Common use of Duration and Termination Clause in Contracts

Duration and Termination. This Agreement shall become effective on July 21, 2015 and shall continue in effect until February 28, 2017, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21, 2015 and shall continue in effect until February 28, 2017, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21February 28, 2015 2020 and shall continue in effect until February 28December 31, 20172020, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21February 28, 2015 2022 and shall continue in effect until February 28December 31, 20172022, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21February 28, 2015 2021 and shall continue in effect until February 28December 31, 20172021, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21February 28, 2015 2019 and shall continue in effect until February 28December 31, 20172019, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21February 28, 2015 2010 (the “Effective Date”) and shall continue in effect until February 28, 20172012, and thereafter, only if such continuance is approved at least annually by a vote of the BoardFund’s Board of Directors, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioFund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the respective outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the respective outstanding voting securities of the Portfolio, on not more than (60) sixty days’ days written notice to the ManagerAdvisor. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager Advisor after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Sectionsection, the terms “assignment,” “interested persons,” “voting securities,” and a “vote of the holders of majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21, 2015 and shall continue in effect until February 28, 2017, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors trustees who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioSeries; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioSeries. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the PortfolioSeries, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the FundTrust. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21February 28, 2015 2017 and shall continue in effect until February 28, 20172018, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21__________, 2015 202_ and shall continue in effect until February 28__________, 2017202_, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors trustees who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioETF; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioETF. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the PortfolioETF, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the FundTrust. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 18f‑2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21February 28, 2015 2023 and shall continue in effect until February 28December 31, 20172023, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21_______, 2015 202_ and shall continue in effect until February 28_________, 2017202_, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors trustees who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioETF Fund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioETF Fund. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the PortfolioETF Fund, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the FundTrust. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 18f‑2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21__________, 2015 201__ and shall continue in effect until February 28until__________, 2017201__, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ ' written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ ' written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “"assignment,” “" "interested persons,” “" "voting securities,” " and a “"majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 18f‑2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21January 31, 2015 2022 and shall continue in effect until February 28January 31, 20172024, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors trustees who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioETF; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioETF. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the PortfolioETF, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the FundTrust. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21the date first above written provided that first it is approved by the Board of Trustees of the Trust, 2015 including a majority of those trustees who are not parties to this Agreement or interested persons of any party hereto, in the manner provided in Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”) and by the holders of a majority of the outstanding voting securities of the Series; and shall continue in effect until February 28for two years from its effective date. Thereafter, 2017, and thereafter, this Agreement may continue in effect only if such continuance is approved at least annually by: (i) the Trust’s Board of Trustees; or (ii) by a vote of the Board, including the vote of a majority of the directors outstanding voting securities of the Series; and in either event by a vote of a majority of those trustees of the Trust who are not parties to this Agreement or interested persons of any such party, cast party in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders manner provided in Section 15(c) of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio1940 Act. This Agreement may be terminated by the Trust at any time be terminated time, without the payment of any penalty either penalty, by vote the Board of Trustees of the Board Trust or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, Series on not more than (60) sixty 60 days’ written notice to the ManagerAdvisor. This Agreement shall may be terminated by the Advisor at any time, without the payment of any penalty, upon 60 days’ written notice to the Trust. This Agreement will automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, delivered or mailed post-paidpostpaid, to the other party at any the principal office of such party. As used in this SectionSection 8, the terms “assignment,” “interested persons,” “voting securitiesperson,” and “a “vote of a majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21September 6, 2015 2023 and shall continue in effect until February 28September 6, 20172025, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors trustees who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioETF; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioETF. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the PortfolioETF, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the FundTrust. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21October 30, 2015 2020 and shall continue in effect until February 28October 30, 20172022, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors trustees who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioETF Fund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioETF Fund. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the PortfolioETF Fund, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the FundTrust. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21Agreement, 2015 and unless sooner terminated as provided herein, shall continue in effect until February 28the earlier of June 30, 20172008 or the date of the first annual or special meeting of the shareholders of the Series, and thereafter, only if thereafter shall continue for periods of one year so long as such continuance is specifically approved at least annually (a) by a vote of the Board, including the vote of a majority of those members of the directors Board of Directors of the Corporation who are not parties to this Agreement or interested persons of any such party, cast in person, person at a meeting called for the purpose of voting on such approval. In addition, and (b) by the question Board of continuance of this Agreement may be presented to the shareholders Directors of the Portfolio; in such event, such continuance shall be effected only if approved Corporation or by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioSeries. This Agreement may be terminated by the Series at any time be terminated time, without the payment of any penalty either penalty, by vote of a majority of the entire Board of Directors of the Corporation or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, Series on not more than (60) sixty 60 days’ ' written notice to the Manager. This Agreement shall automatically terminate in the event of its assignmentAdviser. This Agreement may be terminated by the Manager after ninety (90) Adviser at any time, without the payment of any penalty, upon 60 days’ ' written notice to the FundSeries. This Agreement will automatically and immediately terminate in the event of its assignment. Any notice under this Agreement shall be given in writing, addressed and delivered, delivered or mailed post-paidpostpaid, to the other party at any office of such partyparty and shall be deemed given when received by the addressee. As used in this SectionSection 9, the terms “"assignment,” “", "interested persons,” “voting securities,” ", and "a “vote of a majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunderAct.

Duration and Termination. This Agreement shall become effective on July September 21, 2015 1995 (the "Effective Date") and shall continue in effect until February 28December 31, 20171996, and thereafter, only if such continuance is approved at least annually by a vote of the BoardFund's Board of Directors, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioFund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ days written notice to the Manager. Advisor, This Agreement shall automatically terminate in the event of its assignment. , and This Agreement may be terminated by the Manager Advisor after ninety (90) days’ days written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this Sectionsection, the terms “"assignment,” “" "interested persons,” “voting securities,” " and a “"vote of the holders of a majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the Investment Company Act of 1940 Act and Rule 18f-2 l8f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July June 21, 2015 2022 and shall continue in effect until February 28June 21, 20172024, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors trustees who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioETF; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioETF. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the PortfolioETF, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the FundTrust. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21September 13, 2015 2005 (the “Effective Date”) and shall continue in effect until February 28September 13, 20172007, and thereafter, only if such continuance is approved at least annually by a vote of the BoardFund’s Board of Directors, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioFund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the respective outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the respective outstanding voting securities of the Portfolio, on not more than (60) sixty days’ days written notice to the ManagerAdvisor. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager Advisor after ninety (90) days’ days written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this Sectionsection, the terms “assignment,” “interested persons,” “voting securities,” and a “vote of the holders of majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21, 2015 2005 (the “Effective Date”) and shall continue in effect until February 28, 20172007, and thereafter, only if such continuance is approved at least annually by a vote of the BoardFund’s Board of Directors, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioFund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the respective outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the respective outstanding voting securities of the Portfolio, on not more than (60) sixty days’ days written notice to the ManagerAdvisor. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager Advisor after ninety (90) days’ days written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this Sectionsection, the terms “assignment,” “interested persons,” “voting securities,” and a “vote of the holders of majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21Agreement, 2015 and unless sooner terminated as provided herein, shall continue in effect until February 28October 31, 2017, 2017 and thereafter, only if thereafter shall continue for periods of one year so long as such continuance is specifically approved at least annually (a) by a vote of the Board, including the vote of a majority of those members of the directors Board of Directors of the Company who are not parties to this Agreement or interested persons of any such party, cast in person, person at a meeting called for the purpose of voting on such approval. In addition, and (b) by the question Board of continuance of this Agreement may be presented to the shareholders Directors of the Portfolio; in such event, such continuance shall be effected only if approved Company or by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio; provided however, that if the holders of the Portfolio fail to approve the Agreement as provided herein, the Adviser may continue to serve the Portfolio in such capacity in the manner and to the extent permitted by the Company’s Board of Directors and the 1940 Act and Rules thereunder. This Agreement may be terminated by the Company at any time be terminated time, without the payment of any penalty either penalty, by vote of a majority of the entire Board of Directors of the Company or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, Portfolio on not more than (60) sixty 60 days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignmentAdviser. This Agreement may be terminated by the Manager after ninety (90) Adviser at any time, without the payment of any penalty, upon 90 days’ written notice to the FundCompany. This Agreement will automatically and immediately terminate in the event of its assignment. Any notice under this Agreement shall be given in writing, addressed and delivered, delivered or mailed post-paidpostpaid, to the other party at any office of such party. As used in this SectionSection 10, the terms “assignment,” ”, “interested persons,” “voting securities,” ”, and a “vote of a majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunderAct.

Duration and Termination. This Agreement shall become effective on July 21September 20, 2015 2021 and shall continue in effect until February 28September 20, 20172023, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors trustees who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioETF Fund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioETF Fund. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the PortfolioETF Fund, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the FundTrust. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21February 2, 2015 1993 (the "Effective Date") and shall continue in effect until February 28December 22, 20171995, and thereafter, only if such continuance is approved at least annually by a vote of the BoardTrust's Board of Trustees, including the vote of a majority of the directors trustees who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioTrust; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioSeries. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Trustees of the Trust or by vote of the holders of a majority of the outstanding voting securities of the PortfolioSeries, on not more than (60) sixty days’ days written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ days written notice to the FundTrust. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this SectionSection 9, the terms “"assignment,” “" "interested persons,” “voting securities,” " and a “"vote of the holders of a majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the Investment Company Act of 1940 Act and Rule 18f-2 l8f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21December 23, 2015 2003 and shall continue in effect until February 28December 23, 20172005, and thereafter, only if such continuance is approved at least annually by a vote of the BoardFund’s Board of Directors, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting on such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioFund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the respective outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the respective outstanding voting securities of the Portfolio, on not more than (60) sixty days’ days written notice to the ManagerAdvisor. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager Advisor after ninety (90) days’ days written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this Sectionsection, the terms “assignment,” “interested persons,” “voting securities,” and a “vote of the holders of majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21__________, 2015 202__ and shall continue in effect until February 28until__________, 2017202__, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 18f‑2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21_________, 2015 2003 and shall continue in effect until February 28_______, 20172005, and thereafter, only if such continuance is approved at least annually by a vote of the BoardFund's Board of Directors, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting on such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioFund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the respective outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the respective outstanding voting securities of the Portfolio, on not more than (60) sixty days’ days written notice to the ManagerAdvisor. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager Advisor after ninety (90) days’ days written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this Sectionsection, the terms “"assignment,” “" "interested persons,” “voting securities,” " and a “"vote of the holders of majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21February 28, 2015 2022 and shall continue in effect until February 28December 31, 20172022, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors trustees who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioETF Fund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioETF Fund. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the PortfolioETF Fund, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the FundTrust. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21__________, 2015 2010 (the “Effective Date”) and shall continue in effect until February 28until__________, 20172012, and thereafter, only if such continuance is approved at least annually by a vote of the BoardFund’s Board of Directors, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioFund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the respective outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the respective outstanding voting securities of the Portfolio, on not more than (60) sixty days’ days written notice to the ManagerAdvisor. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager Advisor after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Sectionsection, the terms “assignment,” “interested persons,” “voting securities,” and a “vote of the holders of majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21October 23, 2015 2020 and shall continue in effect until February 28October 23, 20172022, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such partyIndependent Trustees, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioETF Fund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioETF Fund. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the PortfolioETF Fund, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the FundTrust. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21__________, 2015 2011 (the “Effective Date”) and shall continue in effect until February 28until__________, 20172013, and thereafter, only if such continuance is approved at least annually by a vote of the BoardFund’s Board of Directors, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioFund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the respective outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the respective outstanding voting securities of the Portfolio, on not more than (60) sixty days’ days written notice to the ManagerAdvisor. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager Advisor after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Sectionsection, the terms “assignment,” “interested persons,” “voting securities,” and a “vote of the holders of majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21__________, 2015 202__ and shall continue in effect until February 28until__________, 2017202__, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such partyIndependent Trustees, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioETF Fund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioETF Fund. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the PortfolioETF Fund, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the FundTrust. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 18f‑2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21April 17, 2015 2017 and shall continue in effect until February 28April 16, 20172019, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 18f‑2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21February 28, 2015 2017, and shall continue in effect until February 28, 20172018, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 2130, 2015 2002 (the "Effective Date") and shall continue in effect until February 28July 30, 20172004, and thereafter, only if such continuance is approved at least annually by a vote of the BoardFund's Board of Directors, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioFund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the respective outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the respective outstanding voting securities of the Portfolio, on not more than (60) sixty days’ days written notice to the ManagerAdvisor. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager Advisor after ninety (90) days’ days written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this Sectionsection, the terms “"assignment,” “" "interested persons,” “voting securities,” " and a “"vote of the holders of majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21Janu- ary 1, 2015 1998, and shall continue in effect until February 28December 31, 20171998, and thereafterthere- after, only if so long as such continuance is approved at least annually by a vote votes of the Board, including the vote Fund's Board of a majority of the directors Trustees who are not parties to this such Agreement or interested persons of any such party, cast in person, person at a meeting called for the purpose of voting on such approval. In addition, the question of continuance con- tinuance of this the Agreement may be presented to the shareholders of the PortfolioFund; in such event, such continuance shall be effected only if approved by the affirmative af- firmative vote of the holders of a majority of the outstanding voting securities of the PortfolioFund. This Provided, however, that (ii) this Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Trustees of the Fund or by vote of the holders of a majority of the outstanding voting securities of the PortfolioFund, on not more than (60) sixty days’ ' written notice to the Manager. This ▇▇▇▇▇▇▇▇, (ii) this Agreement shall automatically terminate in the event of its assignment. This Agreement , and (iii) this Agree- ment may be terminated by the Manager after ▇▇▇▇▇▇▇▇ on ninety (90) days’ ' written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this SectionSection 8, the terms “"assignment,” “" "interested persons,” “voting securities,” and " a “"vote of a majority of the outstanding voting securities” " shall have the respective re- spective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Investment Company Act and Rule 18f-2 thereunderof 1940.

Duration and Termination. This Agreement shall will become effective on July 21October 2, 2015 2000, and shall will continue in effect until February 28, 2017, and thereafter, only if so long as such continuance is approved at least annually by a vote votes of the Board, including the vote Fund's Board of a majority of the directors Trustees who are not parties to this such Agreement or interested persons of any such party, cast in person, person at a meeting called for the purpose of voting on such approval. In addition, the question of continuance of this the Agreement may be presented to the shareholders of the PortfolioFund; in such event, such a continuance shall will be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioFund. This However this Agreement (i) may at any time be terminated without payment of any penalty either by vote of the Fund's Board of Trustees or by vote of the holders of a majority of the outstanding voting securities of the PortfolioFund, on not more than (60) sixty days’ ' written notice to the Manager. This Agreement shall Adviser; (ii) will automatically terminate in the event of its assignment. This Agreement ; and (iii) may be terminated by the Manager after Adviser on ninety (90) days’ ' written notice to the Fund. Any notice under this Agreement shall will be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this SectionSection 9, the terms “"assignment,” “" "interested persons,” “voting securities,” " and a “"vote of a majority of the outstanding voting securities” shall " will have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunderAct.

Duration and Termination. This Agreement shall will become effective on July 21November 1, 2015 2000, and shall will continue in effect until February 28, 2017, and thereafter, only if so long as such continuance is approved at least annually by a vote votes of the Board, including the vote Fund's Board of a majority of the directors Trustees who are not parties to this such Agreement or interested persons of any such party, cast in person, person at a meeting called for the purpose of voting on such approval. In addition, the question of continuance of this the Agreement may be presented to the shareholders of the PortfolioFund; in such event, such a continuance shall will be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioFund. This However this Agreement (i) may at any time be terminated without payment of any penalty either by vote of the Fund's Board of Trustees or by vote of the holders of a majority of the outstanding voting securities of the PortfolioFund, on not more than (60) sixty days’ ' written notice to the Manager. This Agreement shall Adviser; (ii) will automatically terminate in the event of its assignment. This Agreement ; and (iii) may be terminated by the Manager after Adviser on ninety (90) days’ ' written notice to the Fund. Any notice under this Agreement shall will be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this SectionSection 9, the terms “"assignment,” “" "interested persons,” “voting securities,” " and a “"vote of a majority of the outstanding voting securities” shall " will have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunderAct.

Duration and Termination. This Agreement shall become effective on July 2131, 2015 2019 and shall continue in effect until February 28July 31, 20172021, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 18f‑2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21_______________, 2015 2010 provided that first it is approved by the Board of Trustees of the Trust, including a majority of those trustees who are not parties to this Agreement or interested persons of any party hereto, in the manner provided in Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”) and by the holders of a majority of the outstanding voting securities of the Series; and shall continue in effect until February 28for an initial period of two years. Thereafter, 2017, and thereafter, this Agreement may continue in effect only if such continuance is approved at least annually by: (i) the Trust’s Board of Trustees; or (ii) by a vote of the Board, including the vote of a majority of the directors outstanding voting securities of the Series; and in either event by a vote of a majority of those trustees of the Trust who are not parties to this Agreement or interested persons of any such party, cast party in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders manner provided in Section 15(c) of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio1940 Act. This Agreement may be terminated by the Trust at any time be terminated time, without the payment of any penalty either penalty, by vote the Board of Trustees of the Board Trust or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, Series on not more than (60) sixty 60 days’ written notice to the ManagerAdvisor. This Agreement shall may be terminated by the Advisor at any time, without the payment of any penalty, upon 60 days’ written notice to the Trust. This Agreement will automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, delivered or mailed post-paidpostpaid, to the other party at any the principal office of such party. As used in this SectionSection 9, the terms “assignment,” “interested persons,” “voting securitiesperson,” and “a “vote of a majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21February 28, 2015 2020 and shall continue in effect until February 28December 31, 20172020, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-post- paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21__________, 2015 201__ and shall continue in effect until February 28until__________, 2017201__, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 18f‑2 thereunder.

Duration and Termination. This Agreement shall will become effective on July 21November 1, 2015 2000, and shall will continue in effect until February 28, 2017, and thereafter, only if so long as such continuance is approved at least annually by a vote votes of the Board, including the vote Board of a majority of the directors Trustees who are not parties to this such Agreement or interested persons of any such party, cast in person, person at a meeting called for the purpose of voting on such approval. In addition, the question of continuance of this the Agreement may be presented to the shareholders of the PortfolioFund; in such event, such a continuance shall will be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioFund. This However this Agreement (i) may at any time be terminated without payment of any penalty either by vote of the Board of Trustees or by vote of the holders of a majority of the outstanding voting securities of the PortfolioFund, on not more than (60) sixty days’ ' written notice to the Manager. This Agreement shall Adviser; (ii) will automatically terminate in the event of its assignment. This Agreement ; and (iii) may be terminated by the Manager after Adviser on ninety (90) days’ ' written notice to the Fund. Any notice under this Agreement shall will be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this SectionSection 9, the terms “"assignment,” “" "interested persons,” “voting securities,” " and a “"vote of a majority of the outstanding voting securities” shall " will have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunderAct.

Duration and Termination. This Agreement shall become effective on July 21December 4, 2015 2022 and shall continue in effect until February 28December 4, 20172024, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors trustees who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioETF; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioETF. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the PortfolioETF, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the FundTrust. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall will become effective on July 21October 1, 2015 2000, and shall will continue in effect until February 28, 2017, and thereafter, only if so long as such continuance is approved at least annually by a vote votes of the Board, including the vote Fund's Board of a majority of the directors Trustees who are not parties to this such Agreement or interested persons of any such party, cast in person, person at a meeting called for the purpose of voting on such approval. In addition, the question of continuance of this the Agreement may be presented to the shareholders of the PortfolioFund; in such event, such a continuance shall will be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioFund. This However this Agreement (i) may at any time be terminated without payment of any penalty either by vote of the Fund's Board of Trustees or by vote of the holders of a majority of the outstanding voting securities of the PortfolioFund, on not more than (60) sixty days’ ' written notice to the Manager. This Agreement shall Adviser; (ii) will automatically terminate in the event of its assignment. This Agreement ; and (iii) may be terminated by the Manager after Adviser on ninety (90) days’ ' written notice to the Fund. Any notice under this Agreement shall will be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this SectionSection 9, the terms “"assignment,” “" "interested persons,” “voting securities,” " and a “"vote of a majority of the outstanding voting securities” shall " will have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunderAct.

Duration and Termination. This Agreement shall become effective on July 21February 28, 2015 2023 and shall continue in effect until February 28December 31, 20172023, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors trustees who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioETF Fund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioETF Fund. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the PortfolioETF Fund, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the FundTrust. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21February 28, 2015 2025 and shall continue in effect until February 28December 31, 20172025, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 18f‑2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21January 14, 2015 2008 (the "Effective Date") and shall continue in effect until February 28January 14, 20172010, and thereafter, only if such continuance is approved at least annually by a vote of the BoardFund's Board of Directors, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioFund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the respective outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the respective outstanding voting securities of the Portfolio, on not more than (60) sixty days’ days written notice to the ManagerAdvisor. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager Advisor after ninety (90) days’ ' written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Sectionsection, the terms “"assignment,” “" "interested persons,” “voting securities,” " and a “"vote of the holders of majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21Agreement, 2015 and unless sooner terminated as provided herein, shall continue in effect until February 28the earlier of August 31, 20172004 or the date of the first annual or special meeting of the shareholders of the Series, and thereafter, only if thereafter shall continue for periods of one year so long as such continuance is specifically approved at least annually (a) by a vote of the Board, including the vote of a majority of those members of the directors Board of Directors of the Corporation who are not parties to this Agreement or interested persons of any such party, cast in person, person at a meeting called for the purpose of voting on such approval. In addition, and (b) by the question Board of continuance of this Agreement may be presented to the shareholders Directors of the Portfolio; in such event, such continuance shall be effected only if approved Corporation or by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioSeries. This Agreement may be terminated by the Series at any time be terminated time, without the payment of any penalty either penalty, by vote of a majority of the entire Board of Directors of the Corporation or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, Series on not more than (60) sixty 60 days’ ' written notice to the Manager. This Agreement shall automatically terminate in the event of its assignmentAdviser. This Agreement may be terminated by the Manager after ninety (90) Adviser at any time, without the payment of any penalty, upon 60 days’ ' written notice to the FundSeries. This Agreement will automatically and immediately terminate in the event of its assignment. Any notice under this Agreement shall be given in writing, addressed and delivered, delivered or mailed post-paidpostpaid, to the other party at any office of such partyparty and shall be deemed given when received by the addressee. As used in this SectionSection 9, the terms “"assignment,” “", "interested persons,” “voting securities,” ", and "a “vote of a majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunderAct.

Duration and Termination. This Agreement shall become effective on July 21, 2015 and shall continue in effect until February 28, 2017, and thereafter, only if such continuance is approved at least annually upon approval by a vote both (i) the Board of Directors of the BoardFund, including the vote of a majority of the those directors who are not parties to this Agreement or interested persons of any such partyparty hereto, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders manner provided in section 15(c) of the Portfolio; in such eventInvestment Company Act of 1940, such continuance shall be effected only if approved by as amended (the affirmative vote of “1940 Act”), and (ii) the holders of a majority of the outstanding voting securities of the Portfolio (the “Effective Date”), and shall continue in effect for no more than two years after the Effective Date. Thereafter, this Agreement may continue in effect only if such continuance is approved at least annually by (i) the Fund’s Board of Directors or, (ii) the vote of a majority of the outstanding voting securities of the Portfolio; and in either event by a vote of a majority of those directors of the Fund who are not parties to this Agreement or interested persons of any such party in the manner provided in section 15(c) of the 1940 Act. This Agreement may be terminated by the Fund at any time be terminated time, without the payment of any penalty either penalty, by vote the Board of Directors of the Board Fund or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, Portfolio on not more than (60) sixty days’ 60 days written notice to the ManagerAdviser. This Agreement shall may be terminated by the Adviser at any time, without the payment of any penalty, upon 60 days written notice to the Fund. This Agreement will automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, delivered or mailed post-paidpostpaid, to the other party at any the principal office of such party. As used in this SectionSection 8, the terms “assignment,” ”, “interested persons,” person”, and “voting securities,” and a “vote of a majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4section 2(a) (4), Section 2(a)(19), Section 2(a)(42section 2(a) (19) and section 2(a) (42) of the 1940 Act and Rule 18f-2 thereunderthere under.

Duration and Termination. This Agreement shall become effective on July 21November 1, 2015 1991, and shall continue in effect until February 28, 2017, and thereafterOctober 31,1993. The Agreement shall continue after October 31,1993, only if so long as such continuance is approved at least annually by a vote votes of the BoardCompany's Board of Directors, including the vote votes of a majority of the directors Directors who are not parties to this such Agreement or interested persons of any such party, cast in person, person at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this the Agreement may be presented to the shareholders of the PortfolioWindsor II; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioWindsor II. This Provided, however, that (i) this Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Company or by vote of the holders of a majority of the outstanding voting securities of the PortfolioWindsor II, on not more than (60) sixty days’ ' written notice to the Manager. This Tukman, (ii) this Agreement shall automatically terminate in the event of its assignment. This , and (iii) this Agreement may be terminated by the Manager after Tukman on ninety (90) days’ ' written notice to the FundCompany. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this SectionSection 8, the terms “"assignment,” “" "interested persons,” “voting securities,” " and a “"vote of a majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunderAct.

Duration and Termination. This Agreement shall become effective on July 211, 2015 2002, provided that first it is approved by the Board of Trustees of the Trust, including a majority of those Trustees who are not parties to this Agreement or interested persons of any party hereto, in the manner provided in Section 15(c) of the Investment Company Act of 1940, as amended (the "1940 Act"), and by the holders of a majority of the outstanding voting securities of a Portfolio; and shall continue in effect until February 28July 1, 20172004. Thereafter, and thereafter, this Agreement may continue in effect only if such continuance is approved at least annually by: (i) the Trust's Board of Trustees; or (ii) by a vote of the Board, including the vote of a majority of the directors outstanding voting securities of the Portfolios; and in either event by a vote of a majority of those Trustees of the Trust who are not parties to this Agreement or interested persons of any such party, cast party in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders manner provided in Section 15(c) of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio1940 Act. This Agreement may be terminated by the Trust at any time be terminated time, without the payment of any penalty either penalty, by vote the Board of Trustees of the Board Trust or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, Portfolio on not more than (60) sixty 60 days’ ' written notice to the ManagerAdvisor. This Agreement shall may be terminated by the Advisor at any time, without the payment of any penalty, upon 60 days' written notice to the Trust. This Agreement will automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, delivered or mailed post-paidpostpaid, to the other party at any the principal office of such party. As used in this Section. 8, the terms “assignment"assignment,""interested person,” “interested persons,” “voting securities,” " and "a “vote of a majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder. 9.

Duration and Termination. This Agreement shall become effective on July 21February 28, 2015 2020 and shall continue in effect until February 28December 31, 20172020, and thereafter, only if such continuance is approved at least annually by a vote of the BoardFund’s Board of Directors, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21February 28, 2015 2022 and shall continue in effect until February 28December 31, 20172022, and thereafter, only if such continuance is approved at least annually by a vote of the BoardFund’s Board of Directors, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21February 28, 2015 and 2022 shall continue in effect until February 28December 31, 20172022, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21September 28, 2015 2001, and shall continue in effect until February September 28, 20172003. Thereafter, and thereafter, this Agreement may continue in effect only if such continuance is approved at least annually by, (i) the Fund's Board of Trustees or, (ii) by a vote of the Board, including the vote of a majority of the directors outstanding voting securities of the Fund; and in either event by a vote of a majority of those trustees of the Trust who are not parties to this Agreement or interested persons of any such partyparty in the manner provided in section 15(c) of the Investment Company Act of 1940. Notwithstanding the foregoing, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved terminated: (a) at any time without penalty by the affirmative Fund upon the vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board Trustees or by vote of the holders of a majority of the Fund's outstanding voting securities of the Portfoliosecurities, on not more than upon sixty (60) sixty days’ ' written notice to the ManagerAdviser or (b) by the Adviser at any time without penalty, upon sixty (60) days' written notice to the Fund. This Agreement shall will also terminate automatically terminate in the event of its assignment. This Agreement may be terminated by assignment (as defined in the Manager after ninety (90) days’ written notice to the Fund1940 Act). Any notice under this Agreement shall be given in writing, addressed and delivered, delivered or mailed post-paidpostpaid, to the other party at any the principal office of such party. As used in this SectionSection 8, the terms “"assignment,” “", "interested persons,” “voting securities,” person", and "a “vote of a majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.. ----------------------------------------------------------------------------- 5 Investment Advisory Agreement Between McM Funds on Behalf of the Intermediate Fixed Income Fund

Duration and Termination. This Agreement shall become effective on July 21, 2015 2014 provided that first it is approved by the Board of Trustees of the Trust, including a majority of those trustees who are not parties to this Agreement or interested persons of any party hereto, in the manner provided in Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”) and by the holders of a majority of the outstanding voting securities of the Series; and shall continue in effect until February 28for an initial period of two years. Thereafter, 2017, and thereafter, this Agreement may continue in effect only if such continuance is approved at least annually by: (i) the Trust’s Board of Trustees; or (ii) by a vote of the Board, including the vote of a majority of the directors outstanding voting securities of the Series; and in either event by a vote of a majority of those trustees of the Trust who are not parties to this Agreement or interested persons of any such party, cast party in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders manner provided in Section 15(c) of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio1940 Act. This Agreement may be terminated by the Trust at any time be terminated time, without the payment of any penalty either penalty, by vote the Board of Trustees of the Board Trust or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, Series on not more than (60) sixty 60 days’ written notice to the ManagerAdvisor. This Agreement shall may be terminated by the Advisor at any time, without the payment of any penalty, upon 60 days’ written notice to the Trust. This Agreement will automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, delivered or mailed post-paidpostpaid, to the other party at any the principal office of such party. As used in this SectionSection 9, the terms “assignment,” “interested persons,” “voting securitiesperson,” and “a “vote of a majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21March 30, 2015 2007 (the “Effective Date”) and shall continue in effect until February 28March 30, 20172008, and thereafter, only if such continuance is approved at least annually by a vote of the BoardFund’s Board of Directors, including the vote of a majority of the directors Directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioFund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ days written notice to the ManagerAdvisor. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager Advisor after ninety (90) days’ days written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this SectionSection 9, the terms “assignment,” “interested persons,” “voting securities,” and a “vote of the holders of a majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the Investment Company Act of 1940 Act and Rule 18f-2 l8f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21March 29, 2015 2016 and shall continue in effect until February March 28, 20172018, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 18f‑2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21August 7, 2015 2006 (the "Effective Date") and shall continue in effect until February 28August 7, 20172007, and thereafter, only if such continuance is approved at least annually by a vote of the BoardFund's Board of Directors, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioFund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the respective outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the respective outstanding voting securities of the Portfolio, on not more than (60) sixty days’ days written notice to the ManagerAdvisor. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager Advisor after ninety (90) days’ days written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this Sectionsection, the terms “"assignment,” “" "interested persons,” “voting securities,” " and a “"vote of the holders of majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21August 1, 2015 1996, and shall continue in effect until February 28July 31, 20171998, and thereafter, only if so long as such continuance is approved at least annually by a vote votes of the BoardCompany's Board of Directors, including the vote votes of a majority of the directors Directors who are not parties to this such Agreement or interested persons of any such party, cast in person, person at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this the Agreement may be presented to the shareholders of the PortfolioWindsor Fund; in such event, such continuance shall be effected only if approved approvcd by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioWindsor Fund. This Provided, however, that (i) this Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Company or by vote of the holders of a majority of the outstanding voting securities of the PortfolioWindsor Fund, on not more than (60) sixty days’ ' written notice to the Manager. This WMC, (ii) this Agreement shall automatically terminate in the event of its assignment. This , and (iii) this Agreement may be terminated by the Manager after WMC on ninety (90) days’ ' written notice to the FundCompany. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this SectionSection 8, the terms “"assignment,” “", "interested persons,” “voting securities,” and ", a “"vote of a majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Investment Company Act and Rule 18f-2 thereunderof 1940.

Duration and Termination. This Agreement shall become effective on July 21February 28, 2015 2020, and shall continue in effect until February 28December 31, 20172020, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 2126, 2015 2007 provided that first it is approved by the Board of Trustees of the Trust, including a majority of those trustees who are not parties to this Agreement or interested persons of any party hereto, in the manner provided in Section 15(c) of the Investment Company Act of 1940, as amended (the "1940 Act") and by the holders of a majority of the outstanding voting securities of the Series; and shall continue in effect until February 28for an initial period of two years. Thereafter, 2017, and thereafter, this Agreement may continue in effect only if such continuance is approved at least annually by: (i) the Trust's Board of Trustees; or (ii) by a vote of the Board, including the vote of a majority of the directors outstanding voting securities of the Series; and in either event by a vote of a majority of those trustees of the Trust who are not parties to this Agreement or interested persons of any such party, cast party in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders manner provided in Section 15(c) of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio1940 Act. This Agreement may be terminated by the Trust at any time be terminated time, without the payment of any penalty either penalty, by vote the Board of Trustees of the Board Trust or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, Series on not more than (60) sixty 60 days’ ' written notice to the ManagerAdvisor. This Agreement shall may be terminated by the Advisor at any time, without the payment of any penalty, upon 60 days' written notice to the Trust. This Agreement will automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, delivered or mailed post-paidpostpaid, to the other party at any the principal office of such party. As used in this SectionSection 9, the terms “"assignment,” “" "interested personsperson,” “voting securities,” " and "a “vote of a majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder. 10.

Duration and Termination. This Agreement shall become effective on July 21August 12, 2015 2024 and shall continue in effect until February 28August 12, 20172026, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors trustees who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioETF; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioETF. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the PortfolioETF, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the FundTrust. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 18f‑2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21May 1, 2015 2017 and shall continue in effect until February 28April 30, 20172019, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 18f‑2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21the date first above written provided that first it is approved by the Board of Trustees of the Trust, 2015 including a majority of those trustees who are not parties to this Agreement or interested persons of any party hereto, in the manner provided in Section 15(c) of the Investment Company Act of 1940, as amended (the "1940 Act") and by the holders of a majority of the outstanding voting securities of the Series; and shall continue in effect until February 28for two years from its effective date. Thereafter, 2017, and thereafter, this Agreement may continue in effect only if such continuance is approved at least annually by: (i) the Trust's Board of Trustees; or (ii) by a vote of the Board, including the vote of a majority of the directors outstanding voting securities of the Series; and in either event by a vote of a majority of those trustees of the Trust who are not parties to this Agreement or interested persons of any such party, cast party in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders manner provided in Section 15(c) of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio1940 Act. This Agreement may be terminated by the Trust at any time be terminated time, without the payment of any penalty either penalty, by vote the Board of Trustees of the Board Trust or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, Series on not more than (60) sixty 60 days’ ' written notice to the ManagerAdvisor. This Agreement shall may be terminated by the Advisor at any time, without the payment of any penalty, upon 60 days' written notice to the Trust. This Agreement will automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, delivered or mailed post-paidpostpaid, to the other party at any the principal office of such party. As used in this SectionSection 8, the terms “"assignment,” “" "interested personsperson,” “voting securities,” " and "a “vote of a majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Act and Rule 18f-2 18f‑2 thereunder.

Duration and Termination. This Agreement shall become effective on July September 21, 2015 1992 (the "Effective Date") and shall continue in effect until February 28December 31, 20171992, and thereafter, only if such continuance is approved at least annually by a vote of the BoardFund's Board of Directors,, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioFund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ days written notice to the Manager. Advisor, This Agreement shall automatically terminate in the event of its assignment. , and This Agreement may be terminated by the Manager Advisor after ninety (90) days’ days written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this Sectionsection, the terms “"assignment,” “" "interested persons,” “voting securities,” " and a “"vote of the holders of a majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(42 (a) (4), Section 2(a)(192 (a) (19), Section 2(a)(422 (a) (42) of the Investment Company Act of 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21December 18, 2015 2024 and shall continue in effect until February 28, 20172026, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 18f‑2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21October 11, 2015 2017 and shall continue in effect until February 28October 11, 20172019, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 18f‑2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21June 18, 2015 2023 and shall continue in effect until February 28June 18, 20172025, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors trustees who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioETF; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioETF. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the PortfolioETF, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the FundTrust. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21November 24, 2015 2010 provided that first it is approved by the Board of Trustees of the Trust, including a majority of those trustees who are not parties to this Agreement or interested persons of any party hereto, in the manner provided in Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”) and by the holders of a majority of the outstanding voting securities of the Series; and shall continue in effect until February 28for an initial period of two years. Thereafter, 2017, and thereafter, this Agreement may continue in effect only if such continuance is approved at least annually by: (i) the Trust’s Board of Trustees; or (ii) by a vote of the Board, including the vote of a majority of the directors outstanding voting securities of the Series; and in either event by a vote of a majority of those trustees of the Trust who are not parties to this Agreement or interested persons of any such party, cast party in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders manner provided in Section 15(c) of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio1940 Act. This Agreement may be terminated by the Trust at any time be terminated time, without the payment of any penalty either penalty, by vote the Board of Trustees of the Board Trust or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, Series on not more than (60) sixty 60 days’ written notice to the ManagerAdvisor. This Agreement shall may be terminated by the Advisor at any time, without the payment of any penalty, upon 60 days’ written notice to the Trust. This Agreement will automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, delivered or mailed post-paidpostpaid, to the other party at any the principal office of such party. As used in this SectionSection 9, the terms “assignment,” “interested persons,” “voting securitiesperson,” and “a “vote of a majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21, 2015 2024 and shall continue in effect until February 28, 20172026, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 18f‑2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21December 30, 2015 2019 and shall continue in effect until February 28, 20172021, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 18f‑2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21June 3, 2015 1996 (the "Effective Date") and shall continue in effect until February 28November 7, 20171997, and thereafterprovided that it has first been approved in accordance with Section 15 of the Investment Company Act of 1940, only if as amended ("Act"). Thereafter, this Agreement may be continued in effect for successive one-year periods provided each such continuance is approved at least annually by a vote of the BoardFund's Board of Directors, including the vote of a majority of the directors who are not parties to this Agreement or interested interest persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioFund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ days written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ days written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this SectionSection 9, the terms “"assignment,” “" "interested persons,” “voting securities,” " and a “"vote of the holders of a majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 l8f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21upon the commencement of the Investment Manager’s management of the continuous investment program for the Fund pursuant to Section 2 of this Agreement, 2015 which may be the Fund’s performance inception date (the “Effective Date”). This Agreement, unless sooner terminated as provided herein, shall remain in effect until two years after the Effective Date, and shall thereafter may continue in effect until February 28, 2017, and thereafter, only if such continuance is specifically approved at least annually by a vote as required under the 1940 Act or any exemptive order issued by, or guidance, interpretation, or position of the Boardstaff of, including the SEC with respect thereto; provided, however, that if the shareholders of the Fund fail to approve the Agreement as provided therein, the Investment Manager may continue to serve hereunder in the manner and to the extent permitted by the 1940 Act and rules and regulations thereunder. Notwithstanding the foregoing, this Agreement may be terminated as to the Fund at any time, without the payment of any penalty, by vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders members of the Portfolio; in such event, such continuance shall be effected only if approved Board or by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may Fund on at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty least 60 days’ written notice to the Investment Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated , or by the Investment Manager after ninety (90) at any time, without the 9 payment of any penalty, on at least 60 days’ written notice to the Fund. Any notice under this This Agreement shall be given will automatically and immediately terminate in writing, addressed and delivered, or mailed post-paid, to the other party at any office event of such partyits assignment. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and “vote of a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunderthe rules and regulations thereunder as now in effect or as hereafter amended, and subject to such orders or no-action letters as may be granted by the SEC or its staff.

Duration and Termination. This Agreement shall become effective on July 21February 28 , 2015 2025 and shall continue in effect until February 28December 31, 20172025, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors trustees who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioETF; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioETF. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the PortfolioETF, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the FundTrust. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 18f‑2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21__________, 2015 201__ and shall continue in effect until February 28until__________, 2017201__, and thereafter, only if such continuance is approved at least annually by a vote of the BoardFund’s Board of Directors, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21concurrently with the effective date of the Portfolio's registration with U.S. Securities and Exchange Commission, 2015 and which is currently expected to be December 29, 1998. The Agreement shall continue in effect until February 28December 29, 20172000, and thereafter, only if so long as such continuance is approved at least annually by a vote votes of the Board, including the vote Fund's Board of a majority of the directors Trustees who are not parties to this such Agreement or interested persons of any such party, cast in person, person at a meeting called for the purpose of voting on such approval. In addition, the question of continuance of this the Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioFund. This Provided, however, that (i) this Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Trustees of the Fund or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ ' written notice to the Manager. This BHM&S, (ii) this Agreement shall automatically terminate in the event of its assignment. This , and (iii) this Agreement may be terminated by the Manager after BHM&S on ninety (90) days’ ' written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 2116, 2015 2017 and shall continue in effect until February 28July 15, 20172019, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 18f‑2 thereunder.

Duration and Termination. This Agreement shall become effective on July 2126, 2015 2007 provided that first it is approved by the Board of Trustees of the Trust, including a majority of those trustees who are not parties to this Agreement or interested persons of any party hereto, in the manner provided in Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”) and by the holders of a majority of the outstanding voting securities of the Series; and shall continue in effect until February 28for an initial period of two years. Thereafter, 2017, and thereafter, this Agreement may continue in effect only if such continuance is approved at least annually by: (i) the Trust’s Board of Trustees; or (ii) by a vote of the Board, including the vote of a majority of the directors outstanding voting securities of the Series; and in either event by a vote of a majority of those trustees of the Trust who are not parties to this Agreement or interested persons of any such party, cast party in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders manner provided in Section 15(c) of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio1940 Act. This Agreement may be terminated by the Trust at any time be terminated time, without the payment of any penalty either penalty, by vote the Board of Trustees of the Board Trust or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, Series on not more than (60) sixty 60 days’ written notice to the ManagerAdvisor. This Agreement shall may be terminated by the Advisor at any time, without the payment of any penalty, upon 60 days’ written notice to the Trust. This Agreement will automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, delivered or mailed post-paidpostpaid, to the other party at any the principal office of such party. As used in this SectionSection 9, the terms “assignment,” “interested persons,” “voting securitiesperson,” and “a “vote of a majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21April 17, 2015 2012 provided that first it is approved by the Board of Trustees of the Trust, including a majority of those trustees who are not parties to this Agreement or interested persons of any party hereto, in the manner provided in Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”) and by the holders of a majority of the outstanding voting securities of the Series; and shall continue in effect until February 28for an initial period of two years. Thereafter, 2017, and thereafter, this Agreement may continue in effect only if such continuance is approved at least annually by: (i) the Trust’s Board of Trustees; or (ii) by a vote of the Board, including the vote of a majority of the directors outstanding voting securities of the Series; and in either event by a vote of a majority of those trustees of the Trust who are not parties to this Agreement or interested persons of any such party, cast party in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders manner provided in Section 15(c) of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio1940 Act. This Agreement may be terminated by the Trust at any time be terminated time, without the payment of any penalty either penalty, by vote the Board of Trustees of the Board Trust or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, Series on not more than (60) sixty 60 days’ written notice to the ManagerAdvisor. This Agreement shall may be terminated by the Advisor at any time, without the payment of any penalty, upon 60 days’ written notice to the Trust. This Agreement will automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, delivered or mailed post-paidpostpaid, to the other party at any the principal office of such party. As used in this SectionSection 9, the terms “assignment,” “interested persons,” “voting securitiesperson,” and “a “vote of a majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21August 1, 2015 1996, and shall continue in effect until February 28July 3 1, 20171998, and thereafter, only if so long as such continuance is approved at least annually by a vote votes of the BoardCompany's Board of Directors, including the vote votes of a majority of the directors Directors who are not parties to this such Agreement or interested persons of any such party, cast in person, person at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this the Agreement may be presented to the shareholders of the PortfolioWindsor Fund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioWindsor Fund. This Provided, however, that (i) this Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Company or by vote of the holders of a majority of the outstanding voting securities of the PortfolioWindsor Fund, on not more than (60) sixty days’ ' written notice to the Manager. This WMC, (ii) this Agreement shall automatically terminate in the event of its assignment. This , and (iii) this Agreement may be terminated by the Manager after WMC on ninety (90) days’ ' written notice to the FundCompany. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this SectionSection 8, the terms “"assignment,” “", "interested persons,” “voting securities,” and ", a “"vote of a majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(192(a), ( 19) and Section 2(a)(42) of the 1940 Investment Company Act and Rule 18f-2 thereunderof 1940.

Duration and Termination. This Agreement shall become effective on July 21, 2015 and shall continue in effect until February 28, 2017, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors trustees who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioTrust; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioTrust. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the PortfolioTrust, on not more than (60) sixty days’ ' written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ ' written notice to the FundTrust. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “"assignment,” “" "interested persons,” “" "voting securities,” " and a “"majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 18f‑2 thereunder.

Duration and Termination. This Agreement shall will become effective on July 21, 2015 as of the date hereof and shall will continue in effect until February 28, 2017, and thereafter, thereafter only if so long as such continuance is approved at least annually by a vote votes of the Board, including the vote Trust’s Board of a majority of the directors Trustees who are not parties to this such Agreement or interested persons of any such party, cast in person, person at a meeting called for the purpose of voting on such approval. In addition, the question of continuance of this the Agreement may be presented to the shareholders of the Portfolioa Fund; in such event, such continuance shall will be effected with respect to that Fund only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioFund. This Provided, however, that (i) this Agreement may at any time be terminated with respect to the Trust or with respect to any Fund without payment of any penalty either by vote of the Board of Trustees or by vote of the holders of a majority of the outstanding voting securities of the PortfolioFund, on not more than (60) sixty days’ written notice to the Manager. This Vanguard and VMC, (ii) this Agreement shall will automatically terminate in the event of its assignment. This , and (iii) this Agreement may be terminated by the Manager after Vanguard and VMC on ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall will be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this SectionSection 11, the terms “assignment,” “interested persons,” “voting securities,” and a “vote of a majority of the outstanding voting securities” shall will have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunderAct.

Duration and Termination. This Agreement shall become effective on July 21November 1, 2015 1998 (the "Effective Date") and shall continue in effect until February 28October 31, 20172000 provided that it has first been approved in accordance with Section 15 of the Investment Company Act of 1940, and thereafteras amended ("Act"). Thereafter, only if this Agreement may be continued in effect for successive one-year periods provided each such continuance is approved at least annually by a vote of the BoardFund's Board of Directors, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioFund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ days written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ days written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this SectionSection 9, the terms “"assignment,” “" " interested persons,” “voting securities,” " and a “"vote of the holders of a majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 l8f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21April ___, 2015 1991 (the "Effective Date") and shall continue in effect until February 28December 31, 20171991, and thereafter, only if such continuance is approved at least annually by a vote of the BoardFund's Board of Directors, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioFund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ days written notice to the ManagerAdvisor. This Agreement shall automatically terminate in the event of its assignment. , and This Agreement may be terminated by the Manager Advisor after ninety (90) days’ days written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this Sectionsection 9, the terms “"assignment,” “" "interested persons,” “voting securities,” " and a “"vote of the holders of a majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the Investment Company Act of 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21August 12, 2015 2024 and shall continue in effect until February 28August 12, 20172026, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 18f‑2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21February 28, 2015 2021, and shall continue in effect until February 28December 31, 20172021, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21December 1, 2015 1995 (the “Effective Date”) and shall continue in effect until February 28December 22, 20171995, and thereafter, only if such continuance is approved at least annually by a vote of the BoardTrust’s Board of Trustees, including the vote of a majority of the directors trustees who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioTrust; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioSeries. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Trustees of the Trust or by vote of the holders of a majority of the outstanding voting securities of the PortfolioSeries, on not more than (60) sixty days’ days written notice to the Manager. , This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ days written notice to the FundTrust. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this SectionSection 9, the terms “assignment,” “interested persons,” “voting securities,” and a “vote of the holders of a majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(42(a) (4), Section 2(a)(192(a) (19), Section 2(a)(422(a) (42) of the Investment Company Act of 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21the date that the Fund's registration statement is declared effective by the U.S. Securities and Exchange Commission, 2015 provided that first it is approved by the Board of Directors of the Fund, including a majority of those Directors who are not parties to this Agreement or interested persons of any party hereto, in the manner provided in Section 15(c) of the 1940 Act, and by the holders of a majority of the outstanding voting securities of the Fund; and shall continue in effect until February 28for two years. Thereafter, 2017, and thereafter, this Agreement may continue in effect only if such continuance is approved at least annually by: (i) the Fund's Board of Directors or, (ii) by a vote of the Board, including the vote of a majority of the directors outstanding voting securities of the Fund; and in either event by a vote of a majority of those Directors of the Fund who are not parties to this Agreement or interested persons of any such party, cast party in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders manner provided in Section 15(c) of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio1940 Act. This Agreement may be terminated by the Fund, at any time be terminated time, without the payment of any penalty either penalty, by vote the Board of Directors of the Board Fund or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, Fund on not more than (60) sixty 60 days’ ' written notice to the ManagerAdviser. This Agreement shall may be terminated by the Adviser at any time, without the payment of any penalty, upon not more than 60 days' written notice to the Fund. This Agreement will automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, delivered or mailed post-paidpostage prepaid, to the other party at any the principal office of such party. As used in this SectionSection 7, the terms “"assignment,” “", "interested persons,” “voting securities,” person", and "a “vote of a majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder. 8.

Duration and Termination. This Agreement shall become effective on July 21December 20, 2015 1994 (the "Effective Date") and shall continue in effect until February 28December 31, 20171994, and thereafter, only if such continuance is approved at least annually by a vote of the BoardFund's Board of Directors, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioFund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ days written notice to the Manager. Advisor, This Agreement shall automatically terminate in the event of its assignment. , and This Agreement may be terminated by the Manager Advisor after ninety (90) days’ days written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this Sectionsection, the terms “"assignment,” “" "interested persons,” “voting securities,” " and a “"vote of the holders of a majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the Investment Company Act of 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21, 2015 the date first written above and shall continue in effect until February 28, 2017for a period of two years from such date, and thereafter, thereafter only if such continuance is approved at least annually by a vote of the BoardFund's Board of Trustees, including the vote of a majority of the directors trustees who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting on such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioSeries; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioSeries. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Trustees of the Fund or by vote of the holders of a majority of the outstanding voting securities of the PortfolioSeries, on not more than (60) sixty days’ ' written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ ' written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this SectionSection 9, the terms “"assignment,” “" "interested persons,” “voting securities,” " and a “"vote of the holders of a majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Act and Rule 18f-2 l8f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21, 2015 201 and shall continue in effect until February 28, 2017201 , and thereafter, only if such continuance is approved at least annually by a vote of the BoardFund’s Board of Directors, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21November 1, 2015 1998 (the "Effective Date") and shall continue in effect until February 28October 31, 20172000, and thereafterprovided that it has first been approved in accordance with Section 15 of the Investment Company Act of 1940, only if as amended ("Act"). Thereafter, this Agreement may be continued in effect for successive one-year periods provided each such continuance is approved at least annually by a vote of the BoardFund's Board of Directors, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioFund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ days written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ days written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this SectionSection 9, the terms “"assignment,” “" " interested persons,” “voting securities,” " and a “"vote of the holders of a majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 l8f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21February 28, 2015 2025 and shall continue in effect until February 28December, 201731, 2025, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors trustees who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioETF; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the PortfolioETF. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the PortfolioETF, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the FundTrust. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 18f‑2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21April 26, 2015 1994 (the "Effective Date") and shall continue in effect until February 28December 31, 20171994, and thereafter, only if such continuance is approved at least annually by a vote of the BoardFund's Board of Directors, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioFund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ days written notice to the Manager. Advisor, This Agreement shall automatically terminate in the event of its assignment. , and This Agreement may be terminated by the Manager Advisor after ninety (90) days’ days written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this Sectionsection, the terms “"assignment,” “" "interested persons,” “voting securities,” " and a “"vote of the holders of a majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the Investment Company Act of 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21December 20, 2015 1994 (the "Effective Date") and shall continue in effect until February 28December 31, 20171994, and thereafter, only if such continuance is approved at least annually by a vote of the BoardFund's Board of Directors, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the PortfolioFund; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board of Directors of the Fund or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ days written notice to the Manager. Advisor, This Agreement shall automatically terminate in the event of its assignment. , and This Agreement may be terminated by the Manager Advisor after ninety (90) days’ days written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paidpostpaid, to the other party at any office of such party. As used in this Sectionsection, the terms “"assignment,” “" "interested persons,” “voting securities,” " and a “"vote of the holders of a majority of the outstanding voting securities” " shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the Investment Company Act of 1940 Act and Rule 18f-2 l8f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21June 30, 2015 2010 provided that first it is approved by the Board of Trustees of the Trust, including a majority of those trustees who are not parties to this Agreement or interested persons of any party hereto, in the manner provided in Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”) and by the holders of a majority of the outstanding voting securities of the Series; and shall continue in effect until February 28for an initial period of two years. Thereafter, 2017, and thereafter, this Agreement may continue in effect only if such continuance is approved at least annually by: (i) the Trust’s Board of Trustees; or (ii) by a vote of the Board, including the vote of a majority of the directors outstanding voting securities of the Series; and in either event by a vote of a majority of those trustees of the Trust who are not parties to this Agreement or interested persons of any such party, cast party in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders manner provided in Section 15(c) of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio1940 Act. This Agreement may be terminated by the Trust at any time be terminated time, without the payment of any penalty either penalty, by vote the Board of Trustees of the Board Trust or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, Series on not more than (60) sixty 60 days’ written notice to the ManagerAdvisor. This Agreement shall may be terminated by the Advisor at any time, without the payment of any penalty, upon 60 days’ written notice to the Trust. This Agreement will automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, delivered or mailed post-paidpostpaid, to the other party at any the principal office of such party. As used in this SectionSection 9, the terms “assignment,” “interested persons,” “voting securitiesperson,” and “a “vote of a majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), ) and Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

Duration and Termination. This Agreement shall become effective on July 21[ ], 2015 2016 and shall continue in effect until February 28, 2017[ ], and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.