Common use of Services and Duties of the Distributor Clause in Contracts

Services and Duties of the Distributor. A. The Distributor agrees to act as the principal underwriter of the Fund for the distribution of the Units of the Fund upon the terms described in the Prospectus. As used in this Agreement, the term “Prospectus” shall mean each current prospectus, including the statement of additional information, as amended or supplemented, relating to the Fund and included in the currently effective registration statement(s) or post-effective amendment(s) thereto (the “Registration Statement”) of the Fund filed with the Securities and Exchange Commission (“SEC”) under the Securities Act of 1933 (the “1933 Act”) and the 1940 Act. B. During the public offering of Units of the Fund, the Distributor shall use commercially reasonable efforts to distribute the Units. All orders for Units shall be made through financial intermediaries or directly to the Fund, or its designated agent. Such purchase orders shall be deemed effective at the time and in the manner set forth in the Prospectus. The Fund or its designated agent will confirm orders and subscriptions upon receipt, will make appropriate book entries and, upon receipt of payment therefor, will issue the appropriate number of Units in uncertificated form. C. The Distributor shall maintain membership with the NSCC and any other similar successor organization to sponsor a participant number for the Fund so as to enable the Units to be traded through FundERV. The Distributor shall not be responsible for any operational matters associated with FundERV or Networking transactions. D. The Distributor acknowledges and agrees that it is not authorized to provide any information or make any representations regarding the Fund other than as contained in the Prospectus and any sales literature and advertising materials specifically approved by the Fund. E. The Distributor agrees to review all proposed advertising materials and sales literature for compliance with applicable FINRA and SEC advertising laws and regulations, and shall file with FINRA those advertising materials and sales literature it believes are in compliance with such laws and regulations. The Distributor agrees to furnish to the Fund any comments provided by regulators with respect to such materials. F. The Fund agrees to redeem or repurchase Units tendered by shareholders of the Fund in accordance with the Fund’s obligations in the Prospectus and the Registration Statement. The Fund reserves the right to suspend such repurchase right upon written notice to the Distributor. G. The Distributor may, in its discretion, and shall, at the request of the Fund enter into agreements with such qualified broker-dealers and other financial intermediaries as it may select (the “Financial Intermediaries”), in order that such Financial Intermediaries may sell Shares of the Fund. The form of any dealer agreement shall be approved by the Fund. The Distributor shall not be obligated to make any payments to the Financial Intermediaries or other third parties, unless (i) Distributor has received a payment from the Fund pursuant to such Fund’s plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act (“Plan”) and (ii) such Plan has been approved by the Fund’s Board. H. The Distributor shall not be obligated to sell any certain number of Units. I. The Distributor shall prepare reports for the Board regarding its activities under this Agreement as from time to time shall be reasonably requested by the Board. J. The Distributor may enter into agreements (“Subcontracts”) with qualified third parties to carry out some or all of the Distributor’s obligations under this Agreement, with the prior written consent of the Fund, such consent not to be unreasonably withheld; provided that execution of a Subcontract shall not relieve the Distributor of any of its responsibilities hereunder. K. The services furnished by the Distributor hereunder are not to be deemed exclusive and the Distributor shall be free to furnish similar services to others so long as its services under this Agreement are not impaired thereby.

Services and Duties of the Distributor. A. The Distributor agrees to act sell Shares on a best efforts basis as the principal underwriter of the Fund agent for the distribution of the Units of the Fund Funds upon the terms and at the current offering price (plus sales charge, if any) described in the Prospectus. As used in this Agreement, the term “Prospectus” shall mean each the current prospectus, including the statement of additional information, as both may be amended or supplemented, relating to the Fund Funds and included in the currently effective registration statement(s) or post-effective amendment(s) thereto statement (the “Registration Statement”) of the Fund Funds filed with the Securities and Exchange Commission (“SEC”) under the Securities Act of 1933 1933, as amended (the “1933 Act”) and the 1940 Act. The Funds shall in all cases receive the net asset value per Share on all sales. B. During the continuous public offering of Units of the FundShares, the Distributor shall use commercially reasonable efforts will hold itself available to distribute the Units. All orders for Units shall be made through financial intermediaries or directly receive orders, satisfactory to the FundDistributor, or its designated agentfor the purchase of Shares and will accept such orders on behalf of the Funds. Such purchase orders shall be deemed effective at the time and in the manner set forth in the Prospectus. The Fund or its designated agent will confirm orders and subscriptions upon receipt, will make appropriate book entries and, upon receipt of payment therefor, will issue the appropriate number of Units in uncertificated form. C. The Distributor shall maintain membership Distributor, with the NSCC operational assistance of the Funds’ transfer agent, shall make Shares available for sale and any other similar successor organization to sponsor a participant number for redemption through the Fund so as to enable the Units to be traded through FundERV. The Distributor shall not be responsible for any operational matters associated with FundERV or Networking transactionsNational Securities Clearing Corporation’s Fund/SERV System. D. The Distributor acknowledges and agrees that it is not authorized to provide any information or make any representations regarding the Fund other than as contained in the Prospectus and any sales literature and advertising materials specifically approved by the FundFunds. E. The Distributor agrees to cooperate with the Funds in the development of all proposed advertisements and sales literature relating to the Fund. The Distributor agrees to review all proposed advertising materials advertisements and sales literature for compliance with applicable FINRA and SEC advertising laws and regulations, and shall file with FINRA appropriate regulators those advertising materials advertisements and sales literature it believes are in compliance with such laws and regulations. The Distributor agrees to furnish to the Fund Trust, upon request of the Board of Trustees or the officers of the Trust, any comments provided by regulators with respect to such materials. The Distributor agrees to use its best efforts to obtain the approval of the regulators to such materials. F. The Fund agrees to redeem or Distributor , at its sole discretion, may repurchase Units tendered Shares offered for sale by shareholders of the Fund Funds. Repurchase of Shares by the Distributor shall be at the price determined in accordance with the Fund’s obligations with, and in the Prospectus manner set forth in the Prospectus. At the end of each business day, the Distributor shall notify the Trust and its transfer agent, by any appropriate means, of the orders for repurchase of Shares received by the Distributor since the last report, the amount to be paid for such Shares and the Registration Statementidentity of the shareholders offering Shares for repurchase. The Fund Trust reserves the right to suspend such repurchase right upon written notice to the Distributor. The Distributor will act as agent for the funds to receive and transmit promptly to the fund’s transfer agent, shareholder requests for redemption of shares. G. The Distributor may, in its discretion, and shall, at the request of the Fund enter into agreements with such qualified broker-dealers and other financial intermediaries as it may select (the “Financial Intermediaries”)select, in order that such Financial Intermediaries broker-dealers also may sell Shares of the Fund. The form of any dealer agreement shall be approved by the FundFunds. The To the extent there is a sales charge in effect, the Distributor shall not be obligated to make any payments pay the applicable sales charge (or portion thereof), or allow a discount, to the Financial Intermediaries or other third partiesselling broker-dealer, unless (i) Distributor has received a payment from as described in the Fund pursuant to such Fund’s plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act (“Plan”) and (ii) such Plan has been approved by the Fund’s BoardProspectus. H. The Distributor shall devote its best efforts to effect sales of Shares of the Fund but shall not be obligated to sell any certain number of UnitsShares. I. The Distributor agrees to advise the Trust promptly in writing of the initiation of any proceedings against it by the SEC or its staff, FINRA or any state regulatory authority. J. The Distributor shall prepare reports for the Board of Trustees regarding its activities under this Agreement as from time to time shall be reasonably requested by the BoardBoard of Trustees. J. The Distributor may enter into agreements (“Subcontracts”) with qualified third parties to carry out some or all of the Distributor’s obligations under this Agreement, with the prior written consent of the Fund, such consent not to be unreasonably withheld; provided that execution of a Subcontract shall not relieve the Distributor of any of its responsibilities hereunder. K. The services furnished by the Distributor hereunder are not to be deemed exclusive and the Distributor shall be free to furnish similar services to others so long as its services under this Agreement are not impaired thereby.

Services and Duties of the Distributor. A. The Distributor agrees to act as the principal underwriter of the Fund for the distribution of the Units of the Fund Fund, upon the terms and at the current offering price described in the Prospectus. As used in this AgreementAgreement , the term “Prospectus” shall mean each the current prospectus, including the statement of additional information, as amended or supplemented, relating to the Fund and included in the currently effective registration statement(s) or post-effective amendment(s) thereto (the “Registration Statement”) of the Fund filed with the Securities and Exchange Commission (“SEC”) under the Securities Act of 1933 (the “1933 Act”) and the 1940 Act. B. During the public offering of Units of the Fund, the The Distributor shall use commercially reasonable efforts to distribute the Units. All orders for Units shall be made through financial intermediaries or directly to the applicable Fund, or its designated agent. Such purchase orders shall be deemed effective at the time and in the manner set forth in the Prospectus. The Fund or its designated agent will confirm orders and subscriptions upon receipt, will make appropriate book entries and, upon receipt of payment therefor, will issue the appropriate number of Units in uncertificated form. C. The Distributor shall maintain membership with the NSCC and any other similar successor organization to sponsor a participant number for the Fund so as to enable the Units to be traded through FundERVFundSERV. The Distributor shall not be responsible for any operational matters associated with FundERV FundSERV or Networking transactions. D. The Distributor acknowledges and agrees that it is not authorized to provide any information or make any representations regarding the Fund other than as contained in the Prospectus and any sales literature and advertising materials specifically approved by the Fund. E. The Distributor agrees to review all proposed advertising materials and sales literature for compliance with applicable FINRA and SEC advertising laws and regulations, and shall file with FINRA appropriate regulators those advertising materials and sales literature it believes are in compliance with such laws and regulations. The Distributor agrees to furnish to the Fund any comments provided by regulators with respect to such materials. F. The Fund agrees to redeem or repurchase Units tendered by shareholders of the Fund in accordance with the Fund’s obligations in the Prospectus and the Registration Statement. The Fund reserves the right to suspend such repurchase right upon written notice to the Distributor. G. The Distributor may, in its discretion, and shall, at the request of the Fund Fund, enter into agreements with such qualified broker-dealers and other financial intermediaries as it may select (the “Financial Intermediaries”), in order that such Financial Intermediaries may sell Shares Units of the Fund. The form of any dealer agreement shall be approved by the Fund. The Distributor shall not be obligated to make any payments to the Financial Intermediaries or other third parties, unless (i) the Distributor has received a an authorized payment from the Fund pursuant to such Fund’s plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act (“Plan”) and (ii) such Plan payment has been approved by the Fund’s Board. H. The Distributor shall not be obligated to sell any certain number of Units. I. The Distributor shall prepare reports for the Board regarding its activities under this Agreement as from time to time shall be reasonably requested by the Board. J. The Distributor may enter into agreements (“Subcontracts”) with qualified third parties to carry out some or all of the Distributor’s obligations under this Agreement, with the prior written consent of the Fund, such consent not to be unreasonably withheld; provided that execution of a Subcontract shall not relieve the Distributor of any of its responsibilities hereunder. K. The services furnished by the Distributor hereunder are not to be deemed exclusive and the Distributor shall be free to furnish similar services to others so long as its services under this Agreement are not impaired thereby. L. Notwithstanding anything herein to the contrary, the Distributor shall not be required to register as a broker or dealer in any specific jurisdiction or to maintain its registration in any jurisdiction in which it is now registered .

Services and Duties of the Distributor. A. The Distributor agrees to act as the principal underwriter of the Fund Client for the distribution of the Units Shares of the Fund Funds, upon the terms described in the Prospectus. As used in this Agreement, the term “Prospectus” shall mean each current prospectus, including the statement of additional information, as amended or supplemented, relating to any of the Fund Funds and included in the currently effective registration statement(s) or post-effective amendment(s) thereto (the “Registration Statement”) of the Fund filed with the Securities and Exchange Commission (“SEC”) Client under the Securities Act of 1933 (the “1933 Act”) and the 1940 Act. B. During the continuous public offering of Units Shares of the FundFunds, the Distributor shall use commercially reasonable efforts to distribute the UnitsShares. All orders for Units Shares shall be made through financial intermediaries or directly to the Fund, applicable Fund or its designated agent. Such purchase orders shall be deemed effective at the time and in the manner set forth in the Prospectus. The Fund Client or its designated agent will confirm orders and subscriptions upon receipt, will make appropriate book entries and, upon receipt of payment therefor, will issue the appropriate number of Units Shares in uncertificated form. C. The Distributor shall maintain membership with the NSCC National Securities Clearing Corporation (“NSCC”) and any other similar successor organization to sponsor a participant number for the Fund Funds so as to enable the Units Shares to be traded through FundERVFundSERV. The Distributor shall not be responsible for any operational matters associated with FundERV FundSERV or Networking transactions. D. The Distributor acknowledges and agrees that it is not authorized to provide any information or make any representations regarding the Fund Funds other than as contained in the Prospectus and any sales literature and advertising materials specifically approved by the FundClient. E. The Distributor agrees to review all proposed advertising materials and sales literature for compliance with applicable FINRA and SEC advertising laws and regulations, and shall file with FINRA appropriate regulators those advertising materials and sales literature it believes are in compliance with such laws and regulations. The Distributor agrees to furnish to the Fund Client any comments provided by regulators with respect to such materials. F. The Fund Client agrees to redeem or repurchase Units Shares tendered by shareholders of the Fund Funds in accordance with the FundClient’s obligations in the Prospectus and the Registration Statement. The Fund Client reserves the right to suspend such repurchase right upon written notice to the Distributor. G. The Distributor may, in its discretion, and shall, at the request of the Fund Client, enter into agreements with such qualified broker-dealers and other financial intermediaries as it may select (the “Financial Intermediaries”)select, in order that such Financial Intermediaries broker-dealers and other intermediaries also may sell Shares of the FundFunds. The form of any dealer agreement shall be approved by the FundClient and will include a provision for the forfeiture by the financial intermediary of any sales charge or discount with respect to Shares sold by them and repurchased or tendered for repurchase within seven business days after the date of confirmation of such purchases. The Distributor shall not be obligated to make any payments to the Financial Intermediaries any broker-dealers, other financial intermediaries or other third parties, unless (i) the Distributor has received a an authorized payment from the Fund pursuant to such applicable Fund’s plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act (“Plan”) and (ii) such Plan has been approved by the FundClient’s Board. H. The Distributor shall not be obligated to sell any certain number of UnitsShares. I. The Distributor shall prepare reports for the Board regarding its activities under this Agreement as from time to time shall be reasonably requested by the Board, including reports regarding the use of 12b-1 payments paid by the Funds, if any. J. The Distributor may enter into agreements (“Subcontracts”) with qualified third parties to carry out some or all of the Distributor’s obligations under this Agreement, with the prior written consent of the FundClient, such consent not to be unreasonably withheld; provided that execution of a Subcontract shall not relieve the Distributor of any of its responsibilities hereunder. K. The services furnished by the Distributor hereunder are not to be deemed exclusive and the Distributor shall be free to furnish similar services to others so long as its services under this Agreement are not impaired thereby. L. Notwithstanding anything herein to the contrary, the Distributor shall not be required to register as a broker or dealer in any specific jurisdiction or to maintain its registration in any jurisdiction in which it is now registered.

Services and Duties of the Distributor. A. The Distributor agrees to act as the principal underwriter of the Fund Trust for the distribution of the Units Shares of the Fund Funds, upon the terms described in the Prospectus. As used in this Agreement, the term “Prospectus” shall mean each current prospectus, including the statement of additional information, as amended or supplemented, relating to any of the Fund Funds and included in the currently effective registration statement(s) or post-effective amendment(s) thereto (the “Registration Statement”) of the Fund filed with the Securities and Exchange Commission (“SEC”) Trust under the Securities Act of 1933 (the “1933 Act”) and the 1940 Act. B. During the continuous public offering of Units Shares of the FundFunds, the Distributor shall use commercially reasonable efforts to distribute the UnitsShares. All orders for Units Shares shall be made through financial intermediaries or directly to the Fund, or its designated agentintermediaries. Such purchase orders shall be deemed effective at the time and in the manner set forth in the Prospectus. The Fund Trust or its designated agent will confirm orders and subscriptions upon receipt, will make appropriate book entries and, upon receipt of payment therefor, will issue the appropriate number of Units Shares in uncertificated form. C. The Distributor shall maintain membership with the NSCC National Securities Clearing Corporation (“NSCC”) and any other similar successor organization to sponsor a participant number for the Fund Funds so as to enable the Units Shares to be traded through FundERVFundSERV. The Other than with respect to maintaining NSCC membership for distribution of the Funds or handling any other related NSCC matters, the Distributor shall not be responsible for any operational matters associated with FundERV FundSERV or Networking transactions. D. The Distributor acknowledges and agrees that it is not authorized to provide any information or make any representations regarding the Fund Funds other than as contained in the Prospectus and any sales literature marketing materials of the Funds (“marketing materials”) which may include retail and advertising materials institutional written communications with the public specifically approved by the FundTrust or authorized representatives of the Funds’ investment adviser, X.X. Xxxxxx Private Investments Inc. (“JPMPI” or the “Adviser”). E. The Distributor agrees to review all proposed advertising marketing materials and sales literature for compliance with applicable SEC and FINRA and SEC advertising laws and regulations, and and, after consulting with JPMPI on behalf of the Trust to the extent the Distributor recommends any changes, shall file with FINRA appropriate regulators those advertising marketing materials and sales literature it believes are in compliance with such laws and regulations. The Distributor agrees to furnish to the Fund Trust or JPMPI on behalf of the Trust, any comments provided by it or the regulators with respect to such materials. F. The Fund Trust agrees to redeem or repurchase Units Shares tendered by shareholders of the Fund Funds in accordance with the FundTrust’s obligations in the Prospectus and the Registration Statement. The Fund Trust reserves the right to suspend such repurchase right upon written notice to the Distributor. G. The Distributor may, in its discretion, and shall, at the request of the Fund Trust or the Adviser, enter into agreements with such qualified broker-dealers and other financial intermediaries as it the Adviser may select (the “Financial Intermediaries”)direct, in order that such Financial Intermediaries broker-dealers and other intermediaries also may sell hold Shares of the FundFunds and service its underlying shareholders. The form of any dealer agreement agreement, including networking agreements or clearing agreements shall be approved by the FundTrust or the Adviser on behalf of the Trust. The Distributor shall not be obligated to make any payments to the Financial Intermediaries any broker-dealers, other financial intermediaries or other third parties, unless (i) Distributor has received a payment from the Fund pursuant to such Fund’s plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act (“Plan”) and (ii) such Plan has been approved by the Fund’s Board. H. The Distributor shall not be obligated to sell any certain number of UnitsShares. I. The Distributor shall prepare reports for the Board regarding its activities under this Agreement as from time to time shall be reasonably requested by the Board. J. The Distributor may enter into agreements (“Subcontracts”) with qualified third parties to carry out some or all of the Distributor’s obligations under this Agreement, with the prior written consent of the FundTrust, such consent not to be unreasonably withheld; provided that execution of a Subcontract shall not relieve the Distributor of any of its responsibilities hereunder. K. The services furnished by the Distributor hereunder are not to be deemed exclusive and the Distributor shall be free to furnish similar services to others so long as its services under this Agreement are not impaired thereby.

Services and Duties of the Distributor. A. The Distributor agrees to act as the principal underwriter of the Fund for the distribution of the Units Shares of the Fund upon the terms described in the Prospectus. As used in this Agreement, the term “Prospectus” shall mean each current prospectus, including the statement of additional information, as amended or supplemented, relating to the Fund and included in the currently effective registration statement(s) or post-effective amendment(s) thereto (the “Registration Statement”) of the Fund filed with the Securities and Exchange Commission (“SEC”) under the Securities Act of 1933 1933, as amended (the “1933 Act”) ), and the 1940 Act. B. During the public offering of Units Shares of the Fund, the Distributor shall use commercially reasonable efforts to distribute the UnitsShares. All orders for Units Shares shall be made through financial intermediaries or directly to the Fund, or its designated agent. Such purchase orders shall be deemed effective at the time and in the manner set forth in the Prospectus. The Fund or its designated agent will confirm orders and subscriptions upon receipt, will make appropriate book entries and, upon receipt of payment therefor, will issue the appropriate number of Units Shares in uncertificated form. C. The Distributor shall maintain membership with the NSCC and any other similar successor organization to sponsor a participant number for the Fund so as to enable the Units Shares to be traded through FundERVFundSERV. The Distributor shall not be responsible for any operational matters associated with FundERV issued caused by systems or processes of FundSERV or Networking transactions. D. The Distributor acknowledges and agrees that it is not authorized to provide any information or make any representations regarding the Fund other than as contained in the Prospectus and any sales literature and advertising materials specifically approved by the Fund. E. The Distributor agrees to review all proposed advertising marketing materials and sales literature for compliance with applicable FINRA and SEC advertising laws rules and regulations, and shall file with FINRA those advertising marketing materials and sales literature that it believes are in compliance with such laws and regulations. The Distributor agrees to furnish to the Fund any comments provided by regulators with respect to such materials. F. The Fund agrees to redeem or repurchase Units Shares tendered by shareholders of the Fund in accordance with the Fund’s obligations in the Prospectus and the Registration Statement. The Fund reserves the right to suspend such repurchase right upon written notice to the Distributor. G. The Distributor may, in its discretion, and shall, at the request of the Fund Fund, enter into agreements with such qualified broker-dealers and other financial intermediaries as it may select (the “Financial Intermediaries”), ) in order that such Financial Intermediaries may sell Shares of the Fund. The form of any dealer agreement shall be approved by the FundFund (“Standard Dealer Agreement”). The Distributor shall not be obligated to make any payments to the Financial Intermediaries or other third parties, unless (i) Distributor has received a payment from the Fund pursuant to such Fund’s plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act (“Plan”) and (ii) such Plan has been approved by the Fund’s Board. H. The Distributor shall not be obligated to sell any certain number of UnitsShares. I. The Distributor shall prepare reports for the Board regarding its activities under this Agreement as from time to time shall be reasonably requested by the Board, in no case less frequently than annually in connection with the Board’s renewal of this Agreement. J. The Distributor may enter into agreements (“Subcontracts”) with qualified third parties to carry out some or all of the Distributor’s obligations under this Agreement, with the prior written consent of the Fund, such consent not to be unreasonably withheld; provided that execution of a Subcontract shall not relieve the Distributor of any of its responsibilities hereunder. K. The services furnished by the Distributor hereunder are not to be deemed exclusive and the Distributor shall be free to furnish similar services to others so long as its services under this Agreement are not impaired thereby. K. Notwithstanding anything herein to the contrary, the Distributor shall not be required to register as a broker or dealer in any specific jurisdiction or to maintain its registration in any jurisdiction in which it is now registered.

Services and Duties of the Distributor. A. The Distributor agrees to act as the principal underwriter of the Fund for the distribution of the Units Shares of the Fund Fund, upon the terms described in the Prospectus. As used in this Agreement, the term “Prospectus” shall mean each current prospectus, including the statement of additional information, as amended or supplemented, relating to the Fund and included in the currently effective registration statement(s) or post-effective amendment(s) thereto (the “Registration Statement”) of the Fund filed with the Securities and Exchange Commission (“SEC”) under the Securities Act of 1933 (the “1933 Act”) and the 1940 Act. B. During the public offering of Units Shares of the Fund, the Distributor shall use commercially reasonable its best efforts to distribute the UnitsShares. All orders for Units Shares shall be made through financial intermediaries or directly to the applicable Fund, or its designated agent. Such purchase orders shall be deemed effective at the time and in the manner set forth in the Prospectus. The Fund or its designated agent will confirm orders and subscriptions upon receipt, will make appropriate book entries and, upon receipt of payment therefor, will issue the appropriate number of Units Shares in uncertificated form. C. The Distributor shall maintain membership with the NSCC and any other similar successor organization to sponsor a participant number for the Fund so as to enable the Units Shares to be traded through FundERVFundSERV. The Distributor shall not be responsible for any operational matters associated with FundERV FundSERV or Networking transactions. D. The Distributor acknowledges and agrees that it is not authorized to provide any information or make any representations regarding the Fund other than as contained in the Prospectus and any sales literature and advertising materials specifically approved by the Fund. E. The Distributor agrees to review all proposed advertising materials and sales literature for compliance with applicable FINRA and SEC advertising laws and regulations, and shall file with FINRA appropriate regulators those advertising materials and sales literature it believes are in compliance with such laws and regulations. The Distributor agrees to furnish to the Fund any comments provided by regulators with respect to such materials. F. The Fund agrees to redeem or repurchase Units Shares tendered by shareholders of the Fund in accordance with the Fund’s obligations in the Prospectus and the Registration Statement. The Fund reserves the right to suspend such repurchase right upon written notice to the Distributor. G. The Distributor may, in its discretion, and shall, at the request of the Fund enter into agreements with such qualified broker-dealers and other financial intermediaries as it may select (the “Financial Intermediaries”), in order that such Financial Intermediaries may sell Shares of the Fund. The form of any dealer agreement shall be approved by the Fund. The Distributor shall not be obligated to make any payments to the Financial Intermediaries or other third parties, unless (i) the Distributor has received a an authorized payment from the Fund pursuant to such Fund’s plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act (“Plan”) and (ii) such Plan has been approved by the Fund’s Board. H. The Distributor shall not be obligated to sell any certain number of UnitsShares. I. The Distributor shall prepare reports for the Board regarding its activities under this Agreement as from time to time shall be reasonably requested by the Board. J. The Distributor may enter into agreements (“Subcontracts”) with qualified third parties to carry out some or all of the Distributor’s obligations under this Agreement, with the prior written consent of the Fund, such consent not to be unreasonably withheld; provided that execution of a Subcontract shall not relieve the Distributor of any of its responsibilities hereunder. K. The services furnished by the Distributor hereunder are not to be deemed exclusive and the Distributor shall be free to furnish similar services to others so long as its services under this Agreement are not impaired thereby. L. The Distributor shall not be required to register as a broker or dealer in any specific jurisdiction or to maintain its registration in any jurisdiction in which it is now registered, and will advise the Fund of any limitations on its ability to act as Distributor in which it is not registered or determines to no longer maintain its registration.

Services and Duties of the Distributor. A. The Distributor agrees to act as the principal underwriter of the Fund for the distribution of the Units Shares of the Fund upon the terms described in the Prospectus. As used in this Agreement, the term “Prospectus” shall mean each current prospectus, including the statement of additional information, as amended or supplemented, relating to the Fund and included in the currently effective registration statement(s) or post-effective amendment(s) thereto (the “Registration Statement”) of the Fund filed with the Securities and Exchange Commission (“SEC”) under the Securities Act of 1933 1933, as amended (the “1933 Act”) ), and the 1940 Act. B. During the public offering of Units Shares of the Fund, the Distributor shall use commercially reasonable its best efforts to distribute the UnitsShares. All orders for Units Shares shall be made through financial intermediaries or directly to the Fund, or its designated agent. Such purchase orders shall be deemed effective at the time and in the manner set forth in the Prospectus. The Fund or its designated agent will confirm orders and subscriptions upon receipt, will make appropriate book entries and, upon receipt of payment therefor, will issue the appropriate number of Units Shares in uncertificated form. The Fund shall have the right to accept or reject any subscription in accordance with the terms of its governing documents and its Prospectus. The Fund shall give notice of such determination to the individual subscriber or financial intermediary as appropriate. No interest will be paid to subscribers on rejected subscriptions. C. The Distributor shall maintain membership with the NSCC and any other similar successor organization to sponsor a participant number for the Fund so as to enable the Units Shares to be traded through FundERVFundSERV. The Distributor shall not be responsible for any operational matters associated with FundERV FundSERV or Networking transactions. D. The Distributor acknowledges and agrees that it is not authorized to provide any information or make any representations regarding the Fund other than as contained in the Prospectus and any sales literature and advertising materials specifically approved by the Fund. E. The Distributor agrees to review all proposed advertising marketing materials and sales literature for compliance with applicable FINRA and SEC advertising laws rules and regulations, and shall file with FINRA FINRA, those advertising marketing materials and sales literature that it believes are in compliance with such laws and regulations. The Distributor agrees to furnish to the Fund any comments provided by regulators with respect to such materials. F. The Fund agrees to redeem or repurchase Units Shares tendered by shareholders of the Fund in accordance with the Fund’s obligations in the Prospectus and the Registration Statement. The Fund reserves the right to suspend such repurchase right upon written notice to the Distributor. G. The Distributor may, in its discretion, and shall, at the request of the Fund Fund, enter into agreements with such qualified broker-dealers and other financial intermediaries as it may select (the “Financial Intermediaries”), ) in order that such Financial Intermediaries may sell Shares of the Fund. The form of any dealer agreement shall be approved by the FundFund (“Standard Dealer Agreement”). The Distributor shall not be obligated to make any payments to the Financial Intermediaries or other third parties, unless (i) Distributor has received a an authorized payment from the Fund pursuant to such the Fund’s plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act (“Plan”) and (ii) such Plan has been approved or authorized by the Fund’s Board. H. The Distributor shall not be obligated to sell any certain number of UnitsShares. I. The Distributor shall prepare reports for the Board regarding its activities under this Agreement as from time to time shall be reasonably requested by the Board. J. The Distributor may enter into agreements (“Subcontracts”) with qualified third parties to carry out some or all of the Distributor’s obligations under this Agreement, with the prior written consent of the Fund, such consent not to be unreasonably withheld; provided that execution of a Subcontract shall not relieve the Distributor of any of its responsibilities hereunder. K. The services furnished by the Distributor hereunder are not to be deemed exclusive and the Distributor shall be free to furnish similar services to others so long as its services under this Agreement are not impaired thereby. L. Notwithstanding anything herein to the contrary, the Distributor shall not be required to register as a broker or dealer in any specific jurisdiction or to maintain its registration in any jurisdiction in which it is now registered.

Services and Duties of the Distributor. A. The Distributor agrees to act as the principal underwriter of the Fund for the distribution of the Units Shares of the Fund upon the terms described in the Prospectus. As used in this Agreement, the term “Prospectus” shall mean each current prospectus, including the statement of additional information, as amended or supplemented, relating to the Fund and included in the currently effective registration statement(s) or post-effective amendment(s) thereto (the “Registration Statement”) of the Fund filed with the Securities and Exchange Commission (“SEC”) under the Securities Act of 1933 1933, as amended (the “1933 Act”) ), and the 1940 Act. B. During the public offering of Units Shares of the Fund, the Distributor shall use commercially reasonable efforts to distribute the UnitsShares. All orders for Units Shares shall be made through financial intermediaries or directly to the Fund, or its designated agent. Such purchase orders shall be deemed effective at the time and in the manner set forth in the Prospectus. The Fund or its designated agent will confirm orders and subscriptions upon receipt, will make appropriate book entries and, upon receipt of payment therefor, will issue the appropriate number of Units Shares in uncertificated form. C. The Distributor shall maintain membership with the NSCC and any other similar successor organization to sponsor a participant number for the Fund so as to enable the Units Shares to be traded through FundERVFundSERV. The Distributor shall not be responsible for any operational matters associated with FundERV issued caused by systems or processes of FundSERV or Networking transactions. D. The Distributor acknowledges and agrees that it is not authorized to provide any information or make any representations regarding the Fund other than as contained in the Prospectus and any sales literature and advertising materials specifically approved by the Fund. E. The Distributor agrees to review all proposed advertising marketing materials and sales literature for compliance with applicable FINRA and SEC advertising laws rules and regulations, and shall file with FINRA those advertising marketing materials and sales literature that it believes are in compliance with such laws and regulations. The Distributor agrees to furnish to the Fund any comments provided by regulators with respect to such materials. F. The Fund agrees to redeem or repurchase Units Shares tendered by shareholders of the Fund in accordance with the Fund’s obligations in the Prospectus and the Registration Statement. The Fund reserves the right to suspend such repurchase right upon written notice to the Distributor. G. The Distributor may, in its discretion, and shall, at the request of the Fund Fund, enter into agreements with such qualified broker-dealers and other financial intermediaries as it may select (the “Financial Intermediaries”), ) in order that such Financial Intermediaries may sell Shares of the Fund. The form of any dealer agreement shall be approved by the FundFund (“Standard Dealer Agreement”). The Distributor shall not be obligated to make any payments to the Financial Intermediaries or other third parties, unless (i) Distributor has received a payment from the Fund pursuant to such Fund’s plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act (“Plan”) and (ii) such Plan has been approved by the Fund’s Board. H. The Distributor shall not be obligated to sell any certain number of UnitsShares. I. The Distributor shall prepare reports for the Board regarding its activities under this Agreement as from time to time shall be reasonably requested by the Board, in no case less frequently than annually in connection with the Board’s renewal of this Agreement. J. The Distributor may enter into agreements (“Subcontracts”) with qualified third parties to carry out some or all of the Distributor’s obligations under this Agreement, with the prior written consent of the Fund, such consent not to be unreasonably withheld; provided that execution of a Subcontract shall not relieve the Distributor of any of its responsibilities hereunder. K. The services furnished by the Distributor hereunder are not to be deemed exclusive and the Distributor shall be free to furnish similar services to others so long as its services under this Agreement are not impaired thereby. L. Notwithstanding anything herein to the contrary, the Distributor shall not be required to register as a broker or dealer in any specific jurisdiction or to maintain its registration in any jurisdiction in which it is now registered.

Services and Duties of the Distributor. A. The Distributor agrees to act as the principal underwriter of the Fund for the distribution of the Units Shares of the Fund upon the terms described in the Prospectus. As used in this Agreement, the term “Prospectus” shall mean each current prospectus, including the statement of additional information, as amended or supplemented, relating to the Fund and included in the currently effective registration statement(s) or post-effective amendment(s) thereto (the “Registration Statement”) of the Fund filed with the Securities and Exchange Commission (“SEC”) under the Securities Act of 1933 1933, as amended (the “1933 Act”) ), and the 1940 Act. B. During the continuous public offering of Units Shares of the Fund, the Distributor shall use commercially reasonable efforts to distribute the UnitsShares. All orders for Units Shares shall be made through financial intermediaries or directly to the Fund, or its designated agent. Such purchase orders shall be deemed effective at the time and in the manner set forth in the Prospectus. The Fund or its designated agent will confirm orders and subscriptions upon receipt, will make appropriate book entries and, upon receipt of payment therefor, will issue the appropriate number of Units Shares in uncertificated form. C. The Distributor shall maintain membership with the NSCC and any other similar successor organization to sponsor a participant number for the Fund so as to enable the Units Shares to be traded through FundERVFundSERV. The Distributor shall not be responsible for any operational matters associated with FundERV FundSERV or Networking transactions. D. The Distributor acknowledges and agrees that it is not authorized to provide any information or make any representations regarding the Fund other than as contained in the Prospectus and any sales literature and advertising materials specifically approved by the Fund. E. The Distributor agrees to review all proposed advertising marketing materials and sales literature for compliance with applicable FINRA and SEC advertising laws rules and regulations, and shall file with FINRA those advertising marketing materials and sales literature that it believes are in compliance with such laws and regulations. The Distributor agrees to furnish to the Fund any comments provided by regulators with respect to such materials. F. The Fund agrees to redeem or repurchase Units Shares tendered by shareholders of the Fund in accordance with the Fund’s obligations in the Prospectus and the Registration Statement. The Fund reserves the right to suspend such repurchase right upon written notice to the Distributor. G. The Distributor may, in its discretion, and shall, at the request of the Fund Fund, enter into agreements with such qualified broker-dealers and other financial intermediaries as it may select (the “Financial Intermediaries”), ) in order that such Financial Intermediaries may sell Shares of the Fund. The form of any dealer agreement shall be approved by the FundFund (“Standard Dealer Agreement”). The Distributor shall not be obligated to make any payments to the Financial Intermediaries or other third parties, unless (i) Distributor has received a payment from the Fund pursuant to such the Fund’s plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act (“Plan”) and (ii) such Plan has been approved by the Fund’s Board. H. The Distributor shall devote its best efforts to effect sales of Shares of the Fund but shall not be obligated to sell any certain number of UnitsShares. I. The Distributor shall prepare reports for the Board regarding its activities under this Agreement as from time to time shall be reasonably requested by the Board, including reports regarding the use of any distribution fee or shareholder servicing fee payments received by the Distributor, if any. J. The Distributor may enter into agreements (“Subcontracts”) with qualified third parties to carry out some or all of the Distributor’s obligations under this Agreement, with the prior written consent of the Fund, such consent not to be unreasonably withheld; provided that execution of a Subcontract shall not relieve the Distributor of any of its responsibilities hereunder. K. The services furnished by the Distributor hereunder are not to be deemed exclusive and the Distributor shall be free to furnish similar services to others so long as its services under this Agreement are not impaired thereby. L. Notwithstanding anything herein to the contrary, the Distributor shall not be required to register as a broker or dealer in any specific jurisdiction or to maintain its registration in any jurisdiction in which it is now registered.

Services and Duties of the Distributor. A. The Distributor agrees to act as the principal underwriter of the Fund for the distribution of the Units of the Fund upon the terms described in the Prospectus. As used in this Agreement, the term “Prospectus” shall mean each current prospectus, including the statement of additional information, as amended or supplemented, relating to the Fund and included in the currently effective registration statement(s) or post-effective amendment(s) thereto (the “Registration Statement”) of the Fund filed with the Securities and Exchange Commission (“SEC”) under the Securities Act of 1933 (the “1933 Act”) and the 1940 Act. B. During the public offering of Units of the Fund, the Distributor shall use commercially reasonable efforts to distribute the Units. All orders for Units shall be made through financial intermediaries or directly to the Fund, or its designated agent. Such purchase orders shall be deemed effective at the time and in the manner set forth in the Prospectus. The Fund or its designated agent will confirm orders and subscriptions upon receipt, will make appropriate book entries and, upon receipt of payment therefor, will issue the appropriate number of Units in uncertificated form. C. The Distributor shall maintain membership with the NSCC and any other similar successor organization to sponsor a participant number for the Fund so as to enable the Units to be traded through FundERVFundSERV. The Distributor shall not be responsible for any operational matters associated with FundERV FundSERV or Networking transactions. D. The Distributor acknowledges and agrees that it is not authorized to provide any information or make any representations regarding the Fund other than as contained in the Prospectus and any sales literature and advertising materials specifically approved by the Fund. E. The Distributor agrees to review all proposed advertising materials and sales literature for compliance with applicable FINRA and SEC advertising laws and regulations, and shall file with FINRA those advertising materials and sales literature it believes are in compliance with such laws and regulations. The Distributor agrees to furnish to the Fund any comments provided by regulators with respect to such materials. F. The Fund agrees to redeem or repurchase Units tendered by shareholders of the Fund in accordance with the Fund’s obligations in the Prospectus and the Registration Statement. The Fund reserves the right to suspend such repurchase right upon written notice to the Distributor. G. The Distributor may, in its discretion, and shall, at the request of the Fund enter into agreements with such qualified broker-dealers and other financial intermediaries as it may select (the “Financial Intermediaries”), in order that such Financial Intermediaries may sell Shares of the Fund. The form of any dealer agreement shall be approved by the Fund. The Distributor shall not be obligated to make any payments to the Financial Intermediaries or other third parties, unless (i) Distributor has received a payment from the Fund pursuant to such Fund’s plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act (“Plan”) and (ii) such Plan has been approved by the Fund’s Board. H. The Distributor shall not be obligated to sell any certain number of Units. I. The Distributor shall prepare reports for the Board regarding its activities under this Agreement as from time to time shall be reasonably requested by the Board. J. The Distributor may enter into agreements (“Subcontracts”) with qualified third parties to carry out some or all of the Distributor’s obligations under this Agreement, with the prior written consent of the Fund, such consent not to be unreasonably withheld; provided that execution of a Subcontract shall not relieve the Distributor of any of its responsibilities hereunder. K. The services furnished by the Distributor hereunder are not to be deemed exclusive and the Distributor shall be free to furnish similar services to others so long as its services under this Agreement are not impaired thereby.

Services and Duties of the Distributor. A. The Distributor agrees to act as the principal underwriter agent of the Fund Trust for the distribution of the Units Shares of the Fund Funds, upon the terms and at the current offering price (plus sales charge, if any) described in the Prospectus. As used in this Agreement, the term “Prospectus” shall mean each current prospectus, including the statement of additional information, as amended or supplemented, relating to any of the Fund Funds and included in the currently effective registration statement(s) or post-effective amendment(s) thereto (the “Registration Statement”) of the Fund filed with the Securities and Exchange Commission (“SEC”) Trust under the Securities Act of 1933 (the “1933 Act”) and the 1940 Act. B. During the continuous public offering of Units Shares of the FundFunds, the Distributor shall use commercially reasonable efforts to distribute the UnitsShares. All orders for Units Shares shall be made through financial intermediaries or directly to the Fund, applicable Fund or its designated agent. Such purchase orders shall be deemed effective at the time and in the manner set forth in the Prospectus. The Fund Trust or its designated agent will confirm orders and subscriptions upon receipt, will make appropriate book entries and, upon receipt of payment therefor, will issue the appropriate number of Units Shares in uncertificated form. C. The Distributor shall maintain membership with the NSCC and any other similar successor organization to sponsor a participant number for the Fund Funds so as to enable the Units Shares to be traded through FundERVFundSERV. The Distributor shall not be responsible for any operational matters associated with FundERV FundSERV or Networking transactions. D. The Distributor acknowledges and agrees that it is not authorized to provide any information or make any representations regarding the Fund Funds other than as contained in the Prospectus and any sales literature and advertising materials specifically approved by the FundTrust. E. The Distributor agrees to review all proposed advertising materials and sales literature for compliance with applicable FINRA and SEC advertising laws and regulations, and shall file with FINRA appropriate regulators those advertising materials and sales literature it believes are in compliance with such laws and regulations. The Distributor agrees to furnish to the Fund Trust any comments provided by regulators with respect to such materials. F. The Fund Trust agrees to redeem or repurchase Units Shares tendered by shareholders of the Fund Funds in accordance with the FundTrust’s obligations in the Prospectus and the Registration Statement. The Fund Trust reserves the right to suspend such repurchase right upon written notice to the Distributor. G. The Distributor may, in its discretion, and shall, at the request of the Fund Trust, enter into agreements with such qualified broker-dealers and other financial intermediaries as it may select (the “Financial Intermediaries”)select, in order that such Financial Intermediaries broker-dealers and other intermediaries also may sell Shares of the FundFunds. The form of any dealer agreement shall be approved by the FundTrust. The Distributor shall not be obligated to make any payments to the Financial Intermediaries any broker-dealers, other financial intermediaries or other third parties, unless (i) The Distributor has received a corresponding payment from the Fund pursuant to such applicable Fund’s plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act (“Plan”) and (ii) such Plan corresponding payment has been approved by the FundTrust’s Board. The Distributor shall include in the forms of agreement with selling broker-dealers a provision for the forfeiture by them of any sales charge or discount with respect to Shares sold by them and redeemed, repurchased or tendered for redemption within seven business days after the date of confirmation of such purchases. H. The Distributor shall devote its best efforts to effect sales of Shares of the Funds but shall not be obligated to sell any certain number of UnitsShares. I. The Distributor shall prepare reports for the Board regarding its activities under this Agreement as from time to time shall be reasonably requested by the Board, including reports regarding the use of 12b-1 payments received by the Distributor, if any. J. The Distributor may enter into agreements (“Subcontracts”) with qualified third parties to carry out some or all of the Distributor’s obligations under this Agreement, with the prior written consent of the FundTrust, such consent not to be unreasonably withheld; provided that execution of a Subcontract shall not relieve the Distributor of any of its responsibilities hereunder. K. The services furnished by the Distributor hereunder are not to be deemed exclusive and the Distributor shall be free to furnish similar services to others so long as its services under this Agreement are not impaired thereby. L. Notwithstanding anything herein to the contrary, the Distributor shall not be required to register as a broker or dealer in any specific jurisdiction or to maintain its registration in any jurisdiction in which it is now registered.

Services and Duties of the Distributor. A. The Distributor agrees to act as the principal underwriter of the Fund for the distribution of the Units Shares of the Fund upon the terms described in the Prospectus. As used in this Agreement, the term “Prospectus” shall mean each current prospectus, including the statement of additional information, as amended or supplemented, relating to the Fund and included in the currently effective registration statement(s) or post-effective amendment(s) thereto (the “Registration Statement”) of the Fund filed with the Securities and Exchange Commission (“SEC”) under the Securities Act of 1933 1933, as amended (the “1933 Act”) ), and the 1940 Act. B. During the public offering of Units Shares of the Fund, the Distributor shall use commercially reasonable its best efforts to distribute the UnitsShares in line with industry standards. All orders for Units Shares shall be made through financial intermediaries or directly to the Fund, or its designated agent. Such purchase orders shall be deemed effective at the time and in the manner set forth in the Prospectus. The Fund or its designated agent will confirm orders and subscriptions upon receipt, will make appropriate book entries and, upon receipt of payment therefor, will issue the appropriate number of Units Shares in uncertificated form. C. The Distributor shall maintain membership with the NSCC and any other similar successor organization to sponsor a participant number for the Fund so as to enable the Units Shares to be traded through FundERVFundSERV and any other similar successor platform. The Distributor shall not be responsible for any operational matters associated with FundERV FundSERV or Networking networking transactions. D. The Distributor acknowledges and agrees that it is not authorized to provide any information or make any representations regarding the Fund other than as contained in the Prospectus and any sales literature and advertising materials specifically approved by the Fund. E. The Distributor agrees to review all proposed advertising marketing materials and sales literature for compliance with applicable FINRA and SEC advertising laws rules and regulations, regulations and shall file with FINRA those advertising marketing materials and sales literature that it believes are in compliance with such laws and regulations. The Distributor agrees to promptly furnish to the Fund any comments provided by regulators with respect to such materials. F. The Fund agrees to redeem or repurchase Units Shares tendered by shareholders of the Fund in accordance with the Fund’s obligations in the Prospectus and the Registration Statement. The Fund reserves the right to suspend such repurchase right upon written notice to the Distributor. G. The Distributor may, in its discretion, and shall, at the request of the Fund Fund, enter into agreements with such qualified broker-dealers and other financial intermediaries as it may select (the “Financial Intermediaries”), ) in order that such Financial Intermediaries may sell Shares of the Fund. The form of any dealer agreement shall be approved by the FundFund (“Standard Dealer Agreement”). The Distributor shall not be obligated to make any payments to the Financial Intermediaries or other third parties, unless (i) Distributor has received a payment from the Fund pursuant to such Fund’s plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act (“Plan”) and (ii) such Plan has been approved by the Fund’s Board. H. The Distributor shall not be obligated to sell any certain number of UnitsShares. I. The Distributor shall prepare reports for the Board regarding its activities under this Agreement as from time to time shall be reasonably requested by the Board. J. The Distributor may enter into agreements (“Subcontracts”) with qualified third parties to carry out some or all of the Distributor’s obligations under this Agreement, with the prior written consent of the Fund, such consent not to be unreasonably withheld; provided that execution of a Subcontract shall not relieve the Distributor of any of its responsibilities hereunder. K. The services furnished by the Distributor hereunder are not to be deemed exclusive and the Distributor shall be free to furnish similar services to others so long as its services under this Agreement are not impaired thereby. K. Other than registration as a broker-dealer under the 1934 Act, the Distributor shall not be required to register as a broker or dealer in any specific jurisdiction or to maintain its registration in any jurisdiction in which it is now registered.

Services and Duties of the Distributor. A. The Distributor agrees to act as the principal underwriter of the Fund for the distribution of the Units Shares of the Fund upon the terms described in the Prospectus. As used in this Agreement, the term “Prospectus” shall mean each the current prospectus, including the statement of additional information, as amended or supplemented, relating to the Fund and included in the currently effective registration statement(s) or post-effective amendment(s) thereto (the “Registration Statement”) of the Fund filed with the Securities and Exchange Commission (“SEC”) under the Securities Act of 1933 1933, as amended (the “1933 Act”) ), and the 1940 Act. B. During the public offering of Units Shares of the Fund, the Distributor shall use commercially reasonable efforts to distribute the UnitsShares. All orders for Units Shares shall be made through financial intermediaries or directly to the Fund, or its designated agent. Such purchase orders shall be deemed effective at the time and in the manner set forth in the Prospectus. The Fund or its designated agent will confirm orders and subscriptions upon receipt, will make appropriate book entries and, upon receipt of payment therefor, will issue the appropriate number of Units Shares in uncertificated form. C. The Distributor shall maintain membership with the NSCC National Securities Clearing Corporation (“NSCC”) and any other similar successor organization to sponsor a participant number for the Fund so as to enable the Units Shares to be traded through FundERVFundSERV. The Distributor shall not be responsible for any operational matters associated with FundERV FundSERV or Networking transactions. D. The Distributor acknowledges and agrees that it is not authorized to provide any information or make any representations regarding the Fund other than as contained in the Prospectus and any sales literature and advertising materials specifically approved by the Fund. E. The Distributor agrees to review all proposed advertising marketing materials and sales literature for compliance with applicable FINRA and SEC Securities and Exchange Commission (“SEC”) advertising laws rules and regulations, and shall file with FINRA those advertising marketing materials and sales literature that it believes are in compliance with such laws and regulations. The Distributor agrees to furnish to the Fund any comments provided by regulators with respect to such materials. F. The Fund agrees to redeem or repurchase Units Shares tendered by shareholders of the Fund in accordance with the Fund’s obligations in the Prospectus and the Registration Statement. The Fund reserves the right to suspend such repurchase right upon written notice to the Distributor. G. The Distributor may, in its discretion, and shall, at the request of the Fund Fund, enter into agreements with such qualified broker-dealers and other financial intermediaries as it may select (the “Financial Intermediaries”), ) in order that such Financial Intermediaries may sell Shares of the Fund. The form of any dealer agreement shall be approved by the FundFund (“Standard Dealer Agreement”). The Distributor shall not be obligated to make any payments to the Financial Intermediaries or other third parties, unless (i) Distributor has received a payment from the Fund pursuant to such Fund’s plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act (“Plan”) and (ii) such Plan has been approved by the Fund’s Board. H. The Distributor shall not be obligated to sell any certain number of UnitsShares. I. The Distributor shall prepare reports for the Board regarding its activities under this Agreement as from time to time shall be reasonably requested by the Board. J. The Distributor may enter into agreements (“Subcontracts”) with qualified third parties to carry out some or all of the Distributor’s obligations under this Agreement, with the prior written consent of the Fund, such consent not to be unreasonably withheld; provided that execution of a Subcontract shall not relieve the Distributor of any of its responsibilities hereunder. K. The services furnished by the Distributor hereunder are not to be deemed exclusive and the Distributor shall be free to furnish similar services to others so long as its services under this Agreement are not impaired thereby. L. Notwithstanding anything herein to the contrary, the Distributor shall not be required to register as a broker or dealer in any specific jurisdiction or to maintain its registration in any jurisdiction in which it is now registered.

Services and Duties of the Distributor. A. The Distributor agrees to act as the principal underwriter of the Fund for the distribution of the Units Shares of the Fund Fund, upon the terms described in the Prospectus. As used in this Agreement, the term “Prospectus” shall mean each current prospectus, including the statement of additional information, as amended or supplemented, relating to the Fund and included in the currently effective registration statement(s) or post-effective amendment(s) thereto (the “Registration Statement”) of the Fund filed with the Securities and Exchange Commission (“SEC”) under the Securities Act of 1933 (the “1933 Act”) and the 1940 Act. B. During the public offering of Units Shares of the Fund, the Distributor shall use commercially reasonable its best efforts to distribute the UnitsShares. All orders for Units Shares shall be made through financial intermediaries or directly to the Fund, or its designated agent. Such purchase orders shall be deemed effective at the time and in the manner set forth in the Prospectus. The Fund or its designated agent will confirm orders and subscriptions upon receipt, will make appropriate book entries and, upon receipt of payment therefor, will issue the appropriate number of Units Shares in uncertificated form. C. The Distributor shall maintain membership with the NSCC and any other similar successor organization to sponsor a participant number for the Fund so as to enable the Units Shares to be traded through FundERVFundSERV. The Distributor shall not be responsible for any operational matters associated with FundERV FundSERV or Networking transactions. D. The Distributor acknowledges and agrees that it is not authorized to provide any information or make any representations regarding the Fund other than as contained in the Prospectus and any sales literature and advertising materials specifically approved by the Fund. E. The Distributor agrees to review all proposed advertising materials and sales literature for compliance with applicable FINRA and SEC advertising laws and regulations, and shall file with FINRA appropriate regulators those advertising materials and sales literature it believes are in compliance with such laws and regulations. The Distributor agrees to furnish to the Fund any comments provided by regulators with respect to such materials. F. The Fund agrees to redeem or repurchase Units Shares tendered by shareholders of the Fund in accordance with the Fund’s obligations in the Prospectus and the Registration Statement. The Fund reserves the right to suspend such repurchase right upon written notice to the Distributor. G. The Distributor may, in its discretion, and shall, at the request of the Fund enter into agreements with such qualified broker-dealers and other financial intermediaries as it may select (the “Financial Intermediaries”), in order that such Financial Intermediaries may sell Shares of the Fund. The form of any dealer agreement shall be approved by the Fund. The Distributor shall not be obligated to make any payments to the Financial Intermediaries or other third parties, unless (i) the Distributor has received a an authorized payment from the Fund pursuant to such Fund’s plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act (“Plan”) and (ii) such Plan payment has been approved by the Fund’s Board. H. The Distributor shall not be obligated to sell any certain number of UnitsShares. I. The Distributor shall prepare reports for the Board regarding its activities under this Agreement as from time to time shall be reasonably requested by the Board. J. The Distributor may enter into agreements (“Subcontracts”) with qualified third parties to carry out some or all of the Distributor’s obligations under this Agreement, with the prior written consent of the Fund, such consent not to be unreasonably withheld; provided that execution of a Subcontract shall not relieve the Distributor of any of its responsibilities hereunder. K. The services furnished by the Distributor hereunder are not to be deemed exclusive and the Distributor shall be free to furnish similar services to others so long as its services under this Agreement are not impaired thereby. L. Notwithstanding anything herein to the contrary, the Distributor shall not be required to register as a broker or dealer in any specific jurisdiction or to maintain its registration in any jurisdiction in which it is now registered.

Services and Duties of the Distributor. A. The Distributor agrees to act as the principal underwriter agent of the Fund Funds for the distribution of the Units Shares of the Fund Funds, upon the terms and at the current offering price (plus sales charge, if any) described in the Prospectus. As used in this Agreement, the term “Prospectus” shall mean each current prospectus, including the statement of additional information, as amended or supplemented, relating to any of the Fund Funds and included in the currently effective registration statement(s) or post-effective amendment(s) thereto (the “Registration Statement”) of the Fund filed with the Securities and Exchange Commission (“SEC”) Funds under the Securities 1933 Act of 1933 (the “1933 Act”) and the 1940 Act. B. During the public offering of Units Shares of the FundFunds, the Distributor shall use commercially reasonable efforts to distribute the UnitsShares. All orders for Units Shares shall be made through financial intermediaries or directly to the applicable Fund, or its designated agent. Such purchase orders shall be deemed effective at the time and in the manner set forth in the Prospectus. The Fund Funds or its designated agent will confirm orders and subscriptions upon receipt, will make appropriate book entries and, upon receipt of payment therefor, will issue the appropriate number of Units Shares in uncertificated form. C. The Distributor shall maintain membership with the NSCC and any other similar successor organization to sponsor a participant number for the Fund Funds so as to enable the Units Shares to be traded through FundERVFundSERV. The Distributor shall not be responsible for any operational matters associated with FundERV FundSERV or Networking transactions. D. The Distributor acknowledges and agrees that it is not authorized to provide any information or make any representations regarding the Fund Funds other than as contained in the Prospectus and any sales literature and advertising materials specifically approved by the FundFunds. E. The Distributor agrees to review all proposed advertising materials and sales literature for compliance with applicable FINRA and SEC advertising laws and regulations, and shall file with FINRA appropriate regulators those advertising materials and sales literature it believes are in compliance with such laws and regulations. The Distributor agrees to furnish to the Fund Funds any comments provided by regulators with respect to such materials. F. The Fund agrees Funds agree to redeem or repurchase Units Shares tendered by shareholders of the Fund Funds in accordance with the Fund’s Funds’ obligations in the Prospectus and the Registration Statement. The Fund reserves Funds reserve the right to suspend such repurchase right upon written notice to the Distributor. G. The Distributor may, in its discretion, and shall, at the request of the Fund Funds, enter into agreements with such qualified broker-dealers and other financial intermediaries as it may select (the “Financial Intermediaries”), in order that such Financial Intermediaries may sell Shares of the FundFunds. The form of any dealer agreement shall be approved by the FundFunds. The Distributor shall not be obligated to make any payments to the Financial Intermediaries or other third parties, unless (i) Distributor Foreside has received a corresponding payment from the Fund pursuant to such Fund’s plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act (“Plan”) applicable fund and (ii) such Plan corresponding payment has been approved by the each Fund’s Board. The Distributor shall include in the forms of agreement with Financial Intermediaries a provision for the forfeiture by them of any sales charge or discount with respect to Shares sold by them and redeemed, repurchased or tendered for redemption within seven business days after the date of confirmation of such purchases. H. The Distributor shall devote its best efforts to effect sales of Shares of the Funds but shall not be obligated to sell any certain number of UnitsShares. I. The Distributor shall prepare reports for the Board regarding its activities under this Agreement as from time to time shall be reasonably requested by the Board. J. The Distributor may enter into agreements (“Subcontracts”) with qualified third parties to carry out some or all of the Distributor’s obligations under this Agreement, with the prior written consent of the FundFunds, such consent not to be unreasonably withheld; provided that execution of a Subcontract shall not relieve the Distributor of any of its responsibilities hereunder. K. The services furnished by the Distributor hereunder are not to be deemed exclusive and the Distributor shall be free to furnish similar services to others so long as its services under this Agreement are not impaired thereby. L. Notwithstanding anything herein to the contrary, the Distributor shall not be required to register as a broker or dealer in any specific jurisdiction or to maintain its registration in any jurisdiction in which it is now registered.

Services and Duties of the Distributor. A. The Distributor agrees to act as the principal underwriter of the Fund for the distribution of the Units Shares of the Fund upon the terms described in the Prospectus. As used in this Agreement, the term “Prospectus” shall mean each current prospectus, including the statement of additional information, as amended or supplemented, relating to the Fund and included in the currently effective registration statement(s) or post-effective amendment(s) thereto (the “Registration Statement”) of the Fund filed with the Securities and Exchange Commission (“SEC”) under the Securities Act of 1933 1933, as amended (the “1933 Act”) ), and the 1940 Act. B. During the public offering of Units Shares of the Fund, the Distributor shall use commercially reasonable efforts to distribute the UnitsShares. All orders for Units Shares shall be made through financial intermediaries or directly to the Fund, or its designated agent. Such purchase orders shall be deemed effective at the time and in the manner set forth in the Prospectus. The Fund or its designated agent will confirm orders and subscriptions upon receipt, will make appropriate book entries and, upon receipt of payment therefor, will issue the appropriate number of Units Shares in uncertificated form. C. The Distributor shall maintain membership with the NSCC and any other similar successor organization to sponsor a participant number for the Fund so as to enable the Units Shares to be traded through FundERVFundSERV. The Distributor shall not be responsible for any operational matters associated with FundERV FundSERV or Networking transactions. D. The Distributor acknowledges and agrees that it is not authorized to provide any information or make any representations regarding the Fund other than as contained in the Prospectus and any sales literature and advertising materials specifically approved by the Fund. E. The Distributor agrees to review all proposed advertising marketing materials and sales literature for compliance with applicable FINRA and SEC Securities and Exchange Commission (“SEC”) advertising laws rules and regulations, regulations and shall file with FINRA those advertising marketing materials and sales literature that it believes are in compliance with such laws and regulations. The Distributor agrees to promptly furnish to the Fund any comments provided by regulators with respect to such materials. F. The Fund agrees to redeem or repurchase Units Shares tendered by shareholders of the Fund in accordance with the Fund’s obligations in the Prospectus and the Registration Statement. The Fund reserves the right to suspend such repurchase right upon written notice to the Distributor. G. The Distributor may, in its discretion, and shall, at the request of the Fund Fund, enter into agreements with such qualified broker-dealers and other financial intermediaries as it may select (collectively, the “Financial Intermediaries”), ) in order that such Financial Intermediaries may sell Shares of the Fund. The form of any dealer agreement shall be approved by the Fund (“Standard Dealer Agreement”) prior to the commencement of any Financial Intermediary selling Shares of the Fund. The Distributor shall not be obligated to make any payments to the Financial Intermediaries or other third parties, unless (i) Distributor has received a payment from the Fund pursuant to such Fund’s plan of distribution adopted pursuant to in conformity with Rule 12b-1 under the 1940 Act (“Plan”) and (ii) such Plan has been approved by the Fund’s Board. H. The Distributor shall not be obligated to sell any certain number of UnitsShares. I. The Distributor shall prepare reports for the Board regarding its activities under this Agreement as from time to time shall be reasonably requested by the Board. J. The Distributor may enter into agreements (“Subcontracts”) with qualified third parties to carry out some or all of the Distributor’s obligations under this Agreement, with the prior written consent of the Fund, such consent not to be unreasonably withheld; provided that execution of a Subcontract shall not relieve the Distributor of any of its responsibilities hereunder. K. The services furnished by the Distributor hereunder are not to be deemed exclusive and the Distributor shall be free to furnish similar services to others so long as its services under this Agreement are not impaired thereby. L. Notwithstanding anything herein to the contrary, except as set forth in Section 4(A)(iv) below, the Distributor shall not be required to register as a broker or dealer in any specific jurisdiction or to maintain its registration in any jurisdiction in which it is now registered.

Services and Duties of the Distributor. A. The Distributor agrees to act as the principal underwriter of the Fund for the distribution of the Units Shares of the Fund upon the terms described in the Prospectus. As used in this Agreement, the term “Prospectus” shall mean each current prospectus, including the statement of additional information, as amended or supplemented, relating to the Fund and included in the currently effective registration statement(s) or post-effective amendment(s) thereto (the “Registration Statement”) of the Fund filed with the Securities and Exchange Commission (“SEC”) under the Securities Act of 1933 1933, as amended (the “1933 Act”) ), and the 1940 Act. B. During the public offering of Units Shares of the Fund, the Distributor shall use commercially reasonable efforts to distribute the UnitsShares. All orders for Units Shares shall be made through financial intermediaries or directly to the Fund, or its designated agent. Such purchase orders shall be deemed effective at the time and in the manner set forth in the Prospectus. The Fund or its designated agent will confirm orders and subscriptions upon receipt, will make appropriate book entries and, upon receipt of payment therefor, will issue the appropriate number of Units Shares in uncertificated form. C. The Distributor shall maintain membership with the NSCC and any other similar successor organization to sponsor a participant number for the Fund so as to enable the Units Shares to be traded through FundERVFundSERV. The Distributor shall not be responsible for any operational matters associated with FundERV FundSERV or Networking transactions. D. The Distributor acknowledges and agrees that it is not authorized to provide any information or make any representations regarding the Fund other than as contained in the Prospectus and any sales literature and advertising materials specifically approved by the Fund. E. The Distributor agrees to review all proposed advertising marketing materials and sales literature for compliance with applicable FINRA and SEC advertising laws rules and regulations, regulations and shall file with FINRA those advertising marketing materials and sales literature that it believes are in compliance with such laws and regulations. The Distributor agrees to furnish to the Fund any comments provided by regulators with respect to such materials. F. The Fund agrees to redeem or repurchase Units Shares tendered by shareholders of the Fund in accordance with the Fund’s obligations in the Prospectus and the Registration Statement. The Fund reserves the right to suspend such repurchase right upon written notice to the Distributor. G. The Distributor may, in its discretion, and shall, at the request of the Fund Fund, enter into agreements with such qualified broker-dealers and other financial intermediaries as it may select (the “Financial Intermediaries”), ) in order that such Financial Intermediaries may sell Shares of the Fund. The form of any dealer agreement shall be approved by the FundFund (“Standard Dealer Agreement”). The Distributor shall not be obligated to make any payments to the Financial Intermediaries or other third parties, unless (i) Distributor has received a corresponding payment from the Fund pursuant to such the Fund’s plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act (“Plan”) and (ii) such Plan plan has been approved by the Fund’s Board. H. The Distributor shall devote its best efforts to effect sales of the Shares but shall not be obligated to sell any certain number of UnitsShares. I. The Distributor shall prepare reports for the Board regarding its activities under this Agreement as from time to time shall be reasonably requested by the Board. J. The Distributor may enter into agreements (“Subcontracts”) with qualified third parties to carry out some or all of the Distributor’s obligations under this Agreement, with the prior written consent of the Fund, such consent not to be unreasonably withheld; provided that execution of a Subcontract shall not relieve the Distributor of any of its responsibilities hereunder. K. The services furnished by the Distributor hereunder are not to be deemed exclusive and the Distributor shall be free to furnish similar services to others so long as its services under this Agreement are not impaired thereby. L. Notwithstanding anything herein to the contrary, the Distributor shall not be required to register as a broker or dealer in any specific jurisdiction or to maintain its registration in any jurisdiction in which it is now registered.

Services and Duties of the Distributor. A. The Distributor agrees to act as the principal underwriter of the Fund for the distribution of the Units Shares of the Fund Fund, upon the terms described in the Prospectus. As used in this Agreement, the term “"Prospectus” '' shall mean each current prospectus, including the statement of additional information, as amended or supplemented, relating to the Fund and included in the currently effective registration statement(s) or post-effective amendment(s) thereto (the “"Registration Statement”") of the Fund filed with the Securities and Exchange Commission (“SEC”) under the Securities Act of 1933 (the “"1933 Act”") and the 1940 Act. B. During the public offering of Units Shares of the Fund, the Distributor shall use commercially reasonable its best efforts to distribute the UnitsShares. All orders for Units Shares shall be made through financial intermediaries or directly to the Fund, or its designated agent. agent Such purchase orders shall be deemed effective at the time and in the manner set forth in the Prospectus. The Fund or its designated agent will confirm orders and subscriptions upon receipt, will make appropriate book entries and, upon receipt of payment therefor, will issue the appropriate number of Units Shares in uncertificated form. C. The Distributor shall maintain membership with the NSCC and any other similar successor organization to sponsor a participant number for the Fund so as to enable the Units Shares to be traded through FundERVFundSERV. The Distributor shall not be responsible for any operational matters associated with FundERV FundSERV or Networking transactions. D. The Distributor acknowledges and agrees that it is not authorized to provide any information or make any representations regarding the Fund other than as contained in the Prospectus and any sales literature and advertising materials specifically approved by the Fund. E. The Distributor agrees to review all proposed advertising materials and sales literature for compliance with applicable FINRA and SEC advertising laws and regulations, and shall file with FINRA appropriate regulators those advertising materials and sales literature it believes are in compliance with such laws and regulations. The Distributor agrees to furnish to the Fund any comments provided by regulators with respect to such materials. F. The Fund agrees to redeem or repurchase Units Shares tendered by shareholders of the Fund in accordance with the Fund’s 's obligations in the Prospectus and the Registration Statement. The Fund reserves the right to suspend such repurchase right upon written notice to the Distributor. G. The Distributor may, in its discretion, and shall, at the request of the Fund enter into agreements with such qualified broker-dealers and other financial intermediaries as it may select (the “"Financial Intermediaries”"), in order that such Financial Intermediaries may sell Shares of the Fund. The form of any dealer agreement shall be approved by the Fund. The Distributor shall not be obligated to make any payments to the Financial Intermediaries or other third parties, unless (i) the Distributor has received a an authorized payment from the Fund pursuant to such Fund’s plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act (“Plan”) and (ii) such Plan payment has been approved by the Fund’s Board. H. The Distributor shall not be obligated to sell any certain number of UnitsShares. I. The Distributor shall prepare reports for the Board regarding its activities under this Agreement as from time to time shall be reasonably requested by the Board. J. The Distributor may enter into agreements (“"Subcontracts”") with qualified third parties to carry out some or all of the Distributor’s 's obligations under this Agreement, with the prior written consent of the Fund, such consent not to be unreasonably withheld; provided that execution of a Subcontract shall not relieve the Distributor of any of its responsibilities hereunder. K. The services furnished by the Distributor hereunder are not to be deemed exclusive and the Distributor shall be free to furnish similar services to others so long as its services under this Agreement are not impaired thereby. L. Notwithstanding anything herein to the contrary, the Distributor shall not be required to register as a broker or dealer in any specific jurisdiction or to maintain its registration in any jurisdiction in which it is now registered.

Services and Duties of the Distributor. A. The Distributor agrees to act as the principal underwriter of the Fund for the distribution of the Units Shares of the Fund Fund, upon the terms described in the Prospectus. As used in this Agreement, the term “"Prospectus” '' shall mean each current prospectus, including the statement of additional information, as amended or supplemented, relating to the Fund and included in the currently effective registration statement(s) or post-effective amendment(s) thereto (the “"Registration Statement”") of the Fund filed with the Securities and Exchange Commission (“SEC”) under the Securities Act of 1933 (the “"1933 Act”") and the 1940 Act1000 Xxx. B. During the public offering of Units Shares of the Fund, the Distributor shall use commercially reasonable its best efforts to distribute the UnitsShares. All orders for Units Shares shall be made through financial intermediaries or directly to the Fund, or its designated agent. agent Such purchase orders shall be deemed effective at the time and in the manner set forth in the Prospectus. The Fund or its designated agent will confirm orders and subscriptions upon receipt, will make appropriate book entries and, upon receipt of payment therefor, will issue the appropriate number of Units Shares in uncertificated form. C. The Distributor shall maintain membership with the NSCC and any other similar successor organization to sponsor a participant number for the Fund so as to enable the Units Shares to be traded through FundERVFundSERV. The Distributor shall not be responsible for any operational matters associated with FundERV FundSERV or Networking transactions. D. The Distributor acknowledges and agrees that it is not authorized to provide any information or make any representations regarding the Fund other than as contained in the Prospectus and any sales literature and advertising materials specifically approved by the Fund. E. The Distributor agrees to review all proposed advertising materials and sales literature for compliance with applicable FINRA and SEC advertising laws and regulations, and shall file with FINRA appropriate regulators those advertising materials and sales literature it believes are in compliance with such laws and regulations. The Distributor agrees to furnish to the Fund any comments provided by regulators with respect to such materials. F. The Fund agrees to redeem or repurchase Units Shares tendered by shareholders of the Fund in accordance with the Fund’s 's obligations in the Prospectus and the Registration Statement. The Fund reserves the right to suspend such repurchase right upon written notice to the Distributor. G. The Distributor may, in its discretion, and shall, at the request of the Fund enter into agreements with such qualified broker-dealers and other financial intermediaries as it may select (the “"Financial Intermediaries”"), in order that such Financial Intermediaries may sell Shares of the Fund. The form of any dealer agreement shall be approved by the Fund. The Distributor shall not be obligated to make any payments to the Financial Intermediaries or other third parties, unless (i) the Distributor has received a an authorized payment from the Fund pursuant to such Fund’s plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act (“Plan”) and (ii) such Plan payment has been approved by the Fund’s Board. H. The Distributor shall not be obligated to sell any certain number of UnitsShares. I. The Distributor shall prepare reports for the Board regarding its activities under this Agreement as from time to time shall be reasonably requested by the Board. J. The Distributor may enter into agreements (“"Subcontracts”") with qualified third parties to carry out some or all of the Distributor’s 's obligations under this Agreement, with the prior written consent of the Fund, such consent not to be unreasonably withheld; provided that execution of a Subcontract shall not relieve the Distributor of any of its responsibilities hereunder. K. The services furnished by the Distributor hereunder are not to be deemed exclusive and the Distributor shall be free to furnish similar services to others so long as its services under this Agreement are not impaired thereby. L. Notwithstanding anything herein to the contrary, the Distributor shall not be required to register as a broker or dealer in any specific jurisdiction or to maintain its registration in any jurisdiction in which it is now registered.

Services and Duties of the Distributor. A. The Distributor agrees to act as the principal underwriter of the each Fund for the distribution of the Units of the Fund each Fund, upon the terms and at the current offering price described in the Prospectus. As used in this Agreement, the term “Prospectus” shall mean each current prospectus, including the statement of additional information, as amended or supplemented, relating to the any of each Fund and included in the currently effective registration statement(s) or post-effective amendment(s) thereto (the “Registration Statement”) of the each Fund filed with the Securities and Exchange Commission (“SEC”) under the Securities Act of 1933 (the “1933 Act”) and the 1940 Act. B. During the public offering of Units of the Fund, the The Distributor shall use commercially reasonable efforts to distribute the Units. All orders for Units shall be made through financial intermediaries or directly to the applicable Fund, or its designated agent. Such purchase orders shall be deemed effective at the time and in the manner set forth in the Prospectus. The Each Fund or its designated agent will confirm orders and subscriptions upon receipt, will make appropriate book entries and, upon receipt of payment therefor, will issue the appropriate number of Units in uncertificated form. C. The Distributor shall maintain membership with the NSCC and any other similar successor organization to sponsor a participant number for the Fund Funds so as to enable the Units to be traded through FundERVFundSERV. The Distributor shall not be responsible for any operational matters associated with FundERV FundSERV or Networking transactions. D. The Distributor acknowledges and agrees that it is not authorized to provide any information or make any representations regarding the Fund Funds other than as contained in the Prospectus and any sales literature and advertising materials specifically approved by the FundFunds. E. The Distributor agrees to review all proposed advertising materials and sales literature for compliance with applicable FINRA and SEC advertising laws and regulations, and shall file with FINRA appropriate regulators those advertising materials and sales literature it believes are in compliance with such laws and regulations. The Distributor agrees to furnish to the Fund Funds any comments provided by regulators with respect to such materials. F. The Each Fund agrees to redeem or repurchase Units tendered by shareholders of the Fund Funds in accordance with the Fund’s Funds’ obligations in the Prospectus and the Registration Statement. The Each Fund reserves the right to suspend such repurchase right upon written notice to the Distributor. G. The Distributor may, in its discretion, and shall, at the request of the Fund Funds, enter into agreements with such qualified broker-dealers and other financial intermediaries as it may select (the “Financial Intermediaries”), in order that such Financial Intermediaries may sell Shares Units of the FundFunds. The form of any dealer agreement shall be approved by the FundFunds. The Distributor shall not be obligated to make any payments to the Financial Intermediaries or other third parties, unless (i) Distributor Foreside has received a an authorized payment from the applicable Fund pursuant to such Fund’s plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act (“Plan”) and (ii) such Plan payment is authorized under the has been approved by the each Fund’s Board. H. The Distributor shall not be obligated to sell any certain number of Units. I. The Distributor shall prepare reports for the Board regarding its activities under this Agreement as from time to time shall be reasonably requested by the Board. J. The Distributor may enter into agreements (“Subcontracts”) with qualified third parties to carry out some or all of the Distributor’s obligations under this Agreement, with the prior written consent of the FundFunds, such consent not to be unreasonably withheld; provided that execution of a Subcontract shall not relieve the Distributor of any of its responsibilities hereunder. K. The services furnished by the Distributor hereunder are not to be deemed exclusive and the Distributor shall be free to furnish similar services to others so long as its services under this Agreement are not impaired thereby. L. Notwithstanding anything herein to the contrary, the Distributor shall not be required to register as a broker or dealer in any specific jurisdiction or to maintain its registration in any jurisdiction in which it is now registered.