Common use of Further Duties Clause in Contracts

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trust Instrument, By-Laws and Registration Statement, the Trust's policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context Capital, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the Fund. Context Capital agrees to provide to the Sub-Adviser copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context Capital, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context Capital. In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") and the Trust to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser CCO: (i) direct access to the Sub-Adviser's chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Compliance Procedures in managing the Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Compliance Procedures that related to the Sub-Adviser's management of the Segment. The Sub-Adviser shall promptly provide the Adviser CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser CCO so as to facilitate the Adviser CCO's performance of the Adviser CCO's responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Segment. The Sub-Adviser shall provide to the Adviser CCO: (i) quarterly reports confirming the Sub-Adviser's compliance with the Sub-Adviser Compliance Procedures in managing the Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Procedures. The Sub-Adviser will promptly provide Context Capital with information (including information that is required to be disclosed in the Trust's registration statement) with respect to the portfolio managers responsible for the Fund or Segment and any changes in the portfolio managers responsible for the Fund or Segment. The Sub-Adviser will promptly notify Context Capital of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund or Context Capital brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context Capital, UBS Global AM; and will comply with the applicable requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other applicable federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available; provided, however, that the Sub-Adviser’s duty under this Agreement to act in conformity with any document, instruction or guideline produced by the Trust or UBS Global AM shall not arise until it has been delivered to the Sub-Adviser. Context Capital Any changes to the objectives, policies and restrictions will make due allowance for the time within which the Sub-Adviser shall have to come into compliance. UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel(the “Sub-Adviser CCO”), as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable the Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context Capital, UBS Global AM; and will comply with the applicable requirements of the 1940 Act, and the Investment Advisers Act of 1940, as amended (“Advisers Act”), and the rules under each, the Code, and all other applicable federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available; provided, however, that the Sub-Adviser’s duty under this Agreement to act in conformity with any document, instruction or guideline produced by the Trust or UBS Global AM shall not arise until it has been delivered to the Sub-Adviser. Context Capital Any changes to the objectives, policies and restrictions will make due allowance for the time within which the Sub-Adviser shall have to come into compliance. UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel(the “Sub-Adviser CCO”), as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable the Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS AM (other than UBS Financial Services Inc. and UBS Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the SegmentPortfolio or Segment or reporting any material instance of non-compliance; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the SegmentPortfolio or Segment or reporting on such matters if they occurred. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the SegmentPortfolio or Segment or reporting any material instance of non-compliance, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the SegmentPortfolio or Segment or reporting on such matter(s) if they occurred. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 1000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including including, upon request by the UBS Global AM, information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS AM further agrees during the term of this Agreement to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS AM (other than UBS Financial Services Inc., and UBS Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available; provided, however, that the Sub-Adviser’s duty under this Agreement to act in conformity with any document, instruction or guidelines produced by the Trust or UBS Global AM after the date hereof shall not arise unless such document, instruction or guidelines are reasonable under the circumstances and are delivered to the Sub-Adviser in accordance with the terms of this Agreement. Context Capital UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund or Segment and any changes in the portfolio managers responsible for the Fund or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiryinquiry relating to the Sub-Adviser’s provisions of services hereunder. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser CCO so as to facilitate the Adviser CCO's performance of the Adviser CCO's responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Segment. The Sub-Adviser shall provide to the Adviser CCO: (i) quarterly reports confirming the Sub-Adviser's compliance with the Sub-Adviser Compliance Procedures in managing the Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Procedures. The Sub-Adviser will promptly provide Context Capital with information (including information that is required to be disclosed in the Trust's registration statement) with respect to the portfolio managers responsible for the Fund or Segment and any changes in the portfolio managers responsible for the Fund or Segment. The Sub-Adviser will promptly notify Context Capital of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund or Context Capital brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).Compliance

Further Duties. In all matters relating to the performance of this Agreementfurnishing services hereunder, the Sub-Adviser will seek to act shall be subject to, and shall perform in conformity compliance with the following: (i) the Trust's ’s Trust Instrument, as the same may be modified or amended from time to time (“Trust Instrument”); (ii) the By-Laws and Registration Statement, of the Trust's , as the same may be modified or amended from time to time (“By-Laws”); (iii) the stated investment objectives, policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions restrictions of the Board Fund and Context Capital, other matters contained in the Prospectus and will comply with the requirements of SAI; (iv) the 1940 Act, and the Advisers Act, the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended (“Code”), applicable to regulated investment companies, the CEA, and the rules under each, the Code, and all other federal and state laws and or regulations applicable to the Trust and the Fund; (v) any applicable controlling foreign laws, regulations and regulatory requirements as set forth by applicable foreign regulatory agencies; (vi) the Trust’s compliance policies and procedures; and (vii) the instructions of the Adviser and the Trust. Context Capital agrees to The Adviser shall provide to the Sub-Adviser with current copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions Prospectus and directions of the Board and Context CapitalSAI, and relevant Trust compliance policies and procedures, and copies of any amendments and all amendments, restatements, modifications or supplements to any of these materials the foregoing that relate specifically to the Sub-Adviser or the Fund (together with such current copies, the “Governing Documents”), as soon as practicable after such materials become available. Context Capital further agrees The Sub-Adviser shall have a reasonable period of time following receipt of any Governing Document(s) or instruction(s) to identify comply with the same, and accordingly any such Governing Document (other than applicable law) or instruction shall not be effective with respect to the Sub-Adviser in writing any brokeruntil the Sub-dealers Adviser confirms that are affiliated it is able and willing to comply with Context Capital. In order to assist Context Capitalthe same; provided, Context Capital's CCO ("Adviser CCO") and the Trust to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, that the Sub-Adviser shall provide to promptly notify the Adviser CCO: (i) direct access to the Sub-Adviser's chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser CCO; (ii) quarterly reports confirming that if the Sub-Adviser has complied believes that it is or will be unable or unwilling to comply with the Compliance Procedures in managing the Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Compliance Procedures that related to the Sub-Adviser's management any such Governing Document or instruction within a reasonable period of the Segmenttime. The Sub-Adviser shall promptly provide the Adviser CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by If the Sub-Adviser does not promptly notify the Adviser of its inability to comply with the Federal Securities Laws (togethera Governing Document or instruction, the "Sub-Adviser Compliance Procedures"), and (ii) any material changes Governing Document or instruction will be deemed to be effective with respect to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser CCO so as to facilitate the Adviser CCO's performance a reasonable amount of the Adviser CCO's responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Segment. The Sub-Adviser shall provide to the Adviser CCO: (i) quarterly reports confirming time after its receipt by the Sub-Adviser's compliance with the Sub-Adviser Compliance Procedures in managing the Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Procedures. The Sub-Adviser will promptly provide Context Capital with information (including information that is required to be disclosed in the Trust's registration statement) with respect to the portfolio managers responsible for the Fund or Segment and any changes in the portfolio managers responsible for the Fund or Segment. The Sub-Adviser will promptly notify Context Capital of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund or Context Capital brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS AM (other than UBS Financial Services Inc. and UBS Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i( ) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the SegmentPortfolio or Segment or reporting any material instance of non-compliance; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the SegmentPortfolio or Segment or reporting on such matters if they occurred. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the SegmentPortfolio or Segment or reporting any material instance of non-compliance, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the SegmentPortfolio or Segment or reporting on such matter(s) if they occurred. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS AM (other than UBS Financial Services Inc. and UBS Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The To the extent permitted by law or regulation, the Sub-Adviser will promptly notify Context Capital UBS AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiryinquiry against the Sub-Adviser. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trusts Trust Instrument, By-Laws and Registration Statement, the Trust's Trusts policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, each as provided to and whose receipt is acknowledged by the Sub-Adviser, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's Trusts Trust Instrument, By-Laws, Registration Statement, Trust's Trusts Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital ; and further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trusts Chief Compliance Officer (the Trust CCO) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's Advisers chief compliance officer and/or other senior compliance personnel (collectively, the Sub-Adviser senior compliance personnel), as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's Advisers management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) of the Sub-Adviser's Advises key policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures"). Additionally, and (ii) any if a material changes change is made to the Sub-Adviser Compliance ProceduresProcedures that affects the Portfolio, the Sub-Adviser shall provide the Trust CCO with such policies or procedures within a month of the change. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser CCO's Trust CCOs performance of the Adviser CCO's Trust CCOs responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Trusts Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's Advisers compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's Trusts registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trust Instrument, By-Laws and Registration Statement, the Trust's policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS AM further agrees during the term of this Agreement to identify to the Sub-Sub- Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS AM (other than UBS Financial Services Inc., and UBS Asset Management (US) Inc.). In order to assist Context Capital, Context Capitalthe Trust and the Trust's CCO Chief Compliance Officer (the "Adviser Trust CCO") and the Trust to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Sub- Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's performance of the Adviser Trust CCO's responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Sub- Adviser's compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Sub- Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry, unless prohibited by law, injunction, regulatory notice, or other restriction, the violation of which would expose LMCG to prosecution or litigation. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser Manager will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) upon relevant provisions being provided to the Sub-Manager by the Sub-Adviser (together, the "“Trust Compliance Procedures"”) (which, for the avoidance of doubt, shall include all provisions provided by UBS Global AM to the Sub-Adviser) and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the Fund. Context Capital agrees to provide to the Sub-Adviser copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context Capital, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalSegment. In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser Manager shall provide to the Adviser CCO: (i) Trust CCO direct access to the Sub-Adviser's Manager’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Trust CCO. In order to assist the Sub-Adviser CCO; with compliance with its obligations under the Sub-Advisory Agreement, the Sub-Manager shall provide the Sub-Adviser with (iii) quarterly reports confirming that the Sub-Adviser Manager has complied with the Trust Compliance Procedures in managing the Sub-Segment; and (iiiii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's Manager’s management of the Sub-Segment. The Sub-Adviser Manager shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's Manager’s compliance policies and procedures for compliance by the Sub-Adviser Manager with the applicable Federal Securities Laws (together, the "“Sub-Adviser Manager Compliance Procedures"), ”) to the Sub-Manager’s management of the Sub-Segment upon reasonable request and (ii) any material changes to the Sub-Adviser Compliance Proceduressuch compliance procedures. The Sub-Adviser Manager shall cooperate fully to the extent permitted by the applicable laws and regulations with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Manager’s Compliance ProceduresProcedures involving the Sub-Segment, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Manager Compliance Procedures involving the Sub-Segment. The Sub-Adviser Manager shall provide to the Adviser Sub-Adviser, to be forwarded to the Trust CCO or provided on a consolidated basis to the Trust CCO: , (i) quarterly reports confirming the Sub-Adviser's Manager’s compliance with the Sub-Adviser Manager Compliance Procedures in managing the Sub-Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser Manager that arose under the Sub-Adviser Manager Compliance Procedures that affected the Sub-Segment. At least annually, the Sub-Adviser Manager shall provide a certification to the Sub-Adviser CCO to the effect that the Sub-Adviser Manager has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser Manager with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser Manager will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) upon reasonable request with respect to the portfolio managers responsible for the Fund or Sub-Segment and any changes in the portfolio managers responsible for the Fund or SegmentSub-Segment upon any such change. The Sub-Adviser Manager will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry materially affecting the Sub-Segment or the ability of the Sub-Manager or the portfolio managers responsible for the Sub-Segment to perform their obligations under this Agreement, and in the case of any pending investigation, administrative proceeding or regulatory inquiry, to the extent permitted by the applicable laws and regulations. The Sub-Adviser Manager will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund or Context Capital Sub-Segment brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”))) to the extent permitted by the applicable laws and regulations.

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will report to Context Advisers and Board all matters related to the Sub-Adviser that are material, seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, Context Advisers’s policies and procedures with respect to the Fund, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 1000 Xxx) provided to the Sub-Adviser (together, the "Trust “Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalAdvisers, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the Fund. Context Capital Advisers agrees to provide to the Sub-Adviser copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context CapitalAdvisers, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital Advisers further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalAdvisers. In order to assist Context CapitalAdvisers, Context Capital's Adviser’s CCO ("“Adviser CCO"”) and the Trust to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Compliance Procedures in managing the SegmentFund; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Compliance Procedures that related to the Sub-Adviser's ’s management of the SegmentFund. The Sub-Adviser shall promptly provide the Adviser CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser CCO so as to facilitate the Adviser CCO's ’s performance of the Adviser CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's ’s Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the SegmentFund. The Sub-Adviser shall provide to the Adviser CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the SegmentFund, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the SegmentFund. At least annually, the Sub-Adviser shall provide a certification to the Adviser CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Procedures. The Sub-Adviser will promptly provide Context Capital Advisers with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund or Segment and any changes in the portfolio managers responsible for the Fund or SegmentFund. The Sub-Adviser will promptly notify Context Capital Advisers of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital Advisers and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund or Context Capital Advisers brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser represents and warrants that it shall maintain a compliance program in accordance with Rule 206(4)-7 under the Advisers Act (“Sub-Adviser Compliance Program”) and shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures")Program, and (ii) any material changes to the Sub-Adviser Compliance ProceduresProgram. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance ProceduresProgram, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under material violations of the Sub-Adviser Compliance Procedures Program involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures Program in managing the Portfolio or Segment, and (ii) certifications that there were no Material material violations of Sub-Adviser Compliance Matters Program involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The To the extent permitted by law, regulation or regulatory requirement, the Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiryinquiry of the Sub-Adviser. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will report to Context Advisers and Board on matters related to the Sub-Adviser that are material to the Sub-Adviser’s services to the Fund; seek to act in conformity with the Declaration of Trust's Trust Instrument, By-Laws and and, as applicable to the Fund, the Registration Statement, the Sub-Adviser’s policies and procedures with respect to the Fund, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 1000 Xxx) provided to the Sub-Adviser (together, the "Trust “Compliance Procedures") ”), and with the written instructions and written directions of the Board and Context Capital, Advisers; and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundFund with respect to the Sub-Adviser. Context Capital Advisers agrees to provide to the Sub-Adviser copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context CapitalAdvisers, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital The Sub-Adviser shall not be responsible for complying with a new policy or procedure, or change to an existing policy or procedure, until such policy, procedure or change has been provided to the Sub-Adviser in writing. Each party further agrees to identify to the other party in writing any broker-dealers that are affiliated with such party and Context Advisers will identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context Capitalthe Fund. In order to assist Context CapitalAdvisers, Context Capital's Adviser’s CCO ("“Adviser CCO"”) and the Trust to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Compliance Procedures and the Sub-Adviser Compliance Procedures (as defined below) in managing the SegmentFund; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Compliance Procedures or the Sub-Adviser Compliance Procedures (as defined below) that related to the Sub-Adviser's ’s management of the SegmentFund. The Sub-Adviser has provided, or shall promptly provide provide, the Adviser CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser CCO so as to facilitate the Adviser CCO's ’s performance of the Adviser CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's ’s Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Segment. The Sub-Adviser shall provide to the Adviser CCO: (i) quarterly reports confirming the Sub-Adviser's compliance with the Sub-Adviser Compliance Procedures in managing the Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the SegmentFund. At least annually, the Sub-Adviser shall provide a certification to the Adviser CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Procedures. Within fifteen days of the end of the last calendar quarter of each year that this Agreement is in effect, a duly authorized officer of the Sub-Adviser shall certify to Context Advisers that the Sub-Adviser has complied with the requirements of Rule 17j-1 during the previous year and that there has been no material violation of the Sub-Adviser’s code of ethics or, if such a violation has occurred, that appropriate action was taken in response to such violation. Upon the written request of Context Advisers, the Sub-Adviser shall permit Context Advisers, its employees or its agents to examine the reports required to be made by the Sub-Adviser pursuant to Rule 17j-1(c)(1) and all other records relevant to the Sub-Adviser’s code of ethics. The Sub-Adviser will promptly provide Context Capital Advisers with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund or Segment and any changes in the portfolio managers responsible for the Fund or SegmentFund. The Sub-Adviser will promptly notify Context Capital Advisers of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital Advisers and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund or Context Capital Advisers brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trust Instrument, By-Laws and Registration Statement, the Trust's policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") Statement and with the written instructions and written directions of the Board and Context Capital, UBS Global AM to the extent that the foregoing relate to the services provided by the Sub-Adviser to the Portfolio or Segment; and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio to the extent that the foregoing relate to the services provided by the Sub-Adviser to the Portfolio or Segment. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital , provided that UBS Global AM agrees that the Sub-Adviser shall not be required to act in conformity with any of the foregoing, or amendments thereto, until UBS Global AM has provided copies of such documents to the Sub-Adviser; and further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context Capital. In order to assist Context Capital, Context Capital's CCO UBS Global AM ("Adviser CCO") other than UBS Financial Services Inc. and the Trust to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser CCO: (i) direct access to the Sub-Adviser's chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Compliance Procedures in managing the Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Compliance Procedures that related to the Sub-Adviser's management of the Segment. The Sub-Adviser shall promptly provide the Adviser CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures"UBS Global AM itself), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser CCO so as to facilitate the Adviser CCO's performance of the Adviser CCO's responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Segment. The Sub-Adviser shall provide to the Adviser CCO: (i) quarterly reports confirming the Sub-Adviser's compliance with the Sub-Adviser Compliance Procedures in managing the Segment, and (ii) certifications provided that there were no Material Compliance Matters involving the Sub-Adviser UBS Global AM agrees that arose under the Sub-Adviser Compliance Procedures that affected the Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Procedures. The Sub-Adviser will promptly provide Context Capital with information (including information that is required not be presumed to be disclosed in the Trust's registration statement) with respect to the portfolio managers responsible for the Fund or Segment and any changes in the portfolio managers responsible for the Fund or Segment. The Sub-Adviser will promptly notify Context Capital of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund or Context Capital brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC"))know such affiliates until such identification has been provided.

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trusts Trust Instrument, By-Laws and Registration Statement, the Trust's Trusts policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context Capital, UBS Global AM; and will comply with the applicable requirements of the 1940 Act, and the Investment Advisers Act of 1940, as amended (Advisers Act), and the rules under each, the Code, and all other applicable federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's Trusts Trust Instrument, By-Laws, Registration Statement, Trust's Trusts Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available; provided, however, that the Sub-Advisers duty under this Agreement to act in conformity with any document, instruction or guideline produced by the Trust or UBS Global AM shall not arise until it has been delivered to the Sub-Adviser. Context Capital Any changes to the objectives, policies and restrictions will make due allowance for the time within which the Sub-Adviser shall have to come into compliance. UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trusts Chief Compliance Officer (the Trust CCO) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's Advisers chief compliance officer and/or other senior compliance personnel(the Sub-Adviser CCO), as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) ), other than those Material Compliance Matters which have previously been disclosed to the Trusts CCO, that arose under the Trust Compliance Procedures that related to the Sub-Adviser's Advisers management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's Advisers policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser CCO's Trust CCOs performance of the Adviser CCO's Trust CCOs responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Trusts Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's Advisers compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser Adviser, other than those Material Compliance Matters which have previously been disclosed to the Trusts CCO, that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable the Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's Trusts registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry, relating to the Sub-Advisers provision of services to the Portfolio or Segment, or otherwise negatively impacting its ability to serve as an advisor to a registered investment company. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trusts Trust Instrument, By-Laws and Registration Statement, the Trust's Trusts policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) which have been previously provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, which have been previously provided to the Sub-Adviser, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's Trusts Trust Instrument, By-Laws, Registration Statement, Trust's Trusts Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trusts Chief Compliance Officer (the Trust CCO) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's Advisers chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's Advisers management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's Advisers policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser CCO's Trust CCOs performance of the Adviser CCO's Trust CCOs responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Trusts Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's Advisers compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance ProceduresProcedures that UBS Global AM or the Trust have made known to the Sub-Adviser. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's Trusts registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trust Instrument, By-Laws and Registration Statement, the Trust's policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS Global AM further agrees to identify to the Sub-Sub- Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capitalthe Trust and the Trust's CCO Chief Compliance Officer (the "Adviser Trust CCO") and the Trust to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Sub- Adviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's performance of the Adviser Trust CCO's responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Sub- Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trust Instrument, By-Laws and Registration Statement, the Trust's policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Sub- Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS AM. In order to assist Context Capital, Context Capitalthe Trust and the Trust's CCO Chief Compliance Officer (the "Adviser Trust CCO") and the Trust to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's management of the Portfolio or Segment. The Sub-Adviser represents and warrants that it shall maintain a compliance program in accordance with Rule 206(4)-7 under the Advisers Act ("Sub-Adviser Compliance Program") and shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures")Program, and (ii) any material changes to the Sub-Adviser Compliance ProceduresProgram. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's performance of the Adviser Trust CCO's responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance ProceduresProgram, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under material violations of the Sub-Adviser Compliance Procedures Program involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's compliance with the Sub-Adviser Compliance Procedures Program in managing the Portfolio or Segment, and (ii) certifications that there were no Material material violations of the Sub-Adviser Compliance Matters Program involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The To the extent permitted by law, regulation or regulatory requirement, the Sub-Adviser will promptly notify Context Capital UBS AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including including, upon request by the UBS Global AM, information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trusts Trust Instrument, By-Laws and Registration Statement, the Trust's Trusts policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, which has been provided to the Sub-Adviser, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's Trusts Trust Instrument, By-Laws, Registration Statement, Trust's Trusts Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trusts Chief Compliance Officer (the Trust CCO) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's Advisers chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Sub- Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's Advisers management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's Advisers policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser CCO's Trust CCOs performance of the Adviser CCO's Trust CCOs responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Trusts Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's Advisers compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's Trusts registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trusts Trust Instrument, By-Laws and Registration Statement, the Trust's Trusts policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context Capital, UBS Global AM to the extent that the foregoing relate to the services provided by the Sub-Adviser to the Portfolio or Segment; and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio to the extent that the foregoing relate to the services provided by the Sub-Adviser to the Portfolio or Segment. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital , provided that UBS Global AM agrees that the Sub-Adviser shall not be required to act in conformity with any of the foregoing, or amendments thereto, until UBS Global AM has provided copies of such documents to the Sub-Adviser; and further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.), provided that UBS Global AM agrees that Sub-Adviser will not be presumed to know such affiliates until such identification has been provided. In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trusts Chief Compliance Officer (the Trust CCO) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser CCO: (i) Trust CCO direct access to the Sub-Adviser's Advisers chief compliance officer and/or other senior compliance personnel(the Sub-Adviser CCO), as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Compliance Procedures in managing the Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Compliance Procedures that related to the Sub-Adviser's management of the Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's Advisers policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter (as that term is defined in Rule 38a-1 under the 0000 Xxx) arising under the Sub-Adviser Compliance Procedures (and, to the Sub-Advisor CCO’s knowledge, under the Trust Compliance Procedures) involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's Advisers compliance with the Sub-Adviser Compliance Procedures and the Trust Compliance Procedures (to the extent that certain Trust Compliance Procedures are applicable to the Sub-Advisor) in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures (and, to the Sub-Advisor CCO’s knowledge, under the Trust Compliance Procedures) that affected the SegmentPortfolio or Segment (other than as may have been previously reported). At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable the Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's Trusts registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or SegmentSegment to the extent necessary to enable UBS Global AM and the Trust to fulfill its responsibilities. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any Material Compliance Matter, material, pending investigation, material litigationlitigation or administrative proceeding, administrative proceeding or any other significant material regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trusts Trust Instrument, By-Laws and Registration Statement, the Trust's Trusts policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's Trusts Trust Instrument, By-Laws, Registration Statement, Trust's Trusts Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trusts Chief Compliance Officer (the Trust CCO) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's Advisers chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's Advisers management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's Advisers policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser CCO's Trust CCOs performance of the Adviser CCO's Trust CCOs responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Trusts Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's Advisers compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's Trusts registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, and to the extent applicable to the Sub-Adviser, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become availableare made available to the Sub-Adviser. Context Capital UBS AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS AM (other than UBS Financial Services Inc. and UBS Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 ActAct with respect to the Portfolio, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO and respond to requests so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's registration statement’s Registration Statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiryinquiry known to the Sub-Adviser and of which the Sub-Adviser is subject. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS AM and/or the Trust and respond to requests in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trust Instrument, By-Laws and Registration Statement, the Trust's policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-broker- dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capitalthe Trust and the Trust's CCO Chief Compliance Officer (the "Adviser Trust CCO") and the Trust to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(238a-1 (e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's performance of the Adviser Trust CCO's responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. 12345678901234567890123456789012345678901234567890123456789012345678901234567890 The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, and to the extent applicable to the Sub-Adviser, the Sub-Adviser will seek to act in conformity with the Trust's Trust Instrument, By-By- Laws and Registration Statement, the Trust's policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become availableare made available to the Sub-Adviser. Context Capital UBS AM further agrees to identify to the Sub-Sub- Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS AM (other than UBS Financial Services Inc. and UBS Asset Management (US) Inc.). In order to assist Context Capital, Context Capitalthe Trust and the Trust's CCO Chief Compliance Officer (the "Adviser Trust CCO") and the Trust to satisfy the requirements contained in Rule 38a-1 under the 1940 ActAct with respect to the Portfolio, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Sub- Adviser's management of the Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO and respond to requests so as to facilitate the Adviser Trust CCO's performance of the Adviser Trust CCO's responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Sub- Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's compliance with the Sub-Adviser Compliance Procedures in managing the Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Sub- Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's registration statementRegistration Statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiryinquiry known to the Sub-Adviser and of which the Sub-Adviser is subject. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS AM and/or the Trust and respond to requests in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiryinquiry involving the Sub-Adviser, the Trust, the Portfolio or the portfolio managers responsible for the Portfolio or the Segment. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trust Instrument, By-Laws and Registration Statement, the Trust's policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS AM further agrees to identify to the Sub-Sub- Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS AM (other than UBS Financial Services Inc. and UBS Asset Management (US) Inc.). In order to assist Context Capital, Context Capitalthe Trust and the Trust's CCO Chief Compliance Officer (the "Adviser Trust CCO") and the Trust to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Sub- Adviser's chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Sub- Adviser's management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's performance of the Adviser Trust CCO's responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-To the extent permitted by law or regulation, the Sub- Adviser will promptly notify Context Capital UBS AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiryinquiry against the Sub- Adviser. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context Capital, UBS Global AM; and will comply with the applicable requirements of the 1940 Act, and the Investment Advisers Act of 1940, as amended (“Advisers Act”), and the rules under each, the Code, and all other applicable federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available; provided, however, that the Sub-Adviser’s duty under this Agreement to act in conformity with any document, instruction or guideline produced by the Trust or UBS Global AM shall not arise until it has been delivered to the Sub-Adviser. Context Capital Any changes to the objectives, policies and restrictions will make due allowance for the time within which the Sub-Adviser shall have to come into compliance. UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel(the “Sub-Adviser CCO”), as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Sub-Adviser’s compliance procedures, the Trust Compliance Procedures as provided to the Sub-Adviser in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Sub-Adviser’s Compliance Procedures, the Trust Compliance Procedures as provided to the Sub-Adviser that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context Capital, UBS Global AM; and will comply with the applicable requirements of the 1940 Act, and the Investment Advisers Act of 1940, as amended (“Advisers Act”), and the rules under each, the Code, and all other applicable federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available; provided, however, that the Sub-Adviser’s duty under this Agreement to act in conformity with any document, instruction or guideline produced by the Trust or UBS Global AM shall not arise until it has been delivered to the Sub-Adviser. Context Capital Any changes to the objectives, policies and restrictions will make due allowance for the time within which the Sub-Adviser shall have to come into compliance. UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel(the “Sub-Adviser CCO”), as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Equitized Global Macro Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Equitized Global Macro Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Equitized Global Macro Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Equitized Global Macro Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Equitized Global Macro Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable the Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Equitized Global Macro Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Equitized Global Macro Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital and/or UBS Global AMand/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund or Context Capital brought Portfolioor UBS Global AMbrought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) which have been previously provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, which have been previously provided to the Sub-Adviser, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance ProceduresProcedures that UBS Global AM or the Trust have made known to the Sub-Adviser. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, which has been provided to the Sub-Adviser, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS AM further agrees to identify to the Sub-Sub Adviser in writing any broker-broker dealers that are affiliated with Context CapitalUBS AM (other than UBS Financial Services Inc. and UBS Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the SegmentPortfolio or Segment or reporting any material instance of non-compliance; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Sub Adviser's ’s management of the SegmentPortfolio or Segment or reporting on such matters if they occurred. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Sub Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-“Sub Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the SegmentPortfolio or Segment or reporting any material instance of non-compliance, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the SegmentPortfolio or Segment or reporting on such matter(s) if they occurred. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. inquiry that could reasonably be expected to impact the Sub-Adviser’s duties hereunder The Sub-Adviser will cooperate promptly and fully with Context Capital UBS AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the EAFE Opportunities Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the EAFE Opportunities Segment. The Sub-Adviser represents and warrants that it shall maintain a compliance program in accordance with Rule 206(4)-7 under the Advisers Act (“Sub-Adviser Compliance Program”) and shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser ’s Compliance Procedures")Program, and (ii) any material changes to the Sub-Adviser Compliance ProceduresProgram. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance ProceduresProgram, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under material violation of the Sub-Adviser Compliance Procedures Program involving the EAFE Opportunities Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures Program in managing the EAFE Opportunities Segment, and (ii) certifications that there were no Material material violations of the Sub-Adviser Compliance Matters Program involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the EAFE Opportunities Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Lawsfederal securities laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund or EAFE Opportunities Segment and any changes in the portfolio managers responsible for the Fund or EAFE Opportunities Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, litigation or administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trust Instrument, By-Laws and Registration Statement, the Trust's policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS AM (other than UBS Financial Services Inc. and UBS Asset Management (US) Inc.). In order to assist Context Capital, Context Capitalthe Trust and the Trust's CCO Chief Compliance Officer (the "Adviser Trust CCO") and the Trust to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Sub- Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's performance of the Adviser Trust CCO's responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Sub- Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's compliance with the Sub-Sub- Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Sub- Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Sub- Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trust Instrument, By-Laws and Registration Statement, the Trust's policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS Global AM further agrees to identify to the Sub-Sub- Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capitalthe Trust and the Trust's CCO Chief Compliance Officer (the "Adviser Trust CCO") and the Trust to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Sub- Adviser's management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Sub- Adviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's performance of the Adviser Trust CCO's responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Sub- Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context Capital, UBS Global AM; and will comply with the applicable requirements of the 1940 Act, and the Investment Advisers Act of 1940, as amended (“Advisers Act”), and the rules under each, the Code, and all other applicable federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available; provided, however, that the Sub-Adviser’s duty under this Agreement to act in conformity with any document, instruction or guideline produced by the Trust or UBS Global AM shall not arise until it has been delivered to the Sub-Adviser. Context Capital Any changes to the objectives, policies and restrictions will make due allowance for the time within which the Sub-Adviser shall have to come into compliance. UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel(the “Sub-Adviser CCO”), as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) ), other than those Material Compliance Matters which have previously been disclosed to the Trust’s CCO, that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser Adviser, other than those Material Compliance Matters which have previously been disclosed to the Trust’s CCO, that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable the Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry, relating to the Sub-Adviser’s provision of services to the Portfolio or Segment, or otherwise negatively impacting its ability to serve as an advisor to a registered investment company. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment, except those reported in accordance with the following paragraph. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s key policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws applicable to the services rendered hereunder by the Sub-Adviser (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the SegmentPortfolio or Segment other than those reported pursuant to the preceding sentence. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigationinvestigation of, or significant regulatory inquiry received by, the Sub-Adviser or any material litigation, litigation or administrative proceeding to which the Sub-Adviser is a party, unless disclosure of any such matter is prohibited by law or any other significant regulatory inquiryregulation. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trust Instrument, By-Laws and Registration Statement, the Trust's policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under 38a-1under the 0000 Xxx) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context Capital, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the Fund. Context Capital agrees to provide to the Sub-Adviser copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context Capital, and Capita land any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context Capital. In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") and the Trust to satisfy the requirements contained in Rule 38a-1 under 38a-1under the 1940 Act, the Sub-Adviser shall provide to the Adviser CCO: (i) direct access to the Sub-Adviser's chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Compliance Procedures in managing the Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(238a- 1(e)(2)) that arose under the Compliance Procedures that related to the Sub-Adviser's management of the SegmentSegment . The Sub-Adviser shall promptly provide the Adviser CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser Advise r Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser CCO so as to facilitate the Adviser CCO's performance of the Adviser CCO's responsibilities under Rule 38a-1 to 38a-1to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Segment. The Sub-Adviser shall provide to the Adviser CCO: (i) quarterly reports confirming the Sub-Adviser's compliance with the Sub-Adviser Compliance Procedures in managing the Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Procedures. The Sub-Adviser will promptly provide Context Capital with information (including information that is required to be disclosed in the Trust's registration statement) with respect to the portfolio managers responsible for the Fund or Segment and any changes in the portfolio managers responsible for the Fund or Segment. The Sub-Adviser will promptly notify Context Capital of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiryinquiry targeting the Sub-Adviser. The Sub-Adviser will cooperate promptly prompt ly and fully with Context Capital and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund or Context Capital brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 1000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry, unless prohibited by law, injunction, regulatory notice, or other restriction, the violation of which would expose LMCG to prosecution or litigation. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry, unless prohibited by law, injunction, regulatory notice, or other restriction, the violation of which would expose LMCG to prosecution or litigation. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). UBS Global AM acknowledges that the Sub-Adviser will not be bound by the provisions of any such document, amendment or supplement until such time as it has received a copy. In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies ofaccess (solely on-site at the Sub-Adviser’s offices) to: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The To the extent permitted by law, regulation or regulatory requirement, the Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiryinquiry involving the Trust, the Portfolio or the portfolio managers responsible for the Portfolio or Segment. The Sub-Adviser Each party will cooperate promptly and fully with Context Capital the other party and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trustsuch party (as applicable), the Fund Trust or Context Capital the Portfolio brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS AM. In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser represents and warrants that it shall maintain a compliance program in accordance with Rule 206(4)-7 under the Advisers Act (“Sub-Adviser Compliance Program”) and shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser ’s Compliance Procedures")Program, and (ii) any material changes to the Sub-Adviser Compliance ProceduresProgram. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance ProceduresProgram, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under material violations of the Sub-Adviser Compliance Procedures Program involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures Program in managing the Portfolio or Segment, and (ii) certifications that there were no Material material violations of the Sub-Adviser Compliance Matters Program involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The To the extent permitted by law, regulation or regulatory requirement, the Sub-Adviser will promptly notify Context Capital UBS AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS AM (other than UBS Financial Services Inc. and UBS Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the SegmentPortfolio or Segment or reporting any material instance of non-compliance; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the SegmentPortfolio or Segment or reporting on such matter(s) if they occurred. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, or reporting any material instance of non-compliance, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the SegmentPortfolio or Segment or reporting on such matter(s) if they occurred. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiryinquiry that could reasonably be expected to impact the Sub-Adviser’s duties hereunder. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available; provided, however, that the Sub-Adviser’s duty under this Agreement to act in conformity with any document, instruction or guidelines produced by the Trust or UBS Global AM after the date hereof shall not arise unless such document, instruction or guidelines are reasonable under the circumstances and are delivered to the Sub-Adviser in accordance with the terms of this Agreement. Context Capital UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund or Segment and any changes in the portfolio managers responsible for the Fund or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiryinquiry relating to the Sub-Adviser’s provisions of services hereunder. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital The Sub-Adviser shall not be liable in any way for failure to adhere to any amendments or supplements to such materials unless the Sub-adviser has been notified of such amendments or supplements by the Trust in accordance with this section. UBS AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS AM (other than UBS Financial Services Inc. and UBS Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS AM of any pending investigation, material litigation, administrative proceeding or any other significant non-routine regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of its duties and obligations under this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s applicable policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, and will comply with the applicable requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to of the Trust and services provided by Sub-Adviser to the FundPortfolio or Segment, as applicable, in accordance with the terms of this Agreement. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials (collectively the “Governing Materials”) as soon as practicable after such materials become availableavailable but prior to the effective date of their terms. Context Capital Notwithstanding the foregoing, (a) Sub-Adviser shall have no duty to comply with the Governing Materials until such materials have been provided to Sub-Adviser, and Sub-Adviser shall have a reasonable amount of time to implement the terms of such Governing Materials; (b) Sub-Adviser shall not be required to comply with any instruction of the Board or UBS Global AM unless Sub-Adviser is given a reasonable amount of time to implement such instruction and such instructions do not cause Sub-Adviser to breach any legal, tax or regulatory requirement applicable to Sub-Adviser. UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly as soon as reasonably practicable provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws that relate to the performance of Sub-Adviser’s duties hereunder (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) thereafter, upon the request by UBS Global AM, any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully in good faith with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly as soon as reasonably practicable, report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly as soon as reasonably practicable provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund management of the assets of the Portfolio or Segment Segment, as applicable, and any changes in the portfolio managers responsible for the Fund management of the assets of the Portfolio or SegmentSegment that are named in the Trust’s registration statement. The Sub-Adviser will promptly as soon as reasonably practicable notify Context Capital UBS Global AM of any material pending investigation, material litigation, material administrative proceeding or any other significant regulatory inquiryinquiry known to the Sub-Adviser that will materially impair the ability of Sub-Adviser to perform the Services hereunder. The Sub-Adviser will cooperate promptly and fully in good faith with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM, solely with respect to the services provided by Sub-Adviser hereunder, brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS AM (other than UBS Financial Services Inc. and UBS Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trust Instrument, By-Laws and Registration Statement, the Trust's policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS AM (other than UBS Financial Services Inc. and UBS Asset Management (US) Inc.). In order to assist Context Capital, Context Capitalthe Trust and the Trust's CCO Chief Compliance Officer (the "Adviser Trust CCO") and the Trust to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i( ) direct access to the Sub-Adviser's chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the SegmentPortfolio or Segment or reporting any material instance of non-compliance; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's management of the SegmentPortfolio or Segment or reporting on such matters if they occurred. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's performance of the Adviser Trust CCO's responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's compliance with the Sub-Adviser Compliance Procedures in managing the SegmentPortfolio or Segment or reporting any material instance of non-compliance, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the SegmentPortfolio or Segment or reporting on such matter(s) if they occurred. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trusts Trust Instrument, By-Laws and Registration Statement, the Trust's Trusts policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's Trusts Trust Instrument, By-Laws, Registration Statement, Trust's Trusts Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trusts Chief Compliance Officer (the Trust CCO) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's Advisers chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the EAFE Opportunities Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's Advisers management of the EAFE Opportunities Segment. The Sub-Adviser represents and warrants that it shall maintain a compliance program in accordance with Rule 206(4)-7 under the Advisers Act (Sub-Adviser Compliance Program) and shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Advisers Compliance Procedures")Program, and (ii) any material changes to the Sub-Adviser Compliance ProceduresProgram. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser CCO's Trust CCOs performance of the Adviser CCO's Trust CCOs responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Trusts Board on the operation of the Sub-Adviser Compliance ProceduresProgram, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under material violation of the Sub-Adviser Compliance Procedures Program involving the EAFE Opportunities Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's Advisers compliance with the Sub-Adviser Compliance Procedures Program in managing the EAFE Opportunities Segment, and (ii) certifications that there were no Material material violations of the Sub-Adviser Compliance Matters Program involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the EAFE Opportunities Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Lawsfederal securities laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's Trusts registration statement) with respect to the portfolio managers responsible for the Fund or EAFE Opportunities Segment and any changes in the portfolio managers responsible for the Fund or EAFE Opportunities Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, litigation or administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio (each to the extent applicable to the Sub-Adviser and the Segment). Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS AM further agrees to identify to the Sub-Adviser in writing wilting any broker-dealers that are affiliated with Context CapitalUBS AM (other than UBS Financial Services Inc. and UBS Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 38a-1. under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iiiHi) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with provide information requested by the Adviser Trust CCO so as related to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) monthly and quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (iiH) quarterly certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Proceduresany applicable regulatory interpretation. The Sub-Adviser will promptly provide Context Capital UBS AM with reasonable information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS AM of any pending investigationinvestigation of the Sub-Adviser by a regulatory authority, or any material litigation, administrative proceeding or any other significant regulatory inquiryinquiry that, in each case, could reasonably be expected to impact the Sub-Adviser’s duties hereunder. The Sub-Adviser will cooperate will, at UBS AM’s expense, promptly and fully reasonably cooperate with Context Capital UBS AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trust Instrument, By-Laws and Registration Statement, the Trust's policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided in writing to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context Capital, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the Fund. Context Capital agrees to provide to the Sub-Adviser copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context Capital, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital will provide a reasonable time period for the Sub-Adviser to comply with any such amendments or supplements, and the Sub-Adviser will use its best efforts to comply with any such amendments or supplements as promptly as possible. Context Capital further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context Capital. In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") and the Trust to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser CCO: (i) direct access to the Sub-Adviser's chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser CCO; (ii) quarterly reports confirming that the Sub-Sub- Adviser has complied with the Compliance Procedures in managing the Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(238a- 1(e)(2)) that arose under the Compliance Procedures that related to the Sub-Adviser's management of the Segment. The Sub-Adviser shall promptly provide the Adviser CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser CCO so as to facilitate the Adviser (CCO's performance of the Adviser CCO's responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Segment. The Sub-Adviser shall provide to the Adviser CCO: (i) quarterly reports confirming the Sub-Adviser's compliance with the Sub-Adviser Compliance Procedures in managing the Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Procedures. The Sub-Adviser will promptly provide Context Capital with information (including information that is required to be disclosed in the Trust's registration statement) with respect to the portfolio managers responsible for the Fund or Segment and any changes in the portfolio managers responsible for the Fund or Segment. The Sub-Adviser will promptly notify Context Capital of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiryinquiry material to the Fund, the Trust of the Sub-Adviser. The Sub-Adviser will cooperate promptly and fully with Context Capital and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund or Context Capital brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trust Instrument, By-Laws and Registration Statement, the Trust's policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of directionsof the Board and Context Capital, UBS Global AM; and will comply with the requirements of applicable requirementsof the 1940 Act, and the Investment Advisers Act of 1940, as amended ("Advisers Act"), and the rules under each, the Code, and all other applicable federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available; provided, however, that the Sub-Adviser's duty under this Agreement to act in conformity with any document, instruction or guideline produced by the Trust or UBS Global AM shall not arise until it has been delivered to the Sub-Adviser. Context Capital Any changes to the objectives, policies and restrictions will make due allowance for the time within which the Sub-Adviser shall have to come into compliance. UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capitalthe Trust and the Trust's CCO Chief Compliance Officer (the "Adviser Trust CCO") and the Trust to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's chief compliance officer and/or other senior compliance personnel(the "Sub-Adviser CCO"), as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) ), other than those Material Compliance Matters which have previously been disclosed to the Trust's CCO, that arose under the Trust Compliance Procedures that related to the Sub-Adviser's management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's performance of the Adviser Trust CCO's responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser Adviser, other than those Material Compliance Matters which have previously been disclosed to the Trust's CCO, that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable the Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. Segment The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry, relating to the Sub-Adviser's provision of services to the Portfolio or Segment, or otherwise negatively impacting its ability to serve as an advisor to a registered investment company. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trusts Trust Instrument, By-Laws and Registration Statement, the Trust's Trusts policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, each as provided to and whose receipt is acknowledged by the Sub-Adviser, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's Trusts Trust Instrument, By-Laws, Registration Statement, Trust's Trusts Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital ; and further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trusts Chief Compliance Officer (the Trust CCO) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's Advisers chief compliance officer and/or other senior compliance personnel (collectively, the Sub-Adviser senior compliance personnel), as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's Advisers management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) of the Sub-Adviser's Advises key policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures"). Additionally, and (ii) any if a material changes change is made to the Sub-Adviser Compliance ProceduresProcedures that affects the Portfolio, the Sub-Adviser shall provide the Trust CCO with such policies or procedures within a month of the change. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser CCO's Trust CCOs performance of the Adviser CCO's Trust CCOs responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Trusts Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's Advisers compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's Trusts registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trust Instrument, By-Laws and Registration Statement, the Trust's policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 38a-:t under the 0000 Xxxthe:1940 Act) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context Capital, and will comply with the requirements of the 1940 the:1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the Fund. Context Capital agrees to provide to the Sub-Adviser copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context Capital, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context Capital. In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") and the Trust to satisfy the requirements contained in Rule 38a-1 38a-:1 under the 1940 the:1940 Act, the Sub-Adviser shall provide to the Adviser CCO: (i) direct access to the Sub-Adviser's chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Compliance Procedures in managing the Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(238a-:t(e)(2)) that arose under the Compliance Procedures that related to the Sub-Adviser's management of the Segment. The Sub-Adviser shall promptly provide the Adviser CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser CCO so as to facilitate the Adviser CCO's performance of the Adviser CCO's responsibilities under Rule 38a-1 to 38a-:1to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Segment. The Sub-Adviser shall provide to the Adviser CCO: (i) quarterly reports confirming the Sub-Adviser's compliance with the Sub-Adviser Compliance Procedures in managing the Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Procedures. The Sub-Adviser will promptly provide Context Capital with information (including information that is required to be disclosed in the Trust's registration statement) with respect to the portfolio managers responsible for the Fund or Segment and any changes in the portfolio managers responsible for the Fund or Segment. The Sub-Adviser will promptly notify Context Capital of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund or Context Capital brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Sub-Adviser’s duties to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital The Sub-Adviser shall only be responsible for compliance with the materials referenced in the previous sentence, including any amendments or supplements, upon the Sub-Adviser’s confirmed receipt of such materials in writing. UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM, the Trust, or the Trust’s principal underwriter (to the extent such information is necessary for the Sub-Adviser to comply with applicable securities laws or reporting obligations to UBS Global AM). UBS Global AM shall promptly furnish a written notice to the Sub-Adviser if the information related to affiliated broker-dealers so provided has changed and such notice shall only be effective upon Sub-Adviser’s confirmed receipt in writing. In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trust Instrument, By-Laws and Registration Statement, the Trust's policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS AM (other than UBS Financial Services Inc. and UBS Asset Management (US) Inc.). In order to assist Context Capital, Context Capitalthe Trust and the Trust's CCO Chief Compliance Officer (the "Adviser Trust CCO") and the Trust to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's performance of the Adviser Trust CCO's responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS AM (other than UBS Financial Services Inc. and UBS Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the ‘Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser CCO's Trust CCO s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser CCOTrust CCO a quarterly report including: (i) quarterly reports confirming confirmation of the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS AM, to the extent permitted by law, of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiryinquiry relating to the Sub-Adviser that would be reasonably likely to materially adversely affect the Sub-Advisor’s ability to perform its obligations under this Agreement. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiryinquiry involving the Sub-Adviser, the Trust, the Portfolio or the portfolio managers responsible for the Portfolio or the Segment. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio (each to the extent applicable to the Sub-Adviser and the Portfolio or Segment). Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS AM (other than UBS Financial Services Inc. and UBS Asset Management (US) Inc.), securities issued by which may not be purchased by the Portfolio, and a list of all brokers and underwriters affiliated with the Adviser or the Portfolio for monitoring and reporting transactions under applicable provisions of the 1940 Act. All such information referenced in this Section shall be conveyed to the Sub-Adviser in a timely manner so as to permit the Sub-Adviser to take such actions as may be required in an orderly fashion. In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the SegmentPortfolio or Segment or reporting any material instance of non-compliance; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the SegmentPortfolio or Segment or reporting on such matter(s) if they occurred. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws pertaining to Sub-Adviser’s services under this Agreement (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, or reporting any material instance of non-compliance, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the SegmentPortfolio or Segment or reporting on such matter(s) if they occurred. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The To the extent permitted by applicable law and to the extent not prohibited by a request from the relevant regulator, the Sub-Adviser will promptly notify Context Capital UBS AM of any pending investigationinvestigation of the Sub-adviser by a regulatory authority, or any material litigation, administrative proceeding or any other significant regulatory inquiryinquiry that, in each case, could reasonably be expected to impact the Sub-Adviser’s duties hereunder. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trusts Trust Instrument, By-Laws and Registration Statement, the Trust's Trusts policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context Capital, UBS Global AM to the extent that the foregoing relate to the services provided by the Sub-Adviser to the Portfolio or Segment; and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio to the extent that the foregoing relate to the services provided by the Sub-Adviser to the Portfolio or Segment. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's Trusts Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital , provided that UBS Global AM agrees that the Sub-Adviser shall not be required to act in conformity with any of the foregoing, or amendments thereto, until UBS Global AM has provided copies of such documents to the Sub-Adviser; and further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.), provided that UBS Global AM agrees that Sub-Adviser will not be presumed to know such affiliates until such identification has been provided. In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trusts Chief Compliance Officer (the Trust CCO) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser CCO: (i) Trust CCO direct access to the Sub-Adviser's Advisers chief compliance officer and/or other senior compliance personnel(the Sub-Adviser CCO), as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Compliance Procedures in managing the Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Compliance Procedures that related to the Sub-Adviser's management of the Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's Advisers policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser CCO's Trust CCOs performance of the Adviser CCO's Trust CCOs responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter (as that term is defined in Rule 38a-1 under the 1940 Act) arising under the Sub-Adviser Compliance Procedures (and, to the Sub-Advisor CCOs knowledge, under the Trust Compliance Procedures) involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's Advisers compliance with the Sub-Adviser Compliance Procedures and the Trust Compliance Procedures (to the extent that certain Trust Compliance Procedures are applicable to the Sub-Advisor) in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures (and, to the Sub-Advisor CCOs knowledge, under the Trust Compliance Procedures) that affected the SegmentPortfolio or Segment (other than as may have been previously reported). At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable the Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's Trusts registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or SegmentSegment to the extent necessary to enable UBS Global AM and the Trust to fulfill its responsibilities. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any Material Compliance Matter, material, pending investigation, material litigationlitigation or administrative proceeding, administrative proceeding or any other significant material regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund or Context Capital brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trust Instrument, By-Laws and Registration Statement, the Trust's policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS AM (other than UBS Financial Services Inc. and UBS Asset Management (US) Inc.). In order to assist Context Capital, Context Capitalthe Trust and the Trust's CCO Chief Compliance Officer (the "Adviser Trust CCO") and the Trust to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Sub- Adviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's performance of the Adviser Trust CCO's responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trust Instrument, By-Laws and Registration Statement, the Trust's policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS AM agrees to provide to the Sub-Sub- Adviser copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital The Sub- Adviser shall not be liable in any way for failure to adhere to any amendments or supplements to such materials unless the Sub- adviser has been notified of such amendments or supplements by the Trust in accordance with this section. UBS AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS AM (other than UBS Financial Services Inc. and UBS Asset Management (US) Inc.). In order to assist Context Capital, Context Capitalthe Trust and the Trust's CCO Chief Compliance Officer (the "Adviser Trust CCO") and the Trust to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Sub- Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's performance of the Adviser Trust CCO's responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Sub- Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS AM of any pending investigation, material litigation, administrative proceeding or any other significant non-routine regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of its obligations under this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will will, with respect to the Segment, comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS AM (other than UBS Financial Services Inc. and UBS Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i( ) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the SegmentPortfolio or Segment or reporting any material instance of non-compliance; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the SegmentPortfolio or Segment or reporting on such matters if they occurred. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming concerning the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the SegmentPortfolio or Segment or reporting any material instance of non-compliance, and (ii) certifications that there were no with respect to Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the SegmentPortfolio or Segment or reporting on such matter(s) if they occurred. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The To the extent permitted by applicable law, the Sub-Adviser will promptly notify Context Capital UBS AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The inquiry that could have a material adverse impact on the Sub-Adviser Adviser’s ability to provide services hereunder. Each party will cooperate promptly and fully with Context Capital and/or the Trust other party in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital the subject matter of this Agreement brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser SubAdviser will seek to act in conformity with the Trust's Trusts Trust Instrument, By-Laws ByLaws and Registration Statement, the Trust's Trusts policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 38a1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser SubAdviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context Capital, UBS Global AM; and will comply with the applicable requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other applicable federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser SubAdviser copies of the Trust's Trusts Trust Instrument, By-LawsByLaws, Registration Statement, Trust's Trusts Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available; provided, however, that the SubAdvisers duty under this Agreement to act in conformity with any document, instruction or guideline produced by the Trust or UBS Global AM shall not arise until it has been delivered to the SubAdviser. Context Capital Any changes to the objectives, policies and restrictions will make due allowance for the time within which the SubAdviser shall have to come into compliance. UBS Global AM further agrees to identify to the Sub-Adviser SubAdviser in writing any broker-dealers brokerdealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trusts Chief Compliance Officer (the Trust CCO) to satisfy the requirements contained in Rule 38a-1 38a1 under the 1940 Act, the Sub-Adviser SubAdviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's SubAdvisers chief compliance officer and/or other senior compliance personnel(the SubAdviser CCO), as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser SubAdviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(238a1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's SubAdvisers management of the Portfolio or Segment. The Sub-Adviser SubAdviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's SubAdvisers policies and procedures for compliance by the Sub-Adviser SubAdviser with the Federal Securities Laws (together, the "Sub-Adviser SubAdviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser SubAdviser Compliance Procedures. The Sub-Adviser SubAdviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser CCO's Trust CCOs performance of the Adviser CCO's Trust CCOs responsibilities under Rule 38a-1 38a1 to review, evaluate and report to the Trust's Chief Compliance Officer and Trusts Board on the operation of the Sub-Adviser SubAdviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser SubAdviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser SubAdviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's SubAdvisers compliance with the Sub-Adviser SubAdviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser SubAdviser that arose under the Sub-Adviser SubAdviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser SubAdviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser SubAdviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser SubAdviser with any applicable the Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Procedures. The Sub-Adviser SubAdviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's Trusts registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser SubAdviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser SubAdviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS AM (other than UBS Financial Services Inc. and UBS Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related relate to the Sub-Adviser's ’s management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiryregulatory. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”)).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx) provided to the Sub-Adviser (together, the "“Trust Compliance Procedures"”) and with the written instructions and written directions of the Board and Context Capital, UBS Global AM; and will comply with the applicable requirements of the 1940 Act, and the Investment Advisers Act of 1940, as amended (“Advisers Act”), and the rules under each, the Code, and all other applicable federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS Global AM agrees to provide to the Sub-Adviser copies of the Trust's ’s Trust Instrument, By-Laws, Registration Statement, Trust's ’s Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS Global AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available; provided, however, that the Sub-Adviser’s duty under this Agreement to act in conformity with any document, instruction or guideline produced by the Trust or UBS Global AM shall not arise until it has been delivered to the Sub-Adviser. Context Capital Any changes to the objectives, policies and restrictions will make due allowance for the time within which the Sub-Adviser shall have to come into compliance. UBS Global AM further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS Global AM (other than UBS Financial Services Inc. and UBS Global Asset Management (US) Inc.). In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Adviser's ’s chief compliance officer and/or other senior compliance personnel(the “Sub-Adviser CCO”), as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Equitized Global Macro Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's ’s management of the Portfolio or Equitized Global Macro Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's ’s policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "“Sub-Adviser Compliance Procedures"”), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Equitized Global Macro Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's ’s compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Equitized Global Macro Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Equitized Global Macro Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable the Federal Securities Laws, subject to such interpretations as may be contained in the Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Equitized Global Macro Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Equitized Global Macro Segment. The Sub-Adviser will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS Global AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser Manager will seek to act in conformity with the Trust's ’s Trust Instrument, By-Laws and Registration Statement, the Trust's ’s policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) upon relevant provisions being provided to the Sub-Manager by the Sub-Adviser (together, the "“Trust Compliance Procedures"”) (which, for the avoidance of doubt, shall include all provisions provided by UBS Global AM to the Sub-Adviser) and with the written instructions and written directions of the Board and Context CapitalUBS Global AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the Fund. Context Capital agrees to provide to the Sub-Adviser copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context Capital, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital further agrees to identify to the Sub-Adviser in writing any broker-dealers that are affiliated with Context CapitalSegment. In order to assist Context Capital, Context Capital's CCO ("Adviser CCO") the Trust and the Trust’s Chief Compliance Officer (the “Trust CCO”) to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser Manager shall provide to the Adviser CCO: (i) Trust CCO direct access to the Sub-Adviser's Manager’s chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Trust CCO. In order to assist the Sub-Adviser CCO; with compliance with its obligations under the Sub-Advisory Agreement, the Sub-Manager shall provide the Sub-Adviser with (iii) quarterly reports confirming that the Sub-Adviser Manager has complied with the Trust Compliance Procedures in managing the Sub-Segment; and (iiiii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Adviser's Manager’s management of the Sub-Segment. The Sub-Adviser Manager shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's Manager’s compliance policies and procedures for compliance by the Sub-Adviser Manager with the applicable Federal Securities Laws (together, the "“Sub-Adviser Manager Compliance Procedures"), ”) to the Sub-Manager’s management of the Sub-Segment upon reasonable request and (ii) any material changes to the Sub-Adviser Compliance Proceduressuch compliance procedures. The Sub-Adviser Manager shall cooperate fully to the extent permitted by the applicable laws and regulations with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's ’s performance of the Adviser Trust CCO's ’s responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and ’s Board on the operation of the Sub-Adviser Manager’s Compliance ProceduresProcedures involving the Sub-Segment, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Manager Compliance Procedures involving the Sub-Segment. The Sub-Adviser Manager shall provide to the Adviser Sub-Adviser, to be forwarded to the Trust CCO or provided on a consolidated basis to the Trust CCO: , (i) quarterly reports confirming the Sub-Adviser's Manager’s compliance with the Sub-Adviser Manager Compliance Procedures in managing the Sub-Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser Manager that arose under the Sub-Adviser Manager Compliance Procedures that affected the Sub-Segment. At least annually, the Sub-Adviser Manager shall provide a certification to the Sub-Adviser CCO to the effect that the Sub-Adviser Manager has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser Manager with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser Manager will promptly provide Context Capital UBS Global AM with information (including information that is required to be disclosed in the Trust's ’s registration statement) upon reasonable request with respect to the portfolio managers responsible for the Fund or Sub-Segment and any changes in the portfolio managers responsible for the Fund or SegmentSub-Segment upon any such change. The Sub-Adviser Manager will promptly notify Context Capital UBS Global AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry materially affecting the Sub-Segment or the ability of the Sub-Manager or the portfolio managers responsible for the Sub-Segment to perform their obligations under this Agreement, and in the case of any pending investigation, administrative proceeding or regulatory inquiry, to the extent permitted by the applicable laws and regulations. The Sub-Adviser Manager will cooperate promptly and fully with Context Capital UBS Global AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund or Context Capital Sub-Segment brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("“SEC"”))) to the extent permitted by the applicable laws and regulations.

Further Duties. In all matters relating to the performance of this Agreement, the Sub-Adviser will seek to act in conformity with the Trust's Trust Instrument, By-Laws and Registration Statement, the Trust's policies and procedures for compliance by the Trust with the Federal Securities Laws (as that term is defined in Rule 38a-1 under the 0000 Xxx1940 Act) provided to the Sub-Adviser (together, the "Trust Compliance Procedures") and with the written instructions and written directions of the Board and Context CapitalUBS AM, and will comply with the requirements of the 1940 Act, and the Advisers Act, and the rules under each, the Code, and all other federal and state laws and regulations applicable to the Trust and the FundPortfolio. Context Capital UBS AM agrees to provide to the Sub-Adviser copies of the Trust's Trust Instrument, By-Laws, Registration Statement, Trust's Compliance Procedures, written instructions and directions of the Board and Context CapitalUBS AM, and any amendments or supplements to any of these materials as soon as practicable after such materials become available. Context Capital UBS AM further agrees to identify to the Sub-Sub- Adviser in writing any broker-dealers that are affiliated with Context CapitalUBS AM (other than UBS Financial Services Inc. and UBS Asset Management (US) Inc.). In order to assist Context Capital, Context Capitalthe Trust and the Trust's CCO Chief Compliance Officer (the "Adviser Trust CCO") and the Trust to satisfy the requirements contained in Rule 38a-1 under the 1940 Act, the Sub-Adviser shall provide to the Adviser Trust CCO: (i) direct access to the Sub-Sub- Adviser's chief compliance officer and/or other senior compliance personnel, as reasonably requested by the Adviser Trust CCO; (ii) quarterly reports confirming that the Sub-Adviser has complied with the Trust Compliance Procedures in managing the Portfolio or Segment; and (iii) quarterly certifications that there were no Material Compliance Matters (as that term is defined by Rule 38a-1(e)(2)) that arose under the Trust Compliance Procedures that related to the Sub-Sub- Adviser's management of the Portfolio or Segment. The Sub-Adviser shall promptly provide the Adviser Trust CCO with copies of: (i) the Sub-Adviser's policies and procedures for compliance by the Sub-Adviser with the Federal Securities Laws (together, the "Sub-Adviser Compliance Procedures"), and (ii) any material changes to the Sub-Adviser Compliance Procedures. The Sub-Adviser shall cooperate fully with the Adviser Trust CCO so as to facilitate the Adviser Trust CCO's performance of the Adviser Trust CCO's responsibilities under Rule 38a-1 to review, evaluate and report to the Trust's Chief Compliance Officer and Board on the operation of the Sub-Adviser Compliance Procedures, and shall promptly report to the Adviser Trust CCO any Material Compliance Matter arising under the Sub-Adviser Compliance Procedures involving the Portfolio or Segment. The Sub-Adviser shall provide to the Adviser Trust CCO: (i) quarterly reports confirming the Sub-Adviser's compliance with the Sub-Adviser Compliance Procedures in managing the Portfolio or Segment, and (ii) certifications that there were no Material Compliance Matters involving the Sub-Adviser that arose under the Sub-Adviser Compliance Procedures that affected the Portfolio or Segment. At least annually, the Sub-Adviser shall provide a certification to the Adviser Trust CCO to the effect that the Sub-Adviser has in place and has implemented policies and procedures that are reasonably designed to ensure compliance by the Sub-Adviser with any applicable Federal Securities Laws, subject to such interpretations as may be contained in the Trust Compliance Procedures. The Sub-Adviser will promptly provide Context Capital UBS AM with information (including information that is required to be disclosed in the Trust's registration statement) with respect to the portfolio managers responsible for the Fund Portfolio or Segment and any changes in the portfolio managers responsible for the Fund Portfolio or Segment. The Sub-Adviser will promptly notify Context Capital UBS AM of any pending investigation, material litigation, administrative proceeding or any other significant regulatory inquiry. The Sub-Adviser will cooperate promptly and fully with Context Capital UBS AM and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund Portfolio or Context Capital UBS AM brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the Securities and Exchange Commission ("SEC")).