Common use of DUTIES OF GFS Clause in Contracts

DUTIES OF GFS. ADMINISTRATION (a) Subject to the direction and control of the Board, GFS shall manage all aspects of the Trust’s operations with respect to the Funds except those that are the responsibility of any other service provider hired by the Trust, all in such manner and to such extent as may be authorized by the Board; (b) GFS shall provide persons suitable to the Board to serve as officers of the Trust; (c) GFS will provide the Trust with the adequate general office space, communication facilities and personnel to perform the services for the Trust described in this Section 2; (d) Oversee the performance of administrative and professional services rendered to the Trust by others, including its custodian, transfer agent and dividend disbursing agent as well as legal, auditing, shareholder servicing and other services performed for the Trust, including: (i) the preparation and maintenance by the Trust's custodian, transfer agent, dividend disbursing agent and fund accountant in such form, for such periods and in such locations as may be required by applicable United States law, of all documents and records relating to the operation of the Trust required to be prepared or maintained by the Trust or its agents pursuant to applicable law; (ii) the reconciliation of account information and balances among the Trust's custodian, transfer agent, dividend disbursing agent and fund accountant; (iii) the transmission of purchase and redemption orders for Shares; and (iv) the performance of fund accounting, including the calculation of the net asset value of the Shares. (e) Assist each Fund’s investment adviser in monitoring Fund holdings for compliance with Prospectus investment restrictions and assist in preparation of periodic compliance reports, as applicable; (f) Prepare and coordinate the printing of semi-annual and annual financial statements; (g) Prepare selected management reports for performance and compliance analyses agreed upon by the Trust and Administrator from time to time; (h) Advise the Trust and the Board on matters concerning the Trust and its affairs; (i) With the cooperation of the counsel to the Trust, the investment advisers, officers of the Trust and other relevant parties, prepare and disseminate materials for meetings of the Board, including agendas and selected financial information as agreed upon by the Trust and GFS from time to time; attend and participate in Board meetings to the extent requested by the Board; and prepare or cause to be prepared minutes of the meetings of the Board; (j) Determine income and capital gains available for distribution and calculate distributions required to meet regulatory, income, and excise tax requirements, to be reviewed by the Trust's independent public accountants; (k) Prepare the Trust's federal, state, and local tax returns to be reviewed by the Trust's independent public accountants; (l) Prepare and maintain the Trust's operating expense budget to determine proper expense accruals to be charged to each Fund in order to calculate it's daily net asset value; (m) In consultation with counsel for the Trust, assist in and oversee the preparation, filing, printing and where applicable, dissemination to shareholders of the following: (i) amendments to the Trust’s Registration Statement on Form N-1A; (ii) periodic reports to the Trustees' shareholders and the Commission, including but not limited to annual reports and semi-annual reports; (iii) notices pursuant to Rule 24f-2; (iv) proxy materials; and (v) reports to the SEC on Form N-SAR. (n) Coordinate the Trust's annual or SEC audit by: (i) assisting the Trust's independent auditors, or, upon approval of the Trust, any regulatory body, in any requested review of the Trust's accounts and records; (ii) providing appropriate financial schedules (as requested by the Trust's independent public accountants or SEC examiners); and (iii) providing office facilities as may be required. (o) After consultation with counsel for the Trust and the investment adviser, determine the jurisdictions in which Shares of the Trust shall be registered or qualified for sale; register, or prepare applicable filings with respect to, the Shares with the various state and other securities commissions, provided that all fees for the registration of Shares or for qualifying or continuing the qualification of the Trust shall be paid by the Trust; (p) Monitor sales of Shares, ensure that the Shares are properly and duly registered with the SEC; (q) Oversee the calculation of performance data for dissemination to information services covering the investment company industry, for sales literature of the Trust and other appropriate purposes; (r) Prepare, or cause to be prepared, expense and financial reports, including Fund budgets, expense reports, pro-forma financial statements, expense and profit/loss projections and fee waiver/expense reimbursement projections on a periodic basis; (s) Authorize the payment of Trust expenses and pay, from Trust assets, all bills of the Trust; (t) Provide information typically supplied in the investment company industry to companies that track or report price, performance or other information with respect to investment companies; (u) Assist the Trust in the selection of other service providers, such as independent accountants, law firms and proxy solicitors; and perform such other recordkeeping, reporting and other tasks as may be specified from time to time in the procedures adopted by the Board; provided, that GFS need not begin performing any such task except upon 65 days' notice and pursuant to mutually acceptable compensation agreements; (v) GFS shall provide such other services and assistance relating to the affairs of the Trust as the Trust may, from time to time, reasonably request pursuant to mutually acceptable compensation agreements; (w) Except with respect to GFS's duties as set forth in this Section 2 and except as otherwise specifically provided herein, the Trust assumes all responsibility for ensuring that the Trust complies with all applicable requirements of the Securities Act, the 1940 Act and any laws, rules and regulations of governmental authorities with jurisdiction over the Trust. All references to any law in this Agreement shall be deemed to include reference to the applicable rules and regulations promulgated under authority of the law and all official interpretations of such law or rules or regulations; and (x) In order for GFS to perform the services required by this Section 2, the Trust (i) shall cause all service providers to the Trust to furnish any and all information to GFS, and assist GFS as may be required and (ii) shall ensure that GFS has access to all records and documents maintained by the Trust or any service provider to the Trust. GFS shall, for all purposes herein, be deemed to be an independent contractor and shall, unless otherwise expressly provided or authorized, have no authority to act for or represent the Trust in any way or otherwise be deemed an agent of the Trust.

DUTIES OF GFS. ADMINISTRATION(a) Administrative Services. GFS may from time to time adopt procedures, or modify its procedures, to implement the terms of this Section. With respect to each Fund, GFS shall provide the following services subject to, and in compliance with the objectives, policies and limitations set forth in the Trust’s Registration Statement, the Trust’s Agreement and Declaration of Trust Bylaws, applicable laws and regulations, and resolutions and policies implemented by the Trust’s Board of Trustees (the “Board”): (a) Subject to the direction and control of the Board, GFS shall manage all aspects of the Trust’s operations with respect to the Funds except those that are the responsibility of any other service provider hired by the Trust, all in such manner and to such extent as may be authorized by the Board; (b) GFS shall provide persons suitable to the Board to serve as officers of the Trust; (c) GFS will provide the Trust with the adequate general office space, communication facilities and personnel to perform the services for the Trust described in this Section 2; (d) Oversee the performance of administrative and professional services rendered to the Trust by others, including its custodian, transfer agent agent, fund accountant and dividend disbursing agent as well as legal, auditing, shareholder servicing and other services performed for the Trust, including:; (i) the preparation and maintenance by the Trust's custodian, transfer agent, dividend disbursing agent and fund accountant in such form, for such periods and in such locations as may be required by applicable United States law, of all documents and records relating to the operation of the Trust required to be prepared or maintained by the Trust or its agents pursuant to applicable law; (ii) the reconciliation of account information and balances among the Trust's custodian, transfer agent, dividend disbursing agent and fund accountant; (iii) the transmission of purchase and redemption orders for Shares; and (iv) the performance of fund accounting, including the calculation of the net asset value of the Shares. (e) Assist each Fund’s investment adviser in monitoring Monitor Fund holdings and operations for compliance with the Prospectus investment restrictions and Statement of Additional Information, SEC statutes, rules, regulations and policies, and IRS taxation limitations and restrictions, provide all periodic compliance reports to X.X. Xxxx & Company, Inc., the Trust’s manager, (“Adviser”), and assist the Trust, the Adviser and each sub-adviser to the Trust (collectively referred to as “Advisers”) in preparation of periodic compliance reportsreports to the Trust, as applicable; (fii) Prepare and coordinate the printing of semi-annual and annual financial statements; (giii) Prepare selected management reports for performance and compliance analyses agreed upon by the Trust and Administrator GFS from time to time; (hiv) Advise the Trust and the Board on matters concerning the Trust and its affairs; (i) With the cooperation of the In consultation with counsel to the Trust, the investment advisersadviser, officers of the Trust and other relevant parties, prepare and disseminate materials for meetings of the Board, including agendas and selected financial information as agreed upon by the Trust and GFS from time to time; attend and participate in Board meetings to the extent requested by the Board; and prepare or cause to be prepared minutes of the meetings of the Board; (jv) Determine income and capital gains available for distribution and calculate distributions required to meet regulatory, income, and excise tax requirements, to be reviewed by the Trust's independent public accountants; (kvi) Prepare Review the Trust's federal, state, and local tax returns to be reviewed as prepared and signed by the Trust's independent public accountants; (lvii) Prepare and maintain the Trust's operating expense budget to determine proper expense accruals to be charged to each Fund in order to calculate it's its daily net asset value; (mviii) In consultation with counsel for the Trust, assist in and oversee the preparation, filing, printing and where applicable, dissemination to shareholders of the following: (i) : • amendments to the Trust’s Registration Statement on Form N-1A; (ii) ; • periodic reports to the Trustees' , shareholders and the CommissionSEC, including but not limited to annual reports and semi-annual reports; (iii) ; • notices pursuant to Rule 24f-2; (iv) ; • proxy materials; and (v) and • reports to the SEC on Form N-SARSAR and N-CSR. (ni) Coordinate the Trust's annual or audit SEC audit examination by: (i) : • assisting the Trust's independent auditors, or, upon approval of the Trust, any regulatory body, in any requested review of the Trust's accounts and records; (ii) ; • providing appropriate financial schedules (as requested by the Trust's independent public accountants or SEC examiners); and (iii) and • providing office facilities as may be required. (oi) After consultation with counsel for the Trust and the investment adviser, determine the jurisdictions in which Shares of the Trust shall be registered or qualified for sale; register, or prepare applicable notice or other filings with respect to, the Shares with the various state and other securities commissions, provided that all fees for the registration of Shares or for qualifying or continuing the qualification of the Trust shall be paid by the Trust; (pii) Monitor sales of Shares, Shares and ensure that the Shares are properly and duly registered with the SEC; (qiii) Oversee the calculation of performance data for dissemination to information services covering the investment company industry, for sales literature of the Trust and other appropriate purposes; (riv) Prepare, or cause to be prepared, expense and financial reports, including Fund budgets, expense reports, pro-forma financial statements, expense and profit/loss projections and fee waiver/expense reimbursement projections on a periodic basis; (sv) Authorize Prepare authorization for the payment of Trust expenses and pay, from Trust assets, all bills of the Trust; (tvi) Provide information typically supplied in the investment company industry to companies that track or report price, performance or other information with respect to investment companies; (uvii) Assist the Trust in the selection of other service providers, such as independent accountants, law firms and transfer agent, fund accountants proxy solicitors; solicitors and perform such other recordkeepingrecord keeping, reporting and other tasks as may be specified from time to time in the procedures adopted by the Board; , provided, that GFS need not begin performing any such task except upon 65 sixty (60) days' written notice and pursuant to mutually acceptable compensation agreements;; and (vviii) GFS shall provide such Such other services and assistance relating to the affairs of the Trust as the Trust may, from time to time, reasonably request pursuant to mutually acceptable compensation agreements; (w) Except with respect to GFS's duties as set forth in this Section 2 and except as otherwise specifically provided herein, the Trust assumes all responsibility for ensuring that the Trust complies with all applicable requirements of the Securities Act, the 1940 Act and any laws, rules and regulations of governmental authorities with jurisdiction over the Trust. All references to any law in this Agreement shall be deemed to include reference to the applicable rules and regulations promulgated under authority of the law and all official interpretations of such law or rules or regulations; and (x) In order for GFS to perform the services required by this Section 2, the Trust (i) shall cause all service providers to the Trust to furnish any and all information to GFS, and assist GFS as may be required and (ii) shall ensure that GFS has access to all records and documents maintained by the Trust or any service provider to the Trust. GFS shall, for all purposes herein, be deemed to be an independent contractor and shall, unless otherwise expressly provided or authorized, have no authority to act for or represent the Trust in any way or otherwise be deemed an agent of the Trust.

DUTIES OF GFS. ADMINISTRATION (a) Subject Administrative Services. GFS may from time to time adopt procedures, or modify its procedures, to implement the direction and control terms of the Boardthis Section. With respect to each Fund, GFS shall manage all aspects of provide the following services subject to, and in compliance with the objectives, policies and limitations set forth in the Trust’s operations with respect to the Funds except those that are the responsibility of any other service provider hired by Registration Statement, the Trust’s Agreement and Declaration of Trust Bylaws, all in such manner applicable laws and to such extent as may be authorized regulations, and resolutions and policies implemented by the Board;: (b) GFS shall provide persons suitable to the Board to serve as officers of the Trust; (c) GFS will provide the Trust with the adequate general office space, communication facilities and personnel to perform the services for the Trust described in this Section 2; (di) Oversee the performance of administrative and professional services rendered to the Trust by others, including its custodian, transfer agent agent, fund accountant and dividend disbursing agent as well as legal, auditing, shareholder servicing and other services performed for the Trust, including:; (i) Assist the preparation Trust and maintenance by New River Advisers LLC, the Trust's custodian’s manager, transfer agent, dividend disbursing agent and fund accountant in such form, for such periods and in such locations as may be required by applicable United States law, of all documents and records relating each sub-adviser to the operation of the Trust required (collectively referred to be prepared or maintained by the Trust or its agents pursuant to applicable law; (iias “Advisers”) the reconciliation of account information and balances among the Trust's custodian, transfer agent, dividend disbursing agent and fund accountant; (iii) the transmission of purchase and redemption orders for Shares; and (iv) the performance of fund accounting, including the calculation of the net asset value of the Shares. (e) Assist each Fund’s investment adviser in monitoring Fund holdings for compliance with Prospectus the Prospectus, SEC investment and IRS taxation limitations and restrictions and assist in preparation of periodic compliance reports, as applicable; (fii) Prepare and coordinate the printing of semi-annual and annual financial statements; (giii) Prepare selected management reports for performance and compliance analyses agreed upon by the Trust and Administrator GFS from time to time; (h) Advise the Trust and the Board on matters concerning the Trust and its affairs; (iiv) With the cooperation of the counsel to the Trust, the investment advisers, officers of the Trust and other relevant parties, prepare and disseminate materials for meetings of the Board, including agendas and selected financial information as agreed upon by the Trust and GFS from time to time; attend and participate in Board meetings to the extent requested by the Board; and prepare or cause to be prepared minutes of the meetings of the Board; (jv) Determine income and capital gains available for distribution and calculate distributions required to meet regulatory, income, and excise tax requirements, to be reviewed by the Trust's independent public accountants; (kvi) Prepare Review the Trust's federal, state, and local tax returns to be reviewed as prepared and signed by the Trust's independent public accountants; (lvii) Prepare and maintain the Trust's operating expense budget to determine proper expense accruals to be charged to each Fund in order to calculate it's its daily net asset value; (mviii) In consultation with counsel for the Trust, assist in and oversee the preparation, filing, printing and where applicable, dissemination to shareholders of the following: (i) : · amendments to the Trust’s Registration Statement on Form N-1A; (ii) ; · periodic reports to the Trustees' , shareholders and the Commission, including but not limited to annual reports and semi-annual reports; (iii) ; · notices pursuant to Rule 24f-2; (iv) ; · proxy materials; and (v) and · reports to the SEC on Form N-SAR. (nii) Coordinate the Trust's annual or SEC audit by: (i) : · assisting the Trust's independent auditors, or, upon approval of the Trust, any regulatory body, in any requested review of the Trust's accounts and records; (ii) ; · providing appropriate financial schedules (as requested by the Trust's independent public accountants or SEC examiners); and (iii) and · providing office facilities as may be required. (o) After consultation with counsel for the Trust and the investment adviser, determine the jurisdictions in which Shares of the Trust shall be registered or qualified for sale; register, or prepare applicable filings with respect to, the Shares with the various state and other securities commissions, provided that all fees for the registration of Shares or for qualifying or continuing the qualification of the Trust shall be paid by the Trust; (p) Monitor sales of Shares, ensure that the Shares are properly and duly registered with the SEC; (q) Oversee the calculation of performance data for dissemination to information services covering the investment company industry, for sales literature of the Trust and other appropriate purposes; (r) Prepare, or cause to be prepared, expense and financial reports, including Fund budgets, expense reports, pro-forma financial statements, expense and profit/loss projections and fee waiver/expense reimbursement projections on a periodic basis; (s) Authorize the payment of Trust expenses and pay, from Trust assets, all bills of the Trust; (t) Provide information typically supplied in the investment company industry to companies that track or report price, performance or other information with respect to investment companies; (u) Assist the Trust in the selection of other service providers, such as independent accountants, law firms and proxy solicitors; and perform such other recordkeeping, reporting and other tasks as may be specified from time to time in the procedures adopted by the Board; provided, that GFS need not begin performing any such task except upon 65 days' notice and pursuant to mutually acceptable compensation agreements; (v) GFS shall provide such other services and assistance relating to the affairs of the Trust as the Trust may, from time to time, reasonably request pursuant to mutually acceptable compensation agreements; (w) Except with respect to GFS's duties as set forth in this Section 2 and except as otherwise specifically provided herein, the Trust assumes all responsibility for ensuring that the Trust complies with all applicable requirements of the Securities Act, the 1940 Act and any laws, rules and regulations of governmental authorities with jurisdiction over the Trust. All references to any law in this Agreement shall be deemed to include reference to the applicable rules and regulations promulgated under authority of the law and all official interpretations of such law or rules or regulations; and (x) In order for GFS to perform the services required by this Section 2, the Trust (i) shall cause all service providers to the Trust to furnish any and all information to GFS, and assist GFS as may be required and (ii) shall ensure that GFS has access to all records and documents maintained by the Trust or any service provider to the Trust. GFS shall, for all purposes herein, be deemed to be an independent contractor and shall, unless otherwise expressly provided or authorized, have no authority to act for or represent the Trust in any way or otherwise be deemed an agent of the Trust.

DUTIES OF GFS. ADMINISTRATION (a) Subject Fund Accounting Services. GFS may from time to time adopt procedures, or modify its procedures, to implement the direction and control terms of the Boardthis Section. With respect to each Fund, GFS shall manage all aspects of provide the following services subject to, and in compliance with, the objectives, policies and limitations set forth in the Trust’s operations with respect to Registration Statement, the Funds except those that are the responsibility Trust’s Agreement and Declaration of any other service provider hired Trust, Bylaws, applicable laws and regulations, and resolutions and policies implemented by the Trust, all in such manner and to such extent as may be authorized by ’s Board of Trustees (the “Board; (b) GFS shall provide persons suitable to the Board to serve as officers of the Trust; (c) GFS will provide the Trust with the adequate general office space, communication facilities and personnel to perform the services for the Trust described in this Section 2; (d) Oversee the performance of administrative and professional services rendered to the Trust by others, including its custodian, transfer agent and dividend disbursing agent as well as legal, auditing, shareholder servicing and other services performed for the Trust, including:”): (i) Timely calculate the preparation net asset value per share with the frequency prescribed in each Fund's then-current Prospectus and maintenance by transmit the TrustFund's custodiannet asset value to NASDAQ, and communicate such net asset value to the Trust and its transfer agent, dividend disbursing agent and fund accountant in such form, for such periods and in such locations as may be required by applicable United States law, of all documents and records relating to the operation of the Trust required to be prepared or maintained by the Trust or its agents pursuant to applicable law; (ii) Calculate each item of income, expense, deduction, credit, gain and loss, if any, as required by the reconciliation Trust and in conformance with generally accepted accounting practices ("GAAP"), SEC Regulation S-X (or any successor regulation) and the Internal Revenue Code of account information and balances among the Trust's custodian1986, transfer agent, dividend disbursing agent and fund accountantas amended (or any successor laws)("Code"); (iii) Prepare and maintain on behalf of the transmission Trust all books and records of purchase each Fund, as required by Rule 31a-1 under the 1940 Act, and as such rule or any successor rule, may be amended from time to time, that are applicable to the fulfillment of GFS' duties hereunder, as well as any other documents necessary or advisable for compliance with applicable regulations as may be mutually agreed to between the Trust and GFS. Without limiting the generality of the foregoing, GFS will prepare and maintain the following records upon receipt of information in proper form from the Fund or its authorized agents: · Cash receipts journal · Cash disbursements journal · Dividend record · Purchase and sales - portfolio securities journals · Subscription and redemption orders for Shares; andjournals · Security ledgers · Broker ledger · General ledger · Daily expense accruals · Daily income accruals · Securities and monies borrowed or loaned and collateral therefore · Foreign currency journals · Trial balances (iv) Make such adjustments over such periods as the performance Trust’s administrator deems necessary, and communicates to GFS in writing, to reflect over-accruals or under-accruals of fund accountingestimated expenses or income; (v) Provide the Trust and, including each investment adviser serving as an investment adviser for a Fund pursuant to a written investment adviser agreement between the calculation Trust and such adviser (each an “Adviser”), the Trust’s manager, and each sub-adviser to the Funds of the Trust (collectively referred to as the “Advisers”) with daily portfolio valuation, net asset value of the Shares. (e) Assist each Fund’s investment adviser in monitoring Fund holdings for compliance with Prospectus investment restrictions calculation and assist in preparation of periodic compliance reports, other standard operational reports as applicable; (f) Prepare and coordinate the printing of semi-annual and annual financial statements; (g) Prepare selected management reports for performance and compliance analyses agreed upon by the Trust and Administrator requested from time to time; (hvi) Advise the Trust and the Board on matters concerning the Trust and Provide all raw data available from its affairs; (i) With the cooperation of the counsel to the Trust, the investment advisers, officers of the Trust and other relevant parties, prepare and disseminate materials for meetings of the Board, including agendas and selected financial information as agreed upon by the Trust and GFS from time to time; attend and participate in Board meetings to the extent requested by the Board; and prepare or cause to be prepared minutes of the meetings of the Board; (j) Determine income and capital gains available for distribution and calculate distributions required to meet regulatory, income, and excise tax requirements, to be reviewed by the Trust's independent public accountants; (k) Prepare the Trust's federal, state, and local tax returns to be reviewed by the Trust's independent public accountants; (l) Prepare and maintain the Trust's operating expense budget to determine proper expense accruals to be charged to each Fund in order to calculate it's daily net asset value; (m) In consultation with counsel mutual fund accounting system for the Trust, assist in and oversee Advisers’ or the preparation, filing, printing and where applicable, dissemination to shareholders administrator’s preparation of the following: (i) amendments to the Trust’s Registration Statement on Form N-1A1. Semi-annual financial statements; (ii) periodic reports to the Trustees' shareholders and the Commission, including but not limited to annual reports and semi2. Semi-annual reports; (iii) notices pursuant to Rule 24f-2; (iv) proxy materials; and (v) reports to the SEC on Form form N-SAR. (n) Coordinate the Trust's SAR and annual or SEC audit by: (i) assisting the Trust's independent auditors, or, upon approval of the Trust, any regulatory body, in any requested review of the Trust's accounts and recordstax returns; (ii) providing appropriate financial schedules (as requested by the Trust's independent public accountants or SEC examiners); and (iii) providing office facilities as may be required. (o) After consultation with counsel for the Trust and the investment adviser, determine the jurisdictions in which Shares of the Trust shall be registered or qualified for sale; register, or prepare applicable filings with respect to, the Shares with the various state and other securities commissions, provided that all fees for the registration of Shares or for qualifying or continuing the qualification of the Trust shall be paid by the Trust; (p) Monitor sales of Shares, ensure that the Shares are properly and duly registered with the SEC; (q) Oversee the calculation of performance data for dissemination to information services covering the investment company industry, for sales literature of the Trust and other appropriate purposes; (r) Prepare, or cause to be prepared, expense and financial reports, including Fund budgets, expense reports, pro-forma financial statements, expense and profit/loss projections and fee waiver/expense reimbursement projections on a periodic basis; (s) Authorize the payment of Trust expenses and pay, from Trust assets, all bills of the Trust; (t) Provide information typically supplied in the investment company industry to companies that track or report price, performance or other information with respect to investment companies; (u) Assist the Trust in the selection of other service providers, such as independent accountants, law firms and proxy solicitors; and perform such other recordkeeping, reporting and other tasks as may be specified from time to time in the procedures adopted by the Board; provided, that GFS need not begin performing any such task except upon 65 days' notice and pursuant to mutually acceptable compensation agreements; (v) GFS shall provide such other services and assistance relating to the affairs of the Trust as the Trust may, from time to time, reasonably request pursuant to mutually acceptable compensation agreements; (w) Except with respect to GFS's duties as set forth in this Section 2 and except as otherwise specifically provided herein, the Trust assumes all responsibility for ensuring that the Trust complies with all applicable requirements of the Securities Act, the 1940 Act and any laws, rules and regulations of governmental authorities with jurisdiction over the Trust. All references to any law in this Agreement shall be deemed to include reference to the applicable rules and regulations promulgated under authority of the law and all official interpretations of such law or rules or regulations; and (x) In order for GFS to perform the services required by this Section 2, the Trust (i) shall cause all service providers to the Trust to furnish any and all information to GFS, and assist GFS as may be required and (ii) shall ensure that GFS has access to all records and documents maintained by the Trust or any service provider to the Trust. GFS shall, for all purposes herein, be deemed to be an independent contractor and shall, unless otherwise expressly provided or authorized, have no authority to act for or represent the Trust in any way or otherwise be deemed an agent of the Trust.

DUTIES OF GFS. ADMINISTRATION (a) Subject to the direction and control of the Board, GFS shall manage all aspects of the Trust’s operations with respect to the Funds except those that are the responsibility of any other service provider hired by the Trust, all in such manner and to such extent as may be authorized by the Board; (b) GFS shall provide persons suitable to the Board to serve as officers of the Trust; (c) GFS will provide the Trust with the adequate general necessary office space, communication facilities and personnel to perform the following services for the Trust: (a) Timely calculate and transmit to NASDAQ the Funds’ daily net asset value and communicate such value to the Funds and their transfer agent; (b) Maintain and keep current all books and records of the Funds as required by Rule 31a-1 under the 1940 Act, as such rule or any successor rule may be amended from time to time ("Rule 31a-1"), that are applicable to the fulfillment of GFS's duties hereunder, as well as any other documents necessary or advisable for compliance with applicable regulations as may be mutually agreed to between the Trust described and GFS. Without limiting the generality of the foregoing, GFS will prepare and maintain the following records upon receipt of information in this Section 2;proper form from the Funds or their authorized agents: * Cash receipts journal * Cash disbursements journal * Dividend record * Purchase and sales - portfolio securities journals * Subscription and redemption journals * Security ledgers * Broker ledger * General ledger * Daily expense accruals * Daily income accruals * Securities and monies borrowed or loaned and collateral therefore * Foreign currency journals * Trial balances (c) Provide the Funds and their investment adviser with daily portfolio valuation, net asset value calculation and other standard operational reports as requested from time to time. (d) Oversee Provide all raw data available from our fund accounting system (PAIRS) for management’s or the performance administrators preparation of administrative and professional services rendered to the Trust by others, including its custodian, transfer agent and dividend disbursing agent as well as legal, auditing, shareholder servicing and other services performed for the Trust, includingfollowing: (i) the preparation and maintenance by the Trust's custodian, transfer agent, dividend disbursing agent and fund accountant in such form, for such periods and in such locations as may be required by applicable United States law, of all documents and records relating to the operation of the Trust required to be prepared or maintained by the Trust or its agents pursuant to applicable law1. Semi-annual financial statements; (ii) the reconciliation of account information and balances among the Trust's custodian, transfer agent, dividend disbursing agent and fund accountant2. Semi-annual form N-SAR; (iii) the transmission of purchase and redemption orders for Shares; and3. Annual tax returns; (iv) the performance of fund accounting, including the calculation of the net asset value of the Shares4. Financial data necessary to update form N-1a; 5. Annual proxy statement. (e) Assist each Fund’s investment adviser in monitoring Fund holdings for compliance with Prospectus investment restrictions Provide facilities to accommodate annual audit and assist in preparation of periodic compliance reports, as applicable; (f) Prepare and coordinate the printing of semi-annual and annual financial statements; (g) Prepare selected management reports for performance and compliance analyses agreed upon any audits or examinations conducted by the Trust Securities and Administrator from time to time; (h) Advise the Trust and the Board on matters concerning the Trust and its affairs; (i) With the cooperation of the counsel to the Trust, the investment advisers, officers of the Trust and Exchange Commission or any other relevant parties, prepare and disseminate materials for meetings of the Board, including agendas and selected financial information as agreed upon by the Trust and GFS from time to time; attend and participate in Board meetings to the extent requested by the Board; and prepare governmental or cause to be prepared minutes of the meetings of the Board; (j) Determine income and capital gains available for distribution and calculate distributions required to meet regulatory, income, and excise tax requirements, to be reviewed by the Trust's independent public accountants; (k) Prepare the Trust's federal, state, and local tax returns to be reviewed by the Trust's independent public accountants; (l) Prepare and maintain the Trust's operating expense budget to determine proper expense accruals to be charged to each Fund in order to calculate it's daily net asset value; (m) In consultation quasi-governmental entities with counsel for the Trust, assist in and oversee the preparation, filing, printing and where applicable, dissemination to shareholders of the following: (i) amendments to the Trust’s Registration Statement on Form N-1A; (ii) periodic reports to the Trustees' shareholders and the Commission, including but not limited to annual reports and semi-annual reports; (iii) notices pursuant to Rule 24f-2; (iv) proxy materials; and (v) reports to the SEC on Form N-SAR. (n) Coordinate the Trust's annual or SEC audit by: (i) assisting the Trust's independent auditors, or, upon approval of the Trust, any regulatory body, in any requested review of the Trust's accounts and records; (ii) providing appropriate financial schedules (as requested by the Trust's independent public accountants or SEC examiners); and (iii) providing office facilities as may be required. (o) After consultation with counsel for the Trust and the investment adviser, determine the jurisdictions in which Shares of the Trust shall be registered or qualified for sale; register, or prepare applicable filings with respect to, the Shares with the various state and other securities commissions, provided that all fees for the registration of Shares or for qualifying or continuing the qualification of the Trust shall be paid by the Trust; (p) Monitor sales of Shares, ensure that the Shares are properly and duly registered with the SEC; (q) Oversee the calculation of performance data for dissemination to information services covering the investment company industry, for sales literature of the Trust and other appropriate purposes; (r) Prepare, or cause to be prepared, expense and financial reports, including Fund budgets, expense reports, pro-forma financial statements, expense and profit/loss projections and fee waiver/expense reimbursement projections on a periodic basis; (s) Authorize the payment of Trust expenses and pay, from Trust assets, all bills of the Trust; (t) Provide information typically supplied in the investment company industry to companies that track or report price, performance or other information with respect to investment companies; (u) Assist the Trust in the selection of other service providers, such as independent accountants, law firms and proxy solicitors; and perform such other recordkeeping, reporting and other tasks as may be specified from time to time in the procedures adopted by the Board; provided, that GFS need not begin performing any such task except upon 65 days' notice and pursuant to mutually acceptable compensation agreements; (v) jurisdiction. GFS shall provide such other services and assistance relating to the affairs of the Trust as the Trust may, from time to time, reasonably request pursuant to mutually acceptable compensation agreements; (w) Except with respect to GFS's duties as set forth in this Section 2 and except as otherwise specifically provided herein, the Trust assumes all responsibility for ensuring that the Trust complies with all applicable requirements of the Securities Act, the 1940 Act and any laws, rules and regulations of governmental authorities with jurisdiction over the Trust. All references to any law in this Agreement shall be deemed to include reference to the applicable rules and regulations promulgated under authority of the law and all official interpretations of such law or rules or regulations; and (x) In order for GFS to perform the services required by this Section 2, the Trust (i) shall cause all service providers to the Trust to furnish any and all information to GFS, and assist GFS as may be required and (ii) shall ensure that GFS has access to all records and documents maintained by the Trust or any service provider to the Trust. GFS shall, for all purposes herein, herein be deemed to be an independent contractor and shall, unless otherwise expressly provided or authorized, have no authority to act for or represent the Trust in any way or otherwise be deemed an agent of the Trust.

DUTIES OF GFS. ADMINISTRATION (a) Subject Administrative Services. GFS may from time to time adopt procedures, or modify its procedures, to implement the direction and control terms of the Board, GFS shall manage all aspects of the Trust’s operations with respect to the Funds except those that are the responsibility of any other service provider hired by the Trust, all in such manner and to such extent as may be authorized by the Board; (b) this Section. GFS shall provide persons suitable to the following services subject to, and in compliance with the objectives, policies and limitations set forth in the Fund’s most recent 1933 Act Registration Statement and most recent 1940 Act Registration Statement, instructions from the Fund, the Fund’s Certificate of Incorporation, Bylaws, applicable laws and regulations, and resolutions and policies implemented by the Fund’s Board to serve as officers of Directors (the Trust;“Board”): (c) GFS will provide the Trust with the adequate general office space, communication facilities and personnel to perform the services for the Trust described in this Section 2; (di) Oversee the performance of administrative and professional services rendered to the Trust Fund by others, including its custodian, transfer agent agent, fund accountant and dividend disbursing agent as well as legal, auditing, shareholder servicing and other services performed for the Trust, including: (i) the preparation and maintenance by the Trust's custodian, transfer agent, dividend disbursing agent and fund accountant in such form, for such periods and in such locations as may be required by applicable United States law, of all documents and records relating to the operation of the Trust required to be prepared or maintained by the Trust or its agents pursuant to applicable lawFund; (ii) the reconciliation of account information and balances among the Trust's custodian, transfer agent, dividend disbursing agent and fund accountant; (iii) the transmission of purchase and redemption orders for Shares; and (iv) the performance of fund accounting, including the calculation of the net asset value of the Shares. (e) Assist each Fund’s investment adviser in monitoring Monitor Fund holdings and operations for compliance with the Prospectus investment restrictions and Statement of Additional Information, SEC statutes, rules, regulations and policies, and IRS taxation limitations and restrictions, provide all periodic compliance reports to the Fund, and assist the Fund in preparation of periodic compliance reportsreports to the Fund, as applicable; (fiii) Prepare and coordinate the printing of semi-annual and annual financial statements; (giv) Prepare selected management reports for performance and compliance analyses agreed upon by the Trust Fund and Administrator GFS from time to time; (hv) Advise the Trust and the Board on matters concerning the Trust and its affairs; (i) With the cooperation of the In consultation with counsel to the Trust, the investment advisersFund, officers of the Trust Fund and other relevant parties, prepare and disseminate materials for meetings of the Board, including agendas and selected financial information as agreed upon by the Trust Fund and GFS from time to time; and attend and participate in Board meetings to the extent requested by the Board; and prepare or cause to be prepared minutes of the meetings of the Board; (jvi) Determine income and capital gains available for distribution and calculate distributions required to meet regulatory, income, and excise tax requirements, to be reviewed by the Trust's Fund’s independent public accountants; (kvii) Prepare Review the Trust's Fund’s federal, state, and local tax returns to be reviewed as prepared and signed by the Trust's Fund’s independent public accountants; (lviii) Prepare and maintain the Trust's Fund’s operating expense budget to determine proper expense accruals to be charged to each Fund in order to calculate it's its daily net asset value; (mix) In consultation with counsel for the TrustFund, assist in and oversee the preparation, filing, printing and where applicable, dissemination to shareholders of the following: (i) : · amendments to the TrustFund’s 1933 Act Registration Statement on Form N-1A; (iiand 1940 Act Registration Statement; · any other SEC filings with respect to the Fund’s then current registration statement(s) that may be required from time to time; · periodic reports to the Trustees' Directors, shareholders and the CommissionSEC, including but not limited to annual reports and semi-annual reports; (iii) notices pursuant to Rule 24f-2; (iv) ; · proxy materials; and (v) and · reports to the SEC on Form Forms N-SAR., N-CSR, N-PX and N-Q. (nx) Coordinate the Trust's Fund’s annual or SEC shareholder meeting by: · providing a site for and holding the meeting; · providing GFS personnel to serve as named proxies; · preparing the meeting script and minutes, all documents in connection with the tabulation of the vote and actions of appointed proxies, Oath of Inspector of Election, etc., · coordinate efforts with proxy solicitors; and · vote tabulation; (xi) Coordinate the Fund’s annual audit by: (i) : · assisting the Trust's Fund’s independent auditors, or, upon approval of the TrustFund, any regulatory body, in any requested review of the Trust's Fund’s accounts and records; (ii) ; · providing appropriate financial schedules (as requested by the Trust's Fund’s independent public accountants or SEC examiners); and (iii) and · providing office facilities as may be required. (oxii) After consultation with counsel for the Trust and the investment adviserFund, determine the jurisdictions in which Shares of the Trust shall Fund may be required to be registered or qualified for sale; register, or prepare applicable notice or other filings with respect to, the Shares with the various state and other securities commissions, provided that all fees for the registration of Shares or for qualifying or continuing the qualification of the Trust Fund shall be paid by the TrustFund; (pxiii) Monitor sales of Shares, Shares and ensure that the Shares are properly and duly registered with the SEC; (qxiv) Oversee the calculation of performance data for dissemination to information services covering the investment company industry, for sales literature of the Trust Fund and other appropriate purposes; (rxv) Prepare, or cause to be prepared, expense and financial reports, including Fund budgets, expense reports, pro-forma financial statements, expense and profit/loss projections and fee waiver/expense reimbursement projections on a periodic basis; (sxvi) Authorize Prepare authorization for the payment of Trust Fund expenses and pay, from Trust Fund assets, all bills of the TrustFund; (txvii) Provide information typically supplied in the investment company industry to companies that track or report price, performance or other information with respect to investment companies; (uxviii) Assist the Trust Fund in the selection of other service providers, such as independent accountants, law firms and transfer agent, fund accountants, proxy solicitors; solicitors and perform such other recordkeepingrecord keeping, reporting and other tasks as may be specified from time to time in the procedures adopted by the Board; , provided, that GFS need not begin performing any such task except upon 65 sixty (60) days' ’ written notice and pursuant to mutually acceptable compensation agreements; (vxix) GFS shall provide such Such other services and assistance relating to the affairs of the Trust Fund as the Trust Fund may, from time to time, reasonably request pursuant to mutually acceptable compensation agreements; (wxx) Except Coordinate compliance with AMEX/NASDAQ reporting, notice and other requirements, including any required submissions/filings; (xxi) Prepare press releases with respect to GFS's duties as set forth in this Section 2 dividends/distributions and except as otherwise specifically provided herein, other required press communications and coordinate the Trust assumes all responsibility approval and release process with the Fund and Businesswire (or such other press service that meets the legal requirements for ensuring that the Trust complies with all applicable requirements of the Securities Act, the 1940 Act and any laws, rules and regulations of governmental authorities with jurisdiction over the Trust. All references providing notice to any law in this Agreement shall be deemed to include reference to the applicable rules and regulations promulgated under authority of the law and all official interpretations of such law or rules or regulationsshareholders); and (xxxii) Calculate the daily market discount/premium to the Fund’s NAV. (b) In order for GFS to perform the services required by this Section 2, the Trust Fund (i) shall cause all service providers to the Trust Fund to furnish any and all information to GFS, and assist GFS as may be required and (ii) shall ensure that GFS has access to all records and documents maintained by the Trust Fund or any service provider to the Trust. Fund. (c) GFS shall, for all purposes herein, be deemed to be an independent contractor and shall, unless otherwise expressly provided or authorized, have no authority to act for or represent the Trust Fund in any way or otherwise be deemed an agent of the TrustFund. (d) Whenever, in the course of performing its duties under this Agreement, GFS determines, on the basis of information supplied to GFS by the Fund, that a violation of applicable law has occurred, or that, to its knowledge, a possible violation of applicable law may have occurred or, with the passage of time, could occur, GFS shall promptly notify the Fund and its counsel of such violation.

DUTIES OF GFS. ADMINISTRATION (a) Subject Administrative Services. GFS may from time to time adopt procedures, or modify its procedures, to implement the direction and control terms of the Boardthis Section. With respect to each Fund, GFS shall manage all aspects of provide the following services subject to, and in compliance with the objectives, policies and limitations set forth in the Trust’s operations with respect to Registration Statement, the Funds except those that are the responsibility Trust’s Agreement and Declaration of any other service provider hired Trust Bylaws, applicable laws and regulations, and resolutions and policies implemented by the Trust, all in such manner and to such extent as may be authorized by ’s Board of Trustees (the “Board;”): (b) GFS shall provide persons suitable to the Board to serve as officers of the Trust; (c) GFS will provide the Trust with the adequate general office space, communication facilities and personnel to perform the services for the Trust described in this Section 2; (di) Oversee the performance of administrative and professional services rendered to the Trust by others, including its custodian, transfer agent agent, fund accountant and dividend disbursing agent as well as legal, auditing, shareholder servicing and other services performed for the Trust, including: (i) the preparation and maintenance by the Trust's custodian, transfer agent, dividend disbursing agent and fund accountant in such form, for such periods and in such locations as may be required by applicable United States law, of all documents and records relating to the operation of the Trust required to be prepared or maintained by the Trust or its agents pursuant to applicable law; (ii) the reconciliation of account information and balances among the Trust's custodian, transfer agent, dividend disbursing agent and fund accountant; (iii) the transmission of purchase and redemption orders for Shares; and (iv) the performance of fund accounting, including the calculation of the net asset value of the Shares. (e) Assist each Fund’s investment adviser in monitoring Monitor Fund holdings and operations for compliance with the Prospectus and Statement of Additional Information, SEC statutes, rules, regulations and policies, and IRS taxation limitations and restrictions, provide all periodic compliance reports to each investment restrictions adviser serving as an investment adviser for a Fund pursuant to a written investment adviser agreement between the Trust and such adviser, (each an “Adviser”), and assist the Trust, the Adviser and each sub-adviser to the Trust (collectively referred to as “Advisers”) in preparation of periodic compliance reportsreports to the Trust, as applicable; (fiii) Prepare and coordinate the printing of semi-annual and annual financial statements; (giv) Prepare selected management reports for performance and compliance analyses agreed upon by the Trust and Administrator GFS from time to time; (hv) Advise the Trust and the Board on matters concerning the Trust and its affairs; (i) With the cooperation of the In consultation with counsel to the Trust, the investment advisersadviser, officers of the Trust and other relevant parties, prepare and disseminate materials for meetings of the Board, including agendas and selected financial information as agreed upon by the Trust and GFS from time to time; attend and participate in Board meetings to the extent requested by the Board; and prepare or cause to be prepared minutes of the meetings of the Board; (jvi) Determine income and capital gains available for distribution and calculate distributions required to meet regulatory, income, and excise tax requirements, to be reviewed by the Trust's independent public accountants; (kvii) Prepare Review the Trust's federal, state, and local tax returns to be reviewed as prepared and signed by the Trust's independent public accountants; (lviii) Prepare and maintain the Trust's operating expense budget to determine proper expense accruals to be charged to each Fund in order to calculate it's its daily net asset value; (mix) In consultation with counsel for the Trust, assist in and oversee the preparation, filing, printing and where applicable, dissemination to shareholders of the following: (i) : · amendments to the Trust’s Registration Statement on Form N-1A; (ii) ; · periodic reports to the Trustees' , shareholders and the CommissionSEC, including but not limited to annual reports and semi-annual reports; (iii) ; · notices pursuant to Rule 24f-2; (iv) ; · proxy materials; and (v) and · reports to the SEC on Form N-SARSAR and N-CSR. (nx) Coordinate the Trust's annual or audit SEC audit examination by: (i) : · assisting the Trust's independent auditors, or, upon approval of the Trust, any regulatory body, in any requested review of the Trust's accounts and records; (ii) ; · providing appropriate financial schedules (as requested by the Trust's independent public accountants or SEC examiners); and (iii) and · providing office facilities as may be required. (oxi) After consultation with counsel for the Trust and the investment adviser, determine the jurisdictions in which Shares of the Trust shall be registered or qualified for sale; register, or prepare applicable notice or other filings with respect to, the Shares with the various state and other securities commissions, provided that all fees for the registration of Shares or for qualifying or continuing the qualification of the Trust shall be paid by the Trust; (pxii) Monitor sales of Shares, Shares and ensure that the Shares are properly and duly registered with the SEC; (qxiii) Oversee the calculation of performance data for dissemination to information services covering the investment company industry, for sales literature of the Trust and other appropriate purposes; (rxiv) Prepare, or cause to be prepared, expense and financial reports, including Fund budgets, expense reports, pro-forma financial statements, expense and profit/loss projections and fee waiver/expense reimbursement projections on a periodic basis; (sxv) Authorize Prepare authorization for the payment of Trust expenses and pay, from Trust assets, all bills of the Trust; (txvi) Provide information typically supplied in the investment company industry to companies that track or report price, performance or other information with respect to investment companies; (uxvii) Assist the Trust in the selection of other service providers, such as independent accountants, law firms and transfer agent, fund accountants proxy solicitors; solicitors and perform such other recordkeepingrecord keeping, reporting and other tasks as may be specified from time to time in the procedures adopted by the Board; , provided, that GFS need not begin performing any such task except upon 65 sixty (60) days' written notice and pursuant to mutually acceptable compensation agreements;; and (vxviii) GFS shall provide such Such other services and assistance relating to the affairs of the Trust as the Trust may, from time to time, reasonably request pursuant to mutually acceptable compensation agreements; (w) Except with respect to GFS's duties as set forth in this Section 2 and except as otherwise specifically provided herein, the Trust assumes all responsibility for ensuring that the Trust complies with all applicable requirements of the Securities Act, the 1940 Act and any laws, rules and regulations of governmental authorities with jurisdiction over the Trust. All references to any law in this Agreement shall be deemed to include reference to the applicable rules and regulations promulgated under authority of the law and all official interpretations of such law or rules or regulations; and (x) In order for GFS to perform the services required by this Section 2, the Trust (i) shall cause all service providers to the Trust to furnish any and all information to GFS, and assist GFS as may be required and (ii) shall ensure that GFS has access to all records and documents maintained by the Trust or any service provider to the Trust. GFS shall, for all purposes herein, be deemed to be an independent contractor and shall, unless otherwise expressly provided or authorized, have no authority to act for or represent the Trust in any way or otherwise be deemed an agent of the Trust.

DUTIES OF GFS. ADMINISTRATION (a) Subject Administrative Services. GFS may from time to time adopt procedures, or modify its procedures, to implement the direction and control terms of the Boardthis Section. With respect to each Fund, GFS shall manage all aspects provide the following services subject to, and in compliance with the objectives, policies and limitations set forth in the Company’s Registration Statement, the Company’s Agreement and Articles of the Trust’s operations with respect to the Funds except those that are the responsibility of any other service provider hired Incorporation Bylaws, applicable laws and regulations, and resolutions and policies implemented by the Trust, all in such manner and to such extent as may be authorized by Company’s Board of Directors (the “Board;”): (b) GFS shall provide persons suitable to the Board to serve as officers of the Trust; (c) GFS will provide the Trust with the adequate general office space, communication facilities and personnel to perform the services for the Trust described in this Section 2; (di) Oversee the performance of administrative and professional services rendered to the Trust Company by others, including its custodian, transfer agent agent, fund accountant and dividend disbursing agent as well as legal, auditing, shareholder servicing and other services performed for the Trust, including: (i) the preparation and maintenance by the Trust's custodian, transfer agent, dividend disbursing agent and fund accountant in such form, for such periods and in such locations as may be required by applicable United States law, of all documents and records relating to the operation of the Trust required to be prepared or maintained by the Trust or its agents pursuant to applicable lawCompany; (ii) the reconciliation of account information and balances among the Trust's custodian, transfer agent, dividend disbursing agent and fund accountant; (iii) the transmission of purchase and redemption orders for Shares; and (iv) the performance of fund accounting, including the calculation of the net asset value of the Shares. (e) Assist each Fund’s investment adviser in monitoring Monitor Fund holdings and operations for compliance with the Prospectus and Statement of Additional Information, SEC statutes, rules, regulations and policies, and IRS taxation limitations and restrictions, provide all periodic compliance reports to Foxhall Capital Management Inc., the Company’s investment restrictions manager, (“Adviser”), and assist the Company and the Adviser in preparation of periodic compliance reportsreports to the Company, as applicable; (fiii) Prepare and coordinate the printing of semi-annual and annual financial statements; (giv) Prepare selected management reports for performance and compliance analyses agreed upon by the Trust Company and Administrator GFS from time to time; (hv) Advise the Trust and the Board on matters concerning the Trust and its affairs; (i) With the cooperation of the In consultation with counsel to the Trust, Company and the investment advisersAdviser, officers of the Trust Company and other relevant parties, prepare and disseminate materials for meetings of the Board, including agendas and selected financial information as agreed upon by the Trust Company and GFS from time to time; attend and participate in Board meetings to the extent requested by the Board; and prepare or cause to be prepared minutes of the meetings of the Board; (jvi) Determine income and capital gains available for distribution and calculate distributions required to meet regulatory, income, and excise tax requirements, to be reviewed by the TrustCompany's independent public accountants; (kvii) Prepare Review the TrustCompany's federal, state, and local tax returns to be reviewed as prepared and signed by the TrustCompany's independent public accountants; (lviii) Prepare and maintain the TrustCompany's operating expense budget to determine proper expense accruals to be charged to each Fund in order to calculate it's its daily net asset value; (mix) In consultation with counsel for the TrustCompany, assist in and oversee the preparation, filing, printing and where applicable, dissemination to shareholders of the following: (i) : · amendments to the TrustCompany’s Registration Statement on Form N-1A; (ii) ; · periodic reports to the Trustees' Directors, shareholders and the CommissionSEC, including but not limited to annual reports and semi-annual reports; (iii) ; · notices pursuant to Rule 24f-2; (iv) ; · proxy materials; and (v) and · reports to the SEC on Form Forms N-SAR., N-CSR, N-PX and N-Q. (nx) Coordinate the TrustCompany's annual or audit SEC audit examination by: (i) : · assisting the TrustCompany's independent auditors, or, upon approval of the TrustCompany, any regulatory body, in any requested review of the TrustCompany's accounts and records; (ii) ; · providing appropriate financial schedules (as requested by the TrustCompany's independent public accountants or SEC examiners); and (iii) and · providing office facilities as may be required. (oxi) After consultation with counsel for the Trust Company and the investment adviserAdviser, determine the jurisdictions in which Shares of the Trust Company shall be registered or qualified for sale; register, or prepare applicable notice or other filings with respect to, the Shares with the various state and other securities commissions, provided that all fees for the registration of Shares or for qualifying or continuing the qualification of the Trust Company shall be paid by the TrustCompany, directly to GFS; (pxii) Monitor sales of Shares, Shares and ensure that the Shares are properly and duly registered with the SEC; (qxiii) Oversee the calculation of performance data for dissemination to information services covering the investment company industry, for sales literature of the Trust Company and other appropriate purposes; (rxiv) Prepare, or cause to be prepared, expense and financial reports, including Fund budgets, expense reports, pro-forma financial statements, expense and profit/loss projections and fee waiver/expense reimbursement projections on a periodic basis; (sxv) Authorize Prepare authorization for the payment of Trust Company expenses and pay, from Trust Company assets, all bills of the TrustCompany; (txvi) Provide information typically supplied in the investment company industry to companies that track or report price, performance or other information with respect to investment companies; (uxvii) Assist the Trust Company in the selection of other service providers, such as independent accountants, law firms and transfer agent, fund accountants, proxy solicitors; solicitors and perform such other recordkeepingrecord keeping, reporting and other tasks as may be specified from time to time in the procedures adopted by the Board; , provided, that GFS need not begin performing any such task except upon 65 sixty (60) days' written notice and pursuant to mutually acceptable compensation agreements;; and (vxviii) GFS shall provide such Such other services and assistance relating to the affairs of the Trust Company as the Trust Company may, from time to time, reasonably request pursuant to mutually acceptable compensation agreements; (w) Except with respect to GFS's duties as set forth in this Section 2 and except as otherwise specifically provided herein, the Trust assumes all responsibility for ensuring that the Trust complies with all applicable requirements of the Securities Act, the 1940 Act and any laws, rules and regulations of governmental authorities with jurisdiction over the Trust. All references to any law in this Agreement shall be deemed to include reference to the applicable rules and regulations promulgated under authority of the law and all official interpretations of such law or rules or regulations; and (x) In order for GFS to perform the services required by this Section 2, the Trust (i) shall cause all service providers to the Trust to furnish any and all information to GFS, and assist GFS as may be required and (ii) shall ensure that GFS has access to all records and documents maintained by the Trust or any service provider to the Trust. GFS shall, for all purposes herein, be deemed to be an independent contractor and shall, unless otherwise expressly provided or authorized, have no authority to act for or represent the Trust in any way or otherwise be deemed an agent of the Trust.

DUTIES OF GFS. ADMINISTRATION (a) Subject to the direction and control of the Board, GFS shall manage all aspects of the Trust’s operations with respect to the Funds except those that are the responsibility of any other service provider hired by the Trust, all in such manner and to such extent as may be authorized by the Board; (b) GFS shall provide persons suitable to the Board to serve as officers of the Trust; (c) GFS will provide the Trust with the adequate general necessary office space, communication facilities and personnel to perform the following services for the Trust: (a) Timely calculate and transmit to NASDAQ the Funds’ daily net asset value and communicate such value to the Funds and their transfer agent; (a) Maintain and keep current all books and records of the Funds as required by Rule 31a-1 under the 1940 Act, as such rule or any successor rule may be amended from time to time ("Rule 31a-1"), that are applicable to the fulfillment of GFS's duties hereunder, as well as any other documents necessary or advisable for compliance with applicable regulations as may be mutually agreed to between the Trust described and GFS. Without limiting the generality of the foregoing, GFS will prepare and maintain the following records upon receipt of information in this Section 2;proper form from the Funds or their authorized agents: * Cash receipts journal * Cash disbursements journal * Dividend record * Purchase and sales - portfolio securities journals * Subscription and redemption journals * Security ledgers * Broker ledger * General ledger * Daily expense accruals * Daily income accruals * Securities and monies borrowed or loaned and collateral therefore * Foreign currency journals * Trial balances (c) Provide the Funds and their investment adviser with daily portfolio valuation, net asset value calculation and other standard operational reports as requested from time to time. (d) Oversee Provide all raw data available from our fund accounting system (PAIRS) for management’s or the performance administrators preparation of administrative and professional services rendered to the Trust by others, including its custodian, transfer agent and dividend disbursing agent as well as legal, auditing, shareholder servicing and other services performed for the Trust, includingfollowing: (i) the preparation and maintenance by the Trust's custodian, transfer agent, dividend disbursing agent and fund accountant in such form, for such periods and in such locations as may be required by applicable United States law, of all documents and records relating to the operation of the Trust required to be prepared or maintained by the Trust or its agents pursuant to applicable law1. Semi-annual financial statements; (ii) the reconciliation of account information and balances among the Trust's custodian, transfer agent, dividend disbursing agent and fund accountant2. Semi-annual form N-SAR; (iii) the transmission of purchase and redemption orders for Shares; and3. Annual tax returns; (iv) the performance of fund accounting, including the calculation of the net asset value of the Shares4. Financial data necessary to update form N-1a; 5. Annual proxy statement. (e) Assist each Fund’s investment adviser in monitoring Fund holdings for compliance with Prospectus investment restrictions Provide facilities to accommodate annual audit and assist in preparation of periodic compliance reports, as applicable; (f) Prepare and coordinate the printing of semi-annual and annual financial statements; (g) Prepare selected management reports for performance and compliance analyses agreed upon any audits or examinations conducted by the Trust Securities and Administrator from time to time; (h) Advise the Trust and the Board on matters concerning the Trust and its affairs; (i) With the cooperation of the counsel to the Trust, the investment advisers, officers of the Trust and Exchange Commission or any other relevant parties, prepare and disseminate materials for meetings of the Board, including agendas and selected financial information as agreed upon by the Trust and GFS from time to time; attend and participate in Board meetings to the extent requested by the Board; and prepare governmental or cause to be prepared minutes of the meetings of the Board; (j) Determine income and capital gains available for distribution and calculate distributions required to meet regulatory, income, and excise tax requirements, to be reviewed by the Trust's independent public accountants; (k) Prepare the Trust's federal, state, and local tax returns to be reviewed by the Trust's independent public accountants; (l) Prepare and maintain the Trust's operating expense budget to determine proper expense accruals to be charged to each Fund in order to calculate it's daily net asset value; (m) In consultation quasi-governmental entities with counsel for the Trust, assist in and oversee the preparation, filing, printing and where applicable, dissemination to shareholders of the following: (i) amendments to the Trust’s Registration Statement on Form N-1A; (ii) periodic reports to the Trustees' shareholders and the Commission, including but not limited to annual reports and semi-annual reports; (iii) notices pursuant to Rule 24f-2; (iv) proxy materials; and (v) reports to the SEC on Form N-SAR. (n) Coordinate the Trust's annual or SEC audit by: (i) assisting the Trust's independent auditors, or, upon approval of the Trust, any regulatory body, in any requested review of the Trust's accounts and records; (ii) providing appropriate financial schedules (as requested by the Trust's independent public accountants or SEC examiners); and (iii) providing office facilities as may be required. (o) After consultation with counsel for the Trust and the investment adviser, determine the jurisdictions in which Shares of the Trust shall be registered or qualified for sale; register, or prepare applicable filings with respect to, the Shares with the various state and other securities commissions, provided that all fees for the registration of Shares or for qualifying or continuing the qualification of the Trust shall be paid by the Trust; (p) Monitor sales of Shares, ensure that the Shares are properly and duly registered with the SEC; (q) Oversee the calculation of performance data for dissemination to information services covering the investment company industry, for sales literature of the Trust and other appropriate purposes; (r) Prepare, or cause to be prepared, expense and financial reports, including Fund budgets, expense reports, pro-forma financial statements, expense and profit/loss projections and fee waiver/expense reimbursement projections on a periodic basis; (s) Authorize the payment of Trust expenses and pay, from Trust assets, all bills of the Trust; (t) Provide information typically supplied in the investment company industry to companies that track or report price, performance or other information with respect to investment companies; (u) Assist the Trust in the selection of other service providers, such as independent accountants, law firms and proxy solicitors; and perform such other recordkeeping, reporting and other tasks as may be specified from time to time in the procedures adopted by the Board; provided, that GFS need not begin performing any such task except upon 65 days' notice and pursuant to mutually acceptable compensation agreements; (v) jurisdiction. GFS shall provide such other services and assistance relating to the affairs of the Trust as the Trust may, from time to time, reasonably request pursuant to mutually acceptable compensation agreements; (w) Except with respect to GFS's duties as set forth in this Section 2 and except as otherwise specifically provided herein, the Trust assumes all responsibility for ensuring that the Trust complies with all applicable requirements of the Securities Act, the 1940 Act and any laws, rules and regulations of governmental authorities with jurisdiction over the Trust. All references to any law in this Agreement shall be deemed to include reference to the applicable rules and regulations promulgated under authority of the law and all official interpretations of such law or rules or regulations; and (x) In order for GFS to perform the services required by this Section 2, the Trust (i) shall cause all service providers to the Trust to furnish any and all information to GFS, and assist GFS as may be required and (ii) shall ensure that GFS has access to all records and documents maintained by the Trust or any service provider to the Trust. GFS shall, for all purposes herein, herein be deemed to be an independent contractor and shall, unless otherwise expressly provided or authorized, have no authority to act for or represent the Trust in any way or otherwise be deemed an agent of the Trust.

DUTIES OF GFS. ADMINISTRATION (a) Subject to the direction and control of the Board, GFS shall manage all aspects of the TrustCorporation’s operations with respect to the Funds except those that are the responsibility of any other service provider hired by the TrustCorporation, all in such manner and to such extent as may be authorized by the Board;. (b) GFS shall provide persons suitable to the Board to serve as officers of the TrustCorporation; (c) GFS will provide the Trust Funds with the adequate general office space, communication facilities and personnel to perform the services for the Trust Funds described in this Section 2;. (d) Oversee the performance of administrative and professional services rendered to the Trust Corporation by others, including its custodian, transfer agent and dividend disbursing agent as well as legal, auditing, shareholder servicing and other services performed for the TrustFunds, including: (i) i. the preparation and maintenance by the Trust's Corporation’s custodian, transfer agent, dividend disbursing agent and fund accountant in such form, for such periods and in such locations as may be required by applicable United States law, of all documents and records relating to the operation of the Trust Corporation required to be prepared or maintained by the Trust Corporation or its agents pursuant to applicable law; (ii) . the reconciliation of account information and balances among the Trust's Corporation’s custodian, transfer agent, dividend disbursing agent and fund accountant; (iii) . the transmission of purchase and redemption orders for Shares; and (iv) . the performance of fund accounting, including the calculation of the net asset value of the Shares.; (e) Assist each Fund’s investment adviser in monitoring Fund the Funds’ holdings for compliance with Prospectus investment restrictions and assist in preparation of periodic compliance reports, as applicable; (f) Prepare and coordinate the printing of semi-annual and annual financial statements; (g) Prepare selected management reports for performance and compliance analyses agreed upon by the Trust Funds and Administrator from time to time; (h) Advise the Trust Corporation and the Board on matters concerning the Trust Corporation and its affairsaffair; (i) With the cooperation of the counsel to the TrustCorporation, the investment advisersadviser, officers of the Trust Corporation and other relevant parties, prepare and disseminate materials for meetings of the Board, including agendas and selected financial information as agreed upon by the Trust Funds and GFS from time to time; attend and participate in Board meetings to the extent requested by the Board; and prepare or cause to be prepared minutes of the meetings of the Board; (j) Determine income and capital gains available for distribution and calculate distributions required to meet regulatory, income, and excise tax requirements, to be reviewed by the Trust's Fund’s independent public accountants; (k) Prepare the Trust's Fund’s federal, state, and local tax returns to be reviewed by the Trust's Fund’s independent public accountants; (l) Prepare and maintain the Trust's Fund’s operating expense budget to determine proper expense accruals to be charged to each the Fund in order to calculate it's its daily net asset value; (m) In consultation with counsel for the TrustCorporation, assist in and oversee the preparation, filing, printing and where applicable, dissemination to shareholders of the following: (i) i. amendments to the TrustCorporation’s Registration Statement on Form N-1A; (ii) . periodic reports to the Trustees' Funds’ shareholders and the Commission, including but not limited to annual reports and semi-annual reports; (iii) . notices pursuant to Rule 24f-2; (iv) . proxy materials; and (v) v. reports to the SEC on Form Forms N-SAR. , N-CSR, N-PX and N-Q (n) Coordinate the Trust's Fund’s annual or SEC audit by: (i) i. assisting the Trust's Funds’ independent auditors, or, upon approval of the TrustFunds, any regulatory body, in any requested review of the Trust's Funds’ accounts and records; (ii) . providing appropriate financial schedules (as requested by the Trust's Funds’ independent public accountants or SEC examiners); and, (iii) . providing office facilities facilitates as may be required. (o) After consultation with counsel for the Trust Corporation and the investment adviser, determine the jurisdictions in which Shares of the Trust Funds shall be registered or qualified for sale; register, or prepare applicable filings with respect to, the Shares with the various state and other securities commissions, provided that all fees for the registration of Shares or for qualifying or continuing the qualification of the Trust Funds shall be paid by the TrustFunds; (p) Monitor sales of Shares, ensure that the Shares are properly and duly registered with the SEC; (q) Oversee the calculation of performance data for dissemination to information services covering the investment company industry, for sales literature of the Trust Corporation and other appropriate purposes; (r) Prepare, or cause to be prepared, expense and financial reports, including Fund the Funds’ budgets, expense reports, pro-forma financial statements, expense and profit/loss projections and fee waiver/expense reimbursement projections on a periodic basis; (s) Authorize the payment of Trust Corporation expenses and pay, from Trust Corporation assets, all bills of the TrustCorporation; (t) Provide information typically supplied in the investment company industry to companies that track or report price, performance or other information with respect to investment companies; (u) Assist the Trust Corporation in the selection of other service providers, such as independent accountants, law firms and proxy solicitors; and perform such other recordkeeping, reporting and other tasks as may be specified from time to time in the procedures adopted by the Board; provided, that GFS need not begin performing any such task except upon 65 days' ’ notice and pursuant to mutually acceptable compensation agreements;. (v) GFS shall provide such other services and assistance relating to the affairs of the Trust Corporation as the Trust Corporation may, from time to time, reasonably request pursuant to mutually acceptable compensation agreements;. (w) Except with respect to GFS's ’s duties as set forth in this Section 2 and except as otherwise specifically provided herein, the Trust Corporation assumes all responsibility for ensuring that the Trust Corporation complies with all applicable requirements of the Securities Act, the 1940 Act and any laws, rules and regulations of governmental authorities with jurisdiction over the TrustCorporation. All references to any law in this Agreement shall be deemed to include reference references to the applicable rules and regulations promulgated under authority of the law and all official interpretations of such law or rules or regulations; and. (x) In order for GFS to perform the services required by this Section 2, the Trust Corporation (i) shall cause all service providers to the Trust Corporation to furnish any and all information to GFS, and assist GFS as may be required and (ii) shall ensure that GFS has access to all records and documents maintained by the Trust Corporation or any service provider to the TrustCorporation. GFS shall, for all purposes herein, be deemed to be an independent contractor and shall, shall unless otherwise expressly provided or authorized, have no authority to act for or represent the Trust Funds in any way or otherwise be by deemed an agent of the TrustFunds.

DUTIES OF GFS. ADMINISTRATION(a) Administrative Services. GFS may from time to time adopt procedures, or modify its procedures, to implement the terms of this Section. With respect to each Fund, GFS shall provide the following services subject to, and in compliance with the objectives, policies and limitations set forth in the Trust’s Registration Statement, the Trust’s Agreement and Declaration of Trust Bylaws, applicable laws and regulations, and resolutions and policies implemented by the Trust’s Board of Trustees (the “Board”): (a) Subject to the direction and control of the Board, GFS shall manage all aspects of the Trust’s operations with respect to the Funds except those that are the responsibility of any other service provider hired by the Trust, all in such manner and to such extent as may be authorized by the Board; (b) GFS shall provide persons suitable to the Board to serve as officers of the Trust; (c) GFS will provide the Trust with the adequate general office space, communication facilities and personnel to perform the services for the Trust described in this Section 2; (d) Oversee the performance of administrative and professional services rendered to the Trust by others, including its custodian, transfer agent agent, fund accountant and dividend disbursing agent as well as legal, auditing, shareholder servicing and other services performed for the Trust, including:; (i) the preparation and maintenance by the Trust's custodian, transfer agent, dividend disbursing agent and fund accountant in such form, for such periods and in such locations as may be required by applicable United States law, of all documents and records relating to the operation of the Trust required to be prepared or maintained by the Trust or its agents pursuant to applicable law; (ii) the reconciliation of account information and balances among the Trust's custodian, transfer agent, dividend disbursing agent and fund accountant; (iii) the transmission of purchase and redemption orders for Shares; and (iv) the performance of fund accounting, including the calculation of the net asset value of the Shares. (e) Assist each Fund’s investment adviser in monitoring Monitor Fund holdings and operations for compliance with the Prospectus investment restrictions and Statement of Additional Information, SEC statutes, rules, regulations and policies, and IRS taxation limitations and restrictions, provide all periodic compliance reports to Renaissance Capital Corporation, the Trust’s manager, (“Adviser”), and assist the Trust, the Adviser to the Trust ( the “Adviser”) in preparation of periodic compliance reportsreports to the Trust, as applicable; (fii) Prepare and coordinate the printing of semi-annual and annual financial statements; (giii) Prepare selected management reports for performance and compliance analyses agreed upon by the Trust and Administrator GFS from time to time; (hiv) Advise the Trust and the Board on matters concerning the Trust and its affairs; (i) With the cooperation of the In consultation with counsel to the Trust, the investment advisersadviser, officers of the Trust and other relevant parties, prepare and disseminate materials for meetings of the Board, including agendas and selected financial information as agreed upon by the Trust and GFS from time to time; attend and participate in Board meetings to the extent requested by the Board; and prepare or cause to be prepared minutes of the meetings of the Board; (jv) Determine income and capital gains available for distribution and calculate distributions required to meet regulatory, income, and excise tax requirements, to be reviewed by the Trust's independent public accountants; (kvi) Prepare Review the Trust's federal, state, and local tax returns to be reviewed as prepared and signed by the Trust's independent public accountants; (lvii) Prepare and maintain the Trust's operating expense budget to determine proper expense accruals to be charged to each Fund in order to calculate it's its daily net asset value; (mviii) In consultation with counsel for the Trust, assist in and oversee the preparation, filing, printing and where applicable, dissemination to shareholders of the following: (i) : • amendments to the Trust’s Registration Statement on Form N-1A; N-1A (ii) including, among other things, the prospectus, SAI, supplementals and privacy notices); • periodic reports to the Trustees' , shareholders and the CommissionSEC, including but not limited to annual reports and semi-annual reports; (iii) ; • notices pursuant to Rule 24f-2; (iv) ; • proxy materials; and (v) and • reports to the SEC on Form N-SAR, N-CSR and proxy voting report. (ni) Coordinate the Trust's annual or audit and any SEC audit examination by: (i) : • assisting the Trust's independent auditors, or, upon approval of the Trust, any regulatory body, in any requested review of the Trust's accounts and records; (ii) ; • providing appropriate financial schedules (as requested by the Trust's independent public accountants or SEC examiners); and (iii) and • providing office facilities as may be required. (oi) After consultation with counsel for the Trust and the investment adviser, determine the jurisdictions in which Shares of the Trust shall be registered or qualified for sale; register, or prepare applicable notice or other filings with respect to, the Shares with the various state and other securities commissions, provided that all fees for the registration of Shares or for qualifying or continuing the qualification of the Trust shall be paid by the Trust; (pii) Monitor sales of Shares, Shares and ensure that the Shares are properly and duly registered with the SECSEC or any of the states of the United States; (qiii) Oversee the calculation of performance data for dissemination to information services covering the investment company industry, for sales literature of the Trust and other appropriate purposes; (riv) Prepare, or cause to be prepared, expense and financial reports, including Fund budgets, expense reports, pro-forma financial statements, expense and profit/loss projections and fee waiver/expense reimbursement projections on a periodic basis; (sv) Authorize Prepare authorization for the payment of Trust expenses and pay, from Trust assets, all bills of the Trust; (tvi) Provide information typically supplied in the investment company industry to companies that track or report price, performance or other information with respect to investment companies; (uvii) Assist the Trust in the selection of other service providers, such as independent accountants, law firms and transfer agent, fund accountants proxy solicitors; solicitors and perform such other recordkeepingrecord keeping, reporting and other tasks as may be specified from time to time in the procedures adopted by the Board; , provided, that GFS need not begin performing any such task except upon 65 sixty (60) days' written notice and pursuant to mutually acceptable compensation agreements;; and (vviii) GFS shall provide such Such other services and assistance relating to the affairs of the Trust as the Trust may, from time to time, reasonably request pursuant to mutually acceptable compensation agreements; (w) Except with respect to GFS's duties as set forth in this Section 2 and except as otherwise specifically provided herein, the Trust assumes all responsibility for ensuring that the Trust complies with all applicable requirements of the Securities Act, the 1940 Act and any laws, rules and regulations of governmental authorities with jurisdiction over the Trust. All references to any law in this Agreement shall be deemed to include reference to the applicable rules and regulations promulgated under authority of the law and all official interpretations of such law or rules or regulations; and (x) In order for GFS to perform the services required by this Section 2, the Trust (i) shall cause all service providers to the Trust to furnish any and all information to GFS, and assist GFS as may be required and (ii) shall ensure that GFS has access to all records and documents maintained by the Trust or any service provider to the Trust. GFS shall, for all purposes herein, be deemed to be an independent contractor and shall, unless otherwise expressly provided or authorized, have no authority to act for or represent the Trust in any way or otherwise be deemed an agent of the Trust.