirable. (b) The Distributor accepts such appointment as exclusive agent for the distribution of the Shares and agrees that it will use all reasonable efforts, consistent with its other business, in connection with the distribution of Shares of the Trust; provided, however, that the Distributor shall not be prevented from entering into like arrangements with other issuers. The provisions of this paragraph do not obligate the Distributor to register as a broker or dealer under the state Blue Sky laws of any jurisdiction when it determines it would be uneconomical for it to do so or to maintain its registration in any jurisdiction in which it is now registered nor obligate the Distributor to sell any particular number of Shares. The Distributor is currently registered as a broker-dealer or exempt from registration in all jurisdictions listed in Exhibit B hereto. The Distributor shall promptly notify the Trust in the event it fails to maintain its registration in any jurisdiction in which it is currently registered. The Distributor shall sell Shares of the Funds as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forthforth herein, all according to applicable federal and state Blue Sky laws and regulations and to the Trust’s Agreement and Declaration of Trust and By-Laws of the Trust. (c) . The Distributor may sell Shares of the Funds to or through qualified securities brokers, dealers or others. Distributor will others and shall require each dealer or other such party person to conform to the provisions hereof, the Registration Statement and Statement, the then current Prospectus and SAIStatement of Additional Information, and applicable law; and neither . Neither the Distributor nor any such dealers or others person shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (dc) The Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received purchase orders therefor. The Distributor will not make, or authorize any dealers brokers, dealers, or others to make: , (i) any short sales of Shares; Shares or (ii) any sales of Shares to any Trustee or officer of the Trust Trust, the Distributor, or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the Trust's then current Prospectus and SAIStatement of Additional Information. (ed) The Distributor is not authorized by the Trust to give any information or to make any representations regarding the Shares of a Fund, except such information or representations as are representation other than those contained in the Registration then current Prospectus, Statement or in the current Prospectus or SAI of the applicable FundAdditional Information, and Fund shareholder reports ("Shareholder Reports"), or in advertisements supplementary sales materials specifically approved by the Trust. The Distributor may prepare and distribute sales literature prepared and other material as it may deem appropriate, provided that such literature and materials have been approved by or on behalf of the Trust for Distributor’s prior to their use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Shares of each class of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive agent excxxxxxx xgent for the distribution of Shares of each class of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares of each Fund in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of each Fund in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a each Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision0000 Xxx. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of the Shares of each Fund and agrees that it will sell the Shares as agent for the Trust trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s Agreement and Declaration of Trust of the Trust. (c) Distributor may sell Shares of each Fund to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAIStatement of Additional Information, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of each Fund from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a each Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI Statement of Additional Information of the applicable FundFunds, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any each Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares of the Fund in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Fund in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a the Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision0000 Xxx. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of the Shares of the Fund and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s Agreement and Declaration of Trust of the Trust. (c) Distributor may sell Shares of the Fund to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAIStatement of Additional Information, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Fund from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a the Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI Statement of Additional Information of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any the Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust Company hereby appoints the Distributor its exclusive agent for the distribution as principal underwriter and distributor of the Funds of the Company to sell the Shares of the Funds in jurisdictions wherein such the Shares may be legally offered for sale. The Distributor shall be the exclusive agent for the distribution of Shares of the Funds; provided, however, that the Trust Company in its absolute discretion may issue Shares of the Funds otherwise than through the Distributor in connection with (i) the payment or reinvestment of dividends or distributions; , (ii) any merger or consolidation of the Trust Company or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity by the Company or another Fund of the Trust; or any Fund, and (iii) any offer of exchange permitted authorized by Section 11 the Board of Directors of the 1940 ActCompany. Notwithstanding any other provision hereof, the Company may terminate, suspend, or any other applicable provisionwithdraw the offering of the Shares of a Fund whenever, in its sole discretion, it deems such action to be desirable. (b) The Distributor accepts such appointment as exclusive agent for the distribution of the Shares and agrees that it will use all reasonable efforts, consistent with its other business, in connection with the distribution of Shares of the Company; provided, however, that the Distributor shall not be prevented from entering into like arrangements with other issuers. The provisions of this paragraph do not obligate the Distributor to register as a broker or dealer under the state Blue Sky laws of any jurisdiction when it determines it would be uneconomical for it to do so or to maintain its registration in any jurisdiction in which it is now registered nor obligate the Distributor to sell any particular number of Shares. The Distributor is currently registered as a broker-dealer or exempt from registration in all jurisdictions listed in Exhibit B hereto. The Distributor shall promptly notify the Company in the event it fails to maintain its registration in any jurisdiction in which it is currently registered. The Distributor shall sell Shares of the Funds as agent for the Trust Company at prices determined as hereinafter provided and on the terms hereinafter set forthforth herein, all according to applicable federal and state Blue Sky laws and regulations and to the Trust’s Declaration Articles of Incorporation and ByLaws of the Trust. (c) Company. The Distributor may sell Shares of the Funds to or through qualified securities brokers, dealers or others. Distributor will others and shall require each dealer or other such party person to conform to the provisions hereof, the Registration Statement and Statement, the then current Prospectus and SAIStatement of Additional Information, and applicable law; and neither . Neither the Distributor nor any such dealers or others person shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (dc) The Distributor shall order Shares of the Funds from the Trust Company only to the extent that it shall have received purchase orders therefor. The Distributor will not make, or authorize any dealers brokers, dealers, or others to make: , (i) any short sales of Shares; Shares or (ii) any sales of Shares to any Trustee Director or officer of the Trust Company, the Distributor, or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, or supervisory services to the TrustCompany, or to any such corporation or association, unless such sales are made in accordance with the Company's then current Prospectus and SAIStatement of Additional Information. (ed) The Distributor is not authorized by the Trust Company to give any information or to make any representations regarding the Shares of a Fund, except such information or representations as are representation other than those contained in the Registration then current Prospectus, Statement or in the current Prospectus or SAI of the applicable FundAdditional Information, and Fund shareholder reports ("Shareholder Reports"), or in advertisements supplementary sales materials specifically approved by the Company. The Distributor may prepare and distribute sales literature prepared and other material as it may deem appropriate, provided that such literature and materials have been approved by or on behalf of the Trust for Distributor’s Company prior to their use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Shares of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund series of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive exxxxxxxx agent for the distribution of Shares of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares of the Fund in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Fund in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of the Shares of the Fund and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s 's Declaration of the Trust. (c) Distributor may sell Shares of the Fund to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus Prospectuses and SAIStatement of Additional Information, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Fund from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus Prospectuses and SAIStatement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a any Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus Prospectuses or SAI Statement of Additional Information of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Class A Shares of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund series of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive xx xxxxxsive agent for the distribution of Class A Shares of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Class A Shares of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive exxxxxxxx agent for the distribution of Class A Shares of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints the Distributor its exclusive agent for the distribution as principal underwriter and distributor of the Funds of the Trust to sell the Shares of the Funds in jurisdictions wherein such the Shares may be legally offered for sale. The Distributor shall be the exclusive agent for the distribution of Shares of the Funds; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds otherwise than through the Distributor in connection with (i) the payment or reinvestment of dividends or distributions; , (ii) any merger or consolidation of the Trust or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity by the Trust or another Fund of the Trust; or any Fund, and (iii) any offer of exchange permitted authorized by Section 11 the Board of Trustees of the 1940 ActTrust. Notwithstanding any other provision hereof, the Trust may terminate, suspend, or withdraw the offering of the Shares of a Fund or reject any other applicable provisionpurchase order for Shares, whenever, in its sole discretion, it deems such action to be desirable. (b) The Distributor accepts such appointment as exclusive agent for the distribution of the Shares and agrees that it will use all reasonable efforts, consistent with its other business, in connection with the distribution of Shares of the Trust; provided, however, that the Distributor shall not be prevented from entering into like arrangements with other issuers. The provisions of this paragraph do not obligate the Distributor to register as a broker or dealer under the state Blue Sky laws of any jurisdiction when it determines it would be uneconomical for it to do so or to maintain its registration in any jurisdiction in which it is now registered nor obligate the Distributor to sell any particular number of Shares. The Distributor is currently registered as a broker-dealer or exempt from registration in all jurisdictions listed in Exhibit B hereto. The Distributor shall promptly notify the Trust in the event it fails to maintain its registration in any jurisdiction in which it is currently registered. The Distributor shall sell Shares of the Funds as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forthforth herein, all according to applicable federal and state Blue Sky laws and regulations and to the Trust’s Agreement and Declaration of Trust and By-Laws of the Trust. (c) . The Distributor may sell Shares of the Funds to or through qualified securities brokers, dealers or others. Distributor will others and shall require each dealer or other such party person to conform to the provisions hereof, the Registration Statement and Statement, the then current Prospectus and SAIStatement of Additional Information, and applicable law; and neither . Neither the Distributor nor any such dealers or others person shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (dc) The Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received purchase orders therefor. The Distributor will not make, or authorize any dealers brokers, dealers, or others to make: , (i) any short sales of Shares; Shares or (ii) any sales of Shares to any Trustee or officer of the Trust Trust, the Distributor, or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the Trust's then current Prospectus and SAIStatement of Additional Information. (ed) The Distributor is not authorized by the Trust to give any information or to make any representations regarding the Shares of a Fund, except such information or representations as are representation other than those contained in the Registration then current Prospectus, Statement or in the current Prospectus or SAI of the applicable FundAdditional Information, and Fund shareholder reports ("Shareholder Reports"), or in advertisements supplementary sales materials specifically approved by the Trust. The Distributor may prepare and distribute sales literature prepared and other material as it may deem appropriate, provided that such literature and materials have been approved by or on behalf of the Trust for Distributor’s prior to their use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund series of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive exxxxxxxx agent for the distribution of the Shares and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund with respect to the Shares (the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a FundShares, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for that Fund with respect to Shares as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares of the Fund in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Fund in connection with (i) the payment or reinvestment of dividends or distributions; , (ii) any merger or consolidation of the Trust or of a the Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision0000 Xxx. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of the Shares of the Fund and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s Agreement and Declaration of Trust of the Trust. (c) Distributor may sell Shares of the Fund to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAIStatement of Additional Information, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Fund from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a the Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI Statement of Additional Information of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any the Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust Company hereby appoints the Distributor its exclusive agent for the distribution as principal underwriter and distributor of the Funds of the Company to sell the Shares of the Funds in jurisdictions wherein such the Shares may be legally offered for sale. The Distributor shall be the exclusive agent for the distribution of Shares of the Funds; provided, however, that the Trust Company in its absolute discretion may issue Shares of the Funds otherwise than through the Distributor in connection with (i) the payment or reinvestment of dividends or distributions; , (ii) any merger or consolidation of the Trust Company or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity by the Company or another Fund of the Trust; or any Fund, and (iii) any offer of exchange permitted authorized by Section 11 the Board of Trustees of the 1940 ActCompany. Notwithstanding any other provision hereof, the Company may terminate, suspend, or withdraw the offering of the Shares of a Fund or reject any other applicable provisionpurchase order for Shares whenever, in its sole discretion, it deems such action to be desirable. (b) The Distributor accepts such appointment as exclusive agent for the distribution of the Shares and agrees that it will use all reasonable efforts, consistent with its other business, in connection with the distribution of Shares of the Company; provided, however, that the Distributor shall not be prevented from entering into like arrangements with other issuers. The provisions of this paragraph do not obligate the Distributor to register as a broker or dealer under the state Blue Sky laws of any jurisdiction when it determines it would be uneconomical for it to do so or to maintain its registration in any jurisdiction in which it is now registered nor obligate the Distributor to sell any particular number of Shares. The Distributor is currently registered as a broker-dealer or exempt from registration in all jurisdictions listed in Exhibit B hereto. The Distributor shall promptly notify the Company in the event it fails to maintain its registration in any jurisdiction in which it is currently registered. The Distributor shall sell Shares of the Funds as agent for the Trust Company at prices determined as hereinafter provided and on the terms hereinafter set forthforth herein, all according to applicable federal and state Blue Sky laws and regulations and to the Trust’s Agreement and Declaration of Trust and By-Laws of the Trust. (c) Company. The Distributor may sell Shares of the Funds to or through qualified securities brokers, dealers or others. Distributor will others and shall require each dealer or other such party person to conform to the provisions hereof, the Registration Statement and Statement, the then current Prospectus and SAIStatement of Additional Information, and applicable law; and neither . Neither the Distributor nor any such dealers or others person shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (dc) The Distributor shall order Shares of the Funds from the Trust Company only to the extent that it shall have received purchase orders therefor. The Distributor will not make, or authorize any dealers brokers, dealers, or others to make: , (i) any short sales of Shares; Shares or (ii) any sales of Shares to any Trustee or officer of the Trust Company, the Distributor, or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, or supervisory services to the TrustCompany, or to any such corporation or association, unless such sales are made in accordance with the Company's then current Prospectus and SAIStatement of Additional Information. (ed) The Distributor is not authorized by the Trust Company to give any information or to make any representations regarding the Shares of a Fund, except such information or representations as are representation other than those contained in the Registration then current Prospectus, Statement or in the current Prospectus or SAI of the applicable FundAdditional Information, and Fund shareholder reports ("Shareholder Reports"), or in advertisements supplementary sales materials specifically approved by the Company. The Distributor may prepare and distribute sales literature prepared and other material as it may deem appropriate, provided that such literature and materials have been approved by or on behalf of the Trust for Distributor’s Company prior to their use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares of each Designated Fund in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of each Designated Fund in connection with (i) the payment or reinvestment of dividends or distributions; , (ii) any merger or consolidation of the Trust or of a each Designated Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision0000 Xxx. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of the Shares of each Designated Fund and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s Agreement and Declaration of Trust of the Trust. (c) Distributor may sell Shares of each Designated Fund to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAIStatement of Additional Information, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of each Designated Fund from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a each Designated Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI Statement of the applicable Additional Information of each Designated Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any each Designated Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Shares of each class of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive agent exclxxxxx xxent for the distribution of Shares of each class of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) A. The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares of the Fund in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Fund in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a the Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) B. Distributor hereby accepts such appointment as exclusive agent for the distribution of the Shares of the Fund and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s Agreement and Declaration of Trust of the Trust. (c) C. Distributor may sell Shares of the Fund to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAIStatement of Additional Information, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) D. Distributor shall order Shares of the Fund from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (e) E. Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a the Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI Statement of Additional Information of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) F. Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any the Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust Company hereby appoints the Distributor its exclusive agent for the distribution as principal underwriter and distributor of the Funds of the Company to sell the Shares of the Funds in jurisdictions wherein such the Shares may be legally offered for sale. The Distributor shall be the exclusive agent for the distribution of Shares of the Funds; provided, however, that the Trust Company in its absolute discretion may issue Shares of the Funds otherwise than through the Distributor in connection with (i) the payment or reinvestment of dividends or distributions; , (ii) any merger or consolidation of the Trust Company or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity by the Company or another Fund of the Trust; or any Fund, and (iii) any offer of exchange permitted authorized by Section 11 the Board of Trustees of the 1940 ActCompany. Notwithstanding any other provision hereof, the Company may terminate, suspend, or any other applicable provisionwithdraw the offering of the Shares of a Fund whenever, in its sole discretion, it deems such action to be desirable. (b) The Distributor accepts such appointment as exclusive agent for the distribution of the Shares and agrees that it will use all reasonable efforts, consistent with its other business, in connection with the distribution of Shares of the Company; provided, however, that the Distributor shall not be prevented from entering into like arrangements with other issuers. The provisions of this paragraph do not obligate the Distributor to register as a broker or dealer under the state Blue Sky laws of any jurisdiction when it determines it would be uneconomical for it to do so or to maintain its registration in any jurisdiction in which it is now registered nor obligate the Distributor to sell any particular number of Shares. The Distributor is currently registered as a broker-dealer or exempt from registration in all jurisdictions listed in Exhibit B hereto. The Distributor shall promptly notify the Company in the event it fails to maintain its registration in any jurisdiction in which it is currently registered. The Distributor shall sell Shares of the Funds as agent for the Trust Company at prices determined as hereinafter provided and on the terms hereinafter set forthforth herein, all according to applicable federal and state Blue Sky laws and regulations and to the Trust’s Declaration of Trust and By-Laws of the Trust. (c) Company. The Distributor may sell Shares of the Funds to or through qualified securities brokers, dealers or others. Distributor will others and shall require each dealer or other such party person to conform to the provisions hereof, the Registration Statement and Statement, the then current Prospectus and SAIStatement of Additional Information, and applicable law; and neither . Neither the Distributor nor any such dealers or others person shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (dc) The Distributor shall order Shares of the Funds from the Trust Company only to the extent that it shall have received purchase orders therefor. The Distributor will not make, or authorize any dealers brokers, dealers, or others to make: , (i) any short sales of Shares; Shares or (ii) any sales of Shares to any Trustee or officer of the Trust Company, the Distributor, or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, or supervisory services to the TrustCompany, or to any such corporation or association, unless such sales are made in accordance with the Company's then current Prospectus and SAIStatement of Additional Information. (ed) The Distributor is not authorized by the Trust Company to give any information or to make any representations regarding the Shares of a Fund, except such information or representations as are representation other than those contained in the Registration then current Prospectus, Statement or in the current Prospectus or SAI of the applicable FundAdditional Information, and Fund shareholder reports ("Shareholder Reports"), or in advertisements supplementary sales materials specifically approved by the Company. The Distributor may prepare and distribute sales literature prepared and other material as it may deem appropriate, provided that such literature and- materials have been approved by or on behalf of the Trust for Distributor’s Company prior to their use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Class B Shares of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive exxxxxxxx agent for the distribution of Class B Shares of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Class A Shares of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund series of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision0000 Xxx. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of Class A Shares of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Class A Shares of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund series of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive exxxxxxxx agent for the distribution of Class A Shares of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund series of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision0000 Xxx. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of the Shares and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund with respect to the Shares (the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a FundShares, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for that Fund with respect to Shares as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints the Distributor its exclusive agent for the distribution as principal underwriter and distributor of the Funds of the Trust to sell the Shares of the Funds in jurisdictions wherein such the Shares may be legally offered for sale. The Distributor shall be the exclusive agent for the distribution of Shares of the Funds; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds otherwise than through the Distributor in connection with (i) the payment or reinvestment of dividends or distributions; , (ii) any merger or consolidation of the Trust or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity by the Trust or another Fund of the Trust; or any Fund, and (iii) any offer of exchange permitted authorized by Section 11 the Board of Trustees of the 1940 ActTrust. Notwithstanding any other provision hereof, the Trust may terminate, suspend, or withdraw the offering of the Shares of a Fund or reject any other applicable provisionpurchase order for Shares, whenever, in its sole discretion, it deems such action to be desirable. (b) The Distributor accepts such appointment as exclusive agent for the distribution of the Shares and agrees that it will use all reasonable efforts, consistent with its other business, in connection with the distribution of Shares of the Trust; provided, however, that the Distributor shall not be prevented from entering into like arrangements with other issuers. The provisions of this paragraph do not obligate the Distributor to register as a broker or dealer under the state Blue Sky laws of any jurisdiction when it determines it would be uneconomical for it to do so or to maintain its registration in any jurisdiction in which it is now registered nor obligate the Distributor to sell any particular number of Shares. The Distributor is currently registered as a broker-dealer or exempt from registration in all jurisdictions listed in Exhibit B hereto. The Distributor shall promptly notify the Trust in the event it fails to maintain its registration in any jurisdiction in which it is currently registered. The Distributor shall sell Shares of the Funds as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forthforth herein, all according to applicable federal and state Blue Sky laws and regulations and to the Trust’s Agreement and Declaration of Trust and By-Laws of the Trust. (c) . The Distributor may sell Shares of the Funds to or through qualified securities brokers, dealers or others. Distributor will others and shall require each dealer or other such party person to conform to the provisions hereof, the Registration Statement and Statement, the then current Prospectus and SAIStatement of Additional Information, and applicable law; and neither . Neither the Distributor nor any such dealers or others person shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (dc) The Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received purchase orders therefor. The Distributor will not make, or authorize any dealers brokers, dealers, or others to make: , (i) any short sales of Shares; Shares or (ii) any sales of Shares to any Trustee or officer of the Trust Trust, the Distributor, or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the Trust’s then current Prospectus and SAIStatement of Additional Information. (ed) The Distributor is not authorized by the Trust to give any information or to make any representations regarding the Shares of a Fund, except such information or representations as are representation other than those contained in the Registration then current Prospectus, Statement or in the current Prospectus or SAI of the applicable FundAdditional Information, and Fund shareholder reports (“Shareholder Reports”), or in advertisements supplementary sales materials specifically approved by the Trust. The Distributor may prepare and distribute sales literature prepared and other material as it may deem appropriate, provided that such literature and materials have been approved by or on behalf of the Trust for Distributor’s prior to their use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Shares of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund series of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive ax xxxxxxive agent for the distribution of Shares of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares of each Designated Fund in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of each Designated Fund in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a each Designated Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision0000 Xxx. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of the Shares of each Designated Fund and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s Agreement and Declaration of Trust of the Trust. (c) Distributor may sell Shares of each Designated Fund to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAIStatement of Additional Information, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of each Designated Fund from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a each Designated Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI Statement of the applicable Additional Information of each Designated Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any each Designated Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares of the Fund in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Fund in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of the Shares of the Fund and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s 's Declaration of the Trust. (c) Distributor may sell Shares of the Fund to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAIStatement of Additional Information, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Fund from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a any Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI Statement of Additional Information of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Shares of each class of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive exxxxxxxx agent for the distribution of Shares of each class of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares of the Fund in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Fund in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a the Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of the Shares of the Fund and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s Agreement and Declaration of Trust of the Trust. (. c) Distributor may sell Shares of the Fund to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAIStatement of Additional Information, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Fund from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a the Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI Statement of Additional Information of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any the Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Shares of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive agent for axxxx xxx the distribution of Shares of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund series of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive exxxxxxxx agent for the distribution of the Shares and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of the Shares (the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares, and agrees to transmit promptly to the Trust (or to the transfer agent of the Trust, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a FundShares, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares for sale in such states as Distributor and the Trust agree. (g) No Shares shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus with respect to Shares as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the Trust's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust Corporation hereby appoints the Distributor its exclusive agent for the distribution as principal underwriter and distributor of the Corporation to sell the Shares of the Funds in jurisdictions wherein such the Shares may be legally offered for sale. The Distributor shall be the exclusive agent for the distribution of Shares of the Funds; providedPROVIDED, howeverHOWEVER, that the Trust Corporation in its absolute discretion may issue Shares of the Funds otherwise than through the Distributor in connection with (i) the payment or reinvestment of dividends or distributions; , (ii) any merger or consolidation of the Trust Corporation or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund series of the Trust; or Corporation, (iii) any offer of exchange permitted authorized by Section 11 the Board of Directors of the 1940 ActCorporation, (iv) any sales of Shares to directors and officers of the Corporation and such other persons identified in the current Prospectus and Statement of Additional Information of the Corporation, or (v) the issuance of such Shares to a unit investment trust if such unit investment trust has elected to use Shares as an underlying investment. Notwithstanding any other applicable provisionprovision hereof, the Corporation may terminate, suspend, or withdraw the offering of the Shares of a Fund whenever, in its sole discretion, it deems such action to be desirable. (b) The Distributor hereby accepts such appointment as exclusive agent for the distribution principal underwriter and distributor of the Shares Corporation and agrees that it will use its best efforts to promote the Funds and to solicit orders for the purchase of Shares. The Distributor shall sell Shares of the Shares Funds as agent for the Trust Corporation at prices determined as hereinafter provided and on the terms hereinafter set forthforth herein, all according to applicable federal and state laws and regulations and to the Trust’s Declaration Articles of Incorporation and By-Laws of the Trust. (c) Corporation. The Distributor may sell Shares of the Funds to or through qualified securities brokers, dealers or others. Distributor will others and shall require each dealer or other such party person to conform to the provisions hereof, the Registration Statement and Statement, the current Prospectus and SAIStatement of Additional Information, and applicable law; and neither . Neither the Distributor nor any such dealers or others person shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (dc) The Distributor shall order Shares of the Funds from the Trust Corporation only to the extent that it shall have received purchase orders therefor. The Distributor will not make, or authorize any dealers brokers, dealers, or others to make: , (i) any short sales of Shares; Shares or (ii) any sales of Shares to any Trustee director or officer of the Trust Corporation, the Distributor, or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, or supervisory services to the TrustCorporation, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (ed) The Distributor is not authorized by the Trust Corporation to give any information or to make any representations regarding the Shares of a Fund, except such information or representations as are representation other than those contained in the Registration current Prospectus, Statement or in the current Prospectus or SAI of the applicable FundAdditional Information, and shareholder reports, or in advertisements and supplementary sales literature prepared materials specifically approved by or on behalf of the Trust for Distributor’s useCorporation. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust appoints Distributor its exclusive agent for the distribution of the Shares in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund of the Trustentity; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor accepts such appointment as exclusive agent for the distribution of the Shares and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s 's Declaration of the Trust. (c) Distributor may sell Shares to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAI, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAI. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI of the applicable FundTrust, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares of the Fund in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Fund in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a the Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor Distrixxxxx xereby accepts such appointment as exclusive agent for the distribution of the Shares of the Fund and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s Agreement and Declaration of Trust of the Trust. (c) Distributor may sell Shares of the Fund to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAIStatement of Additional Information, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Fund from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a the Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI Statement of Additional Information of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any the Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints the Distributor its exclusive agent for the distribution as principal underwriter and distributor of the Trust to service the Shares of the Funds in jurisdictions wherein such the Shares may be legally offered for sale. The Distributor shall be the exclusive agent for the servicing of Shares of the Funds; providedPROVIDED, howeverHOWEVER, that the Trust in its absolute discretion may issue Shares of the Funds otherwise than through the Distributor in connection with (i) the payment or reinvestment of dividends or distributions; , (ii) any merger or consolidation of the Trust or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund series of the Trust; or , (iii) any offer of exchange permitted authorized by Section 11 the Board of Trustees of the 1940 ActTrust, (iv) any sales of Shares to Trustees and officers of the Trust or to the Distributor or such other persons identified in the current Prospectus and Statement of Additional Information of the Trust, or (v) the issuance of such Shares to a unit investment trust if such unit investment trust has elected to use Shares as an underlying investment. Notwithstanding any other applicable provisionprovision hereof, the Trust may terminate, suspend, or withdraw the offering of the Shares of a Fund whenever, in its sole discretion, it deems such action to be desirable. (b) The Distributor hereby accepts such appointment as exclusive agent for the distribution principal underwriter and distributor of the Shares Trust and agrees that it will sell use its best efforts to promote the Funds and to solicit orders for the purchase of Shares. The Distributor shall service Shares of the Funds as agent for the Trust Corporation at prices determined as hereinafter provided and on the terms hereinafter set forthforth herein, all according to applicable federal and state laws and regulations and to the Trust’s Declaration of Trust and By-Laws of the Trust. (c) . The Distributor may sell service Shares of the Funds to or through qualified securities brokers, dealers or others. Distributor will others and shall require each dealer or other such party person to conform to the provisions hereof, the Registration Statement and Statement, the current Prospectus and SAIStatement of Additional Information, and applicable law; and neither . Neither the Distributor nor any such dealers or others person shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (dc) The Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received purchase orders therefor. The Distributor will not make, or authorize any dealers brokers, dealers, or others to make: , (i) any short sales of Shares; Shares or (ii) any sales of Shares to any Trustee or officer of the Trust Trust, the Distributor, or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (ed) The Distributor is not authorized by the Trust to give any information or to make any representations regarding the Shares of a Fund, except such information or representations as are representation other than those contained in the Registration current Prospectus, Statement or in the current Prospectus or SAI of the applicable FundAdditional Information, and shareholder reports, or in advertisements and sales literature prepared supplementary materials specifically approved by or on behalf of the Trust for Distributor’s useTrust. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Each Trust hereby appoints Distributor its exclusive agent for the distribution of Shares of the Shares Funds or of the Trust itself, as indicated on Exhibit A, in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds or of the Trust, as the case may be, in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a any Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive agent for axxxx xxx the distribution of Shares of the Shares Funds or of the Trust itself, as indicated on Exhibit A, and agrees that it will sell the Shares as agent for the each Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of the applicable federal Trust or Fund (the "Prospectus" and state laws the "Statement of Additional Information"), applicable laws, rules and regulations and the Declaration of Trust of the applicable Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares, and agrees to transmit promptly to the Trust’s Declaration of applicable Trust (or to the transfer agent, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Statement and the applicable Prospectus and SAI, Statement of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares from the applicable Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to applicable Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the applicable Trust, or to any such corporation or association, unless such sales are made in accordance with the then current applicable Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the any Trust to give any information or make any representations regarding the Shares of a FundShares, except such information or representations as are contained in the Registration applicable Prospectus and Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Each Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares for sale in such states as Distributor and the Trust agree. (g) No Shares shall be offered by either Distributor or a Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to such Shares or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for such Shares as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase Shares from any shareholder in accordance with the provisions of the applicable Prospectus or charter documents. (h) Notwithstanding any provision hereof, the a Trust may terminate, suspend, suspend or withdraw the offering of any Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable. (i) The parties acknowledge that each Trust reserves the right to appoint one or more other distributors for its Shares pursuant to separate distribution agreements.

Appointment of Distributor. (a) The Trust hereby appoints the Distributor its exclusive agent for the distribution as principal underwriter and distributor of the Funds of the Trust to sell the Shares of the Funds in jurisdictions wherein such the Shares may be legally offered for sale. The Distributor shall be the exclusive agent for the distribution of Shares of the Funds; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds otherwise than through the Distributor in connection with (i) the payment or reinvestment of dividends or distributions; , (ii) any merger or consolidation of the Trust or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity by the Trust or another Fund of the Trust; or any Fund, and (iii) any offer of exchange permitted authorized by Section 11 the Board of Trustees of the 1940 ActTrust. Notwithstanding any other provision hereof, the Trust may terminate, suspend, or any other applicable provisionwithdraw the offering of the Shares of a Fund whenever, in its sole discretion, it deems such action to be desirable. (b) The Distributor accepts such appointment as exclusive agent for the distribution of the Shares and agrees that it will use all reasonable efforts, consistent with its other business, in connection with the distribution of Shares of the Trust; provided, however, that the Distributor shall not be prevented from entering into like arrangements with other issuers. The provisions of this paragraph do not obligate the Distributor to register as a broker or dealer under the state Blue Sky laws of any jurisdiction when it determines it would be uneconomical for it to do so or to maintain its registration in any jurisdiction in which it is now registered nor obligate the Distributor to sell any particular number of Shares. The Distributor is currently registered as a broker-dealer or exempt from registration in all jurisdictions listed in Exhibit B hereto. The Distributor shall promptly notify the Trust in the event it fails to maintain its registration in any jurisdiction in which it is currently registered. The Distributor shall sell Shares of the Funds as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forthforth herein, all according to applicable federal and state Blue Sky laws and regulations and to the Trust’s Declaration of Trust and By-Laws of the Trust. (c) . The Distributor may sell Shares of the Funds to or through qualified securities brokers, dealers or others. Distributor will others and shall require each dealer or other such party person to conform to the provisions hereof, the Registration Statement and Statement, the then current Prospectus and SAIStatement of Additional Information, and applicable law; and neither . Neither the Distributor nor any such dealers or others person shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (dc) The Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received purchase orders therefor. The Distributor will not make, or authorize any dealers brokers, dealers, or others to make: , (i) any short sales of Shares; Shares or (ii) - any sales of Shares to any Trustee or officer of the Trust Trust, the Distributor, or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the Trust's then current Prospectus and SAIStatement of Additional Information. (ed) The Distributor is not authorized by the Trust to give any information or to make any representations regarding the Shares of a Fund, except such information or representations as are representation other than those contained in the Registration then current Prospectus, Statement or in the current Prospectus or SAI of the applicable FundAdditional Information, and Fund shareholder reports ("Shareholder Reports"), or in advertisements supplementary sales materials specifically approved by the Trust. The Distributor may prepare and distribute sales literature prepared and other material as it may deem appropriate, provided that such literature and- materials have been approved by or on behalf of the Trust for Distributor’s prior to their use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints the Distributor its exclusive agent for the distribution as principal underwriter and distributor of the Trust to service the Shares of the Fund in jurisdictions wherein such the Shares may be legally offered for sale. The Distributor shall be the exclusive agent for the servicing of Shares of the Fund; provided, however, that the Trust in its absolute discretion may issue Shares of the Fund otherwise than through the Distributor in connection with (i) the payment or reinvestment of dividends or distributions; , (ii) any merger or consolidation of the Trust or of a the Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund series of the Trust; or , (iii) any offer of exchange permitted authorized by Section 11 the Board of Trustees of the 1940 ActTrust, (iv) any sales of Shares to Trustees and officers of the Trust or to the Distributor or such other persons identified in the current Prospectus and Statement of Additional Information of the Trust, or (v) the issuance of such Shares to a unit investment trust if such unit investment trust has elected to use Shares as an underlying investment. Notwithstanding any other applicable provisionprovision hereof, the Trust may terminate, suspend, or withdraw the offering of the Shares of the Fund whenever, in its sole discretion, it deems such action to be desirable. (b) The Distributor hereby accepts such appointment as exclusive agent for the distribution principal underwriter and distributor of the Shares Trust and agrees that it will sell use its best efforts to promote the Fund and to solicit orders for the purchase of Shares. The Distributor shall service Shares of the Fund as agent for the Trust Corporation at prices determined as hereinafter provided and on the terms hereinafter set forthforth herein, all according to applicable federal and state laws and regulations and to the Trust’s Declaration of Trust and By-Laws of the Trust. (c) . The Distributor may sell service Shares of the Fund to or through qualified securities brokers, dealers or others. Distributor will others and shall require each dealer or other such party person to conform to the provisions hereof, the Registration Statement and Statement, the current Prospectus and SAIStatement of Additional Information, and applicable law; and neither . Neither the Distributor nor any such dealers or others person shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (dc) The Distributor shall order Shares of the Fund from the Trust only to the extent that it shall have received purchase orders therefor. The Distributor will not make, or authorize any dealers brokers, dealers, or others to make: , (i) any short sales of Shares; Shares or (ii) any sales of Shares to any Trustee or officer of the Trust Trust, the Distributor, or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (ed) The Distributor is not authorized by the Trust to give any information or to make any representations regarding the Shares of a Fund, except such information or representations as are representation other than those contained in the Registration current Prospectus, Statement or in the current Prospectus or SAI of the applicable FundAdditional Information, and shareholder reports, or in advertisements and sales literature prepared supplementary materials specifically approved by or on behalf of the Trust for Distributor’s useTrust. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Class B Shares of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive ax xxxxxxive agent for the distribution of Class B Shares of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Class B Shares of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund series of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive ax xxxxxxive agent for the distribution of Class B Shares of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Shares of each class of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor Distxxxxxxx hereby accepts such appointment as exclusive agent for the distribution of Shares of each class of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Class A Shares of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund series of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive xxxxxxxve agent for the distribution of Class A Shares of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Shares of each class of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive agent excluxxxx xxxnt for the distribution of Shares of each class of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares of the Fund in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Fund in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of the Shares of the Fund and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s 's Declaration of the Trust. (c) Distributor may sell Shares of the Fund to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAI, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Fund from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAI. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a any Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust Company hereby appoints the Distributor its exclusive agent for the distribution as principal underwriter and distributor of the Funds of the Company to sell the Shares of the Funds in jurisdictions wherein such the Shares may be legally offered for sale. The Distributor shall be the exclusive agent for the distribution of Shares of the Funds; provided, however, that the Trust Company in its absolute discretion may issue Shares of the Funds otherwise than through the Distributor in connection with (i) the payment or reinvestment of dividends or distributions; , (ii) any merger or consolidation of the Trust Company or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity by the Company or another Fund of the Trust; or any Fund, and (iii) any offer of exchange permitted authorized by Section 11 the Board of Directors of the 1940 ActCompany. Notwithstanding any other provision hereof, the Company may terminate, suspend, or any other applicable provisionwithdraw the offering of the Shares of a Fund whenever, in its sole discretion, it deems such action to be desirable. (b) The Distributor accepts such appointment as exclusive agent for the distribution of the Shares and agrees that it will use all reasonable efforts, consistent with its other business, in connection with the distribution of Shares of the Company; provided, however, that the Distributor shall not be prevented from entering into like arrangements with other issuers. The provisions of this paragraph do not obligate the Distributor to register as a broker or dealer under the state Blue Sky laws of any jurisdiction when it determines it would be uneconomical for it to do so or to maintain its registration in any jurisdiction in which it is now registered nor obligate the Distributor to sell any particular number of Shares. The Distributor is currently registered as a broker-dealer or exempt from registration in all jurisdictions listed in Exhibit B hereto. The Distributor shall promptly notify the Company in the event it fails to maintain its registration in any jurisdiction in which it is currently registered. The Distributor shall sell Shares of the Funds as agent for the Trust Company at prices determined as hereinafter provided and on the terms hereinafter set forthforth herein, all according to applicable federal and state Blue Sky laws and regulations and to the Trust’s Declaration Articles of Incorporation and By-Laws of the Trust. (c) Company. The Distributor may sell Shares of the Funds to or through qualified securities brokers, dealers or others. Distributor will others and shall require each dealer or other such party person to conform to the provisions hereof, the Registration Statement and Statement, the then current Prospectus and SAIStatement of Additional Information, and applicable law; and neither . Neither the Distributor nor any such dealers or others person shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (dc) The Distributor shall order Shares of the Funds from the Trust Company only to the extent that it shall have received purchase orders therefor. The Distributor will not make, or authorize any dealers brokers, dealers, or others to make: , (i) any short sales of Shares; Shares or (ii) - any sales of Shares to any Trustee Director or officer of the Trust Company, the Distributor, or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, or supervisory services to the TrustCompany, or to any such corporation or association, unless such sales are made in accordance with the Company's then current Prospectus and SAIStatement of Additional Information. (ed) The Distributor is not authorized by the Trust Company to give any information or to make any representations regarding the Shares of a Fund, except such information or representations as are representation other than those contained in the Registration then current Prospectus, Statement or in the current Prospectus or SAI of the applicable FundAdditional Information, and Fund shareholder reports ("Shareholder Reports"), or in advertisements supplementary sales materials specifically approved by the Company. The Distributor may prepare and distribute sales literature prepared and other material as it may deem appropriate, provided that such literature and- materials have been approved by or on behalf of the Trust for Distributor’s Company prior to their use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Class B Shares of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund series of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive appointmenx xx xxxlusive agent for the distribution of Class B Shares of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Shares of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as appoinxxxxx xx exclusive agent for the distribution of Shares of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares of the Fund in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Fund in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of the Shares of the Fund and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s Declaration Trust Instrument of the Trust. (c) Distributor may sell Shares of the Fund to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAIStatement of Additional Information, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Fund from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a any Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI Statement of Additional Information of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares of each Fund in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of each Fund in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of the Shares of each Fund and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s Declaration Trust Instrument of the Trust. (c) Distributor may sell Shares of each Fund to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAIStatement of Additional Information, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of each Fund from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a any Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI Statement of the applicable Additional Information of each Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Shares of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive agent ax xxxxx for the distribution of Shares of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares of the Fund in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Fund in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a the Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor Distributxx xxxxxy accepts such appointment as exclusive agent for the distribution of the Shares of the Fund and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s Agreement and Declaration of Trust of the Trust. (c) Distributor may sell Shares of the Fund to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAIStatement of Additional Information, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Fund from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a the Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI Statement of Additional Information of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any the Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares of the Fund in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Fund in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a the Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of the Shares of the Fund and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s Agreement and Declaration of Trust of the Trust. (c) Distributor may sell Shares of the Fund to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAIStatement of Additional Information, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Fund from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a the Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI Statement of Additional Information of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any the Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares of each Fund in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of each Fund in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a each Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision0000 Xxx. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of the Shares of each Fund and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s Agreement and Declaration of Trust of the Trust. (c) Distributor may sell Shares of each Fund to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAIStatement of Additional Information, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of each Fund from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a each Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI Statement of Additional Information of the applicable FundFunds, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any each Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust Fund hereby appoints Distributor its exclusive agent for the distribution of the Shares of the Fund in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust Fund in its absolute discretion may issue Shares of the Fund in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund fund of the TrustFund; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of the Shares of the Fund and agrees that it will sell the Shares as agent for the Trust Fund at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s Declaration Articles of the TrustOrganization ("Articles"). (c) Distributor may sell Shares of the Fund to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAIProspectus, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Fund from the Trust Fund only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee director or officer of the Trust Fund or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the TrustFund, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIProspectus. (e) Distributor is not authorized by the Trust Fund to give any information or make any representations regarding the Shares of a any Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust Fund for Distributor’s 's use. (f) Notwithstanding any provision hereof, the Trust Fund may terminate, suspend, suspend or withdraw the offering of Shares of any the Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Shares of each class of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive appointmenx xx xxxlusive agent for the distribution of Shares of each class of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Shares of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund series of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive xxxxxxxxe agent for the distribution of Shares of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints the Distributor its exclusive agent for the distribution as distributor of the Trust to distribute the Shares of the Funds in jurisdictions wherein such the Shares may be legally offered for sale. The Distributor shall be the exclusive agent for the distribution of Shares of the Funds; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds otherwise than through the Distributor in connection with (i) the payment or reinvestment of dividends or distributions; , (ii) any merger or consolidation of the Trust or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund series of the Trust; , or (iii) any offer of exchange permitted authorized by Section 11 the Board of Trustees of the 1940 Act, or Trust. Notwithstanding any other applicable provisionprovision hereof, the Trust may terminate, suspend or withdraw the offering of Shares of a Fund whenever, in its sole discretion, it deems such action to be desirable. (b) The Distributor hereby accepts such appointment as exclusive agent for the distribution distributor of the Shares of the Trust and agrees that it will sell use its best efforts to promote the Shares as agent Funds and to solicit orders for the Trust at prices determined as hereinafter provided and on purchase of Shares. The Distributor may arrange for the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s Declaration sale of Shares of the Trust. (c) Distributor may sell Shares Funds to or through qualified securities dealers or others. Distributor will others and shall require each such dealer or other such party to conform to the provisions hereof, the Registration Statement and Statement, the Prospectus and SAIStatement of Additional Information, and applicable law; and neither . Neither the Distributor nor any such dealers or others dealer shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (dc) The Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received purchase orders therefor. The Distributor will not make, make or authorize any dealers or others to make: make (i) any short sales of Shares; , or (ii) any sales of Shares to any Trustee director or officer of the Trust or to any officer or director of Trust, the Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (ed) The Distributor is not authorized by the Trust to give any information or to make any representations regarding the Shares of a Fund, except such information or representations as are representation other than those contained in the Registration current Prospectus, Statement or in the current Prospectus or SAI of the applicable FundAdditional Information and shareholder reports, or in advertisements and supplementary sales literature prepared materials specifically approved by or on behalf of the Trust for Distributor’s useTrust. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund series of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision0000 Xxx. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of the Shares and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of the Shares (the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares, and agrees to transmit promptly to the Trust (or to the transfer agent of the Trust, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a FundShares, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares for sale in such states as Distributor and the Trust agree. (g) No Shares shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus with respect to Shares as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the Trust's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares of the Fund in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Fund in connection with (i) the payment or reinvestment of dividends or distributions; , (ii) any merger or consolidation of the Trust or of a the Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor xxxxxx accepts such appointment as exclusive agent for the distribution of the Shares of the Fund and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s Agreement and Declaration of Trust of the Trust. (c) Distributor may sell Shares of the Fund to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAIStatement of Additional Information, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Fund from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a the Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI Statement of Additional Information of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any the Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Each Trust hereby appoints Distributor its exclusive agent for the distribution of Shares of the Shares Funds or of the Trust itself, as indicated on Exhibit A, in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds or of the Trust, as the case may be, in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a any Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive agent for the agenx xxx xxe distribution of Shares of the Shares Funds or of the Trust itself, as indicated on Exhibit A, and agrees that it will sell the Shares as agent for the each Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of the applicable federal Trust or Fund (the "Prospectus" and state laws the "Statement of Additional Information"), applicable laws, rules and regulations and the Declaration of Trust of the applicable Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares, and agrees to transmit promptly to the Trust’s Declaration of applicable Trust (or to the transfer agent, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Statement and the applicable Prospectus and SAI, Statement of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares from the applicable Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to applicable Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the applicable Trust, or to any such corporation or association, unless such sales are made in accordance with the then current applicable Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the any Trust to give any information or make any representations regarding the Shares of a FundShares, except such information or representations as are contained in the Registration applicable Prospectus and Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Each Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares for sale in such states as Distributor and the Trust agree. (g) No Shares shall be offered by either Distributor or a Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to such Shares or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for such Shares as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase Shares from any shareholder in accordance with the provisions of the applicable Prospectus or charter documents. (h) Notwithstanding any provision hereof, the a Trust may terminate, suspend, suspend or withdraw the offering of any Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable. (i) The parties acknowledge that each Trust reserves the right to appoint one or more other distributors for its Shares pursuant to separate distribution agreements.

Appointment of Distributor. (a) The Trust appoints Distributor as its exclusive agent for the distribution of the Shares in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor accepts such appointment as exclusive agent for the distribution of the Shares and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s Declaration of the Trust. (c) Distributor may sell Shares to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAI, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAI. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Each Trust hereby appoints Distributor its exclusive agent for the distribution of Shares of the Shares Funds or of the Trust itself, as indicated on Exhibit A, in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds or of the Trust, as the case may be, in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a any Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive agent for xxxxx xxr the distribution of Shares of the Shares Funds or of the Trust itself, as indicated on Exhibit A, and agrees that it will sell the Shares as agent for the each Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of the applicable federal Trust or Fund (the "Prospectus" and state laws the "Statement of Additional Information"), applicable laws, rules and regulations and the Declaration of Trust of the applicable Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares, and agrees to transmit promptly to the Trust’s Declaration of applicable Trust (or to the transfer agent, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Statement and the applicable Prospectus and SAI, Statement of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares from the applicable Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to applicable Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the applicable Trust, or to any such corporation or association, unless such sales are made in accordance with the then current applicable Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the any Trust to give any information or make any representations regarding the Shares of a FundShares, except such information or representations as are contained in the Registration applicable Prospectus and Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) Each Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares for sale in such states as Distributor and the Trust agree. (g) No Shares shall be offered by either Distributor or a Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to such Shares or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for such Shares as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase Shares from any shareholder in accordance with the provisions of the applicable Prospectus or charter documents. (h) Notwithstanding any provision hereof, the a Trust may terminate, suspend, suspend or withdraw the offering of any Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Shares of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive ax xxxxxxive agent for the distribution of Shares of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of Shares of the Shares Funds in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Funds in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund the Funds with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund series of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive xx xxxxusive agent for the distribution of Shares of the Shares Funds and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to the then-current prospectus and statement of additional information of each Fund (collectively, the "Prospectus" and the "Statement of Additional Information"), applicable federal and state laws laws, rules and regulations and to the Trust’s Declaration of Trust of the Trust. Distributor agrees to use its best efforts to solicit orders for the sale of Shares of the Funds, and agrees to transmit promptly to the Trust (or to the transfer agent of the Funds, if so instructed in writing by the Trust) any orders received by it for purchase or redemption of Shares. (c) Distributor may sell Shares of the Funds to or through qualified securities dealers dealers, financial institutions or others. Distributor will require each dealer or other such party to conform to the provisions hereofof this Agreement, the Registration Prospectus, the Statement and the Prospectus and SAI, of Additional Information and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Funds from the Trust only to the extent that it shall have received unconditional purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to Trust, any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIthe Statement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fundthe Funds, except such information or representations as are contained in the Registration Prospectus, the Statement of Additional Information or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s 's use. (f) The Trust agrees to execute any and all documents, to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Trust's officers in connection with the qualification of Shares of each Fund for sale in such states as Distributor and the Trust agree. (g) No Shares of any Fund shall be offered by either Distributor or the Trust under this Agreement, and no orders for the purchase or sale of such Shares hereunder shall be accepted by the Trust, if and so long as the effectiveness of the Trust's then current registration statement as to Shares of that Fund or any necessary amendments thereto shall be suspended under any of the provisions of the 1933 Act, or if and so long as a current prospectus for Shares of that Fund as required by Section 10 of the 1933 Act is not on file with the Securities and Exchange Commission; provided, however, that nothing contained in this paragraph (g) shall in any way restrict the Trust's obligation to repurchase any Shares from any shareholder in accordance with the provisions of the applicable Fund's Prospectus or charter documents. (h) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.

Appointment of Distributor. (a) The Trust hereby appoints Distributor its exclusive agent for the distribution of the Shares of the Fund in jurisdictions wherein such Shares may be legally offered for sale; provided, however, that the Trust in its absolute discretion may issue Shares of the Fund in connection with (i) the payment or reinvestment of dividends or distributions; (ii) any merger or consolidation of the Trust or of a Fund with any other investment company or trust or any personal holding company, or the acquisition of the assets of any such entity or another Fund fund of the Trust; or (iii) any offer of exchange permitted by Section 11 of the 1940 Act, or any other applicable provision. (b) Distributor hereby accepts such appointment as exclusive agent for the distribution of the Shares of the Fund and agrees that it will sell the Shares as agent for the Trust at prices determined as hereinafter provided and on the terms hereinafter set forth, all according to applicable federal and state laws and regulations and to the Trust’s 's Declaration of the Trust. (c) Distributor may sell Shares of the Fund to or through qualified securities dealers or others. Distributor will require each dealer or other such party to conform to the provisions hereof, the Registration Statement and the Prospectus and SAIStatement of Additional Information, and applicable law; and neither Distributor nor any such dealers or others shall withhold the placing of purchase orders for Shares so as to make a profit thereby. (d) Distributor shall order Shares of the Fund from the Trust only to the extent that it shall have received purchase orders therefor. Distributor will not make, or authorize any dealers or others to make: (i) any short sales of Shares; or (ii) any sales of Shares to any Trustee or officer of the Trust or to any officer or director of Distributor or of any corporation or association furnishing investment advisory, managerial, managerial or supervisory services to the Trust, or to any such corporation or association, unless such sales are made in accordance with the then current Prospectus and SAIStatement of Additional Information. (e) Distributor is not authorized by the Trust to give any information or make any representations regarding the Shares of a Fund, except such information or representations as are contained in the Registration Statement or in the current Prospectus or SAI of the applicable Fund, or in advertisements and sales literature prepared by or on behalf of the Trust for Distributor’s use. (f) Notwithstanding any provision hereof, the Trust may terminate, suspend, suspend or withdraw the offering of Shares of any Fund whenever, in its sole discretion, it deems such action to be desirable.