Common use of TERMS OF APPOINTMENT; DUTIES OF ALPS Clause in Contracts

TERMS OF APPOINTMENT; DUTIES OF ALPS. 1.01 Subject to the terms and conditions set forth in this Agreement, the Trust hereby employs and appoints ALPS to act as, and ALPS agrees to act as its transfer agent for the Trust's authorized and issued shares of beneficial interest in the Trust or any other fund of the Trust ("Shares"), dividend disbursing agent and agent in connection with any accumulation, open-account or similar plans provided to the shareholders of the Trust ("Shareholders") and set out in the currently effective prospectus and statement of additional information ("prospectus") of the Trust, including without limitation any periodic investment plan or periodic withdrawal program. 1.02 ALPS agrees that it will perform the following services in accordance with the Trust's prospectus: (a) In accordance with procedures established from time to time by agreement between the Trust and ALPS, ALPS shall: (i) Receive for acceptance, orders for the purchase of Shares, promptly deliver payment and appropriate documentation thereof to the Custodians of the Trust authorized pursuant to the Declaration of Trust of the Trust (who is referred to herein as the "Custodian"), and make proper remittance of any sales load received by it to the persons entitled to the same as instructed by the Trust's Administrator; (ii) Pursuant to purchase orders, issue the appropriate number of Shares and hold Shares in the appropriate Shareholder account; (iii) In the event any check or other order for the transfer of money is returned unpaid, take such steps as it may deem appropriate or the Trust may instruct to protect the Trust and ALPS from financial loss; (iv) Receive for acceptance redemption requests and redemption directions and deliver the appropriate documentation thereof to the appropriate Custodian; (v) In respect to the transactions in items (i), (ii) and (iv) above, ALPS shall execute transactions directly with broker-dealers authorized by the Trust who shall thereby be deemed to be acting on behalf of the Trust; At the appropriate time as and when it receives monies paid to it by the Custodian with respect to any redemption, pay over or cause to be paid over in the appropriate. manner such monies as instructed by the redeeming Shareholders; (vii) Effect transfers of Shares by the registered owners thereof upon receipt of appropriate instructions; (viii) Prepare and transmit payments (or where appropriate credit a Shareholder account) for dividends and distributions declared by a Fund; (ix) Issue replacement certificates for those certificates alleged to have been lost, stolen or destroyed upon receipt by ALPS of indemnification satisfactory to ALPS and protecting ALPS and the Trust, and ALPS at its option, may issue replacement certificates in place of mutilated stock certificates upon presentation thereof and without such indemnity; (x) Maintain records of account for and advise the Trust and its Shareholders as to the foregoing; and Record the issuance of Shares of the Trust and maintain pursuant to SEC Rule 17Ad-lO(e) a record of the total number of Shares of the Trust which are authorized, based upon data provided to it by the Trust, and issued and outstanding. ALPS shall also provide the Trust on a regular basis with the total number of Shares which are authorized and issued and outstanding and shall have no obligation, when recording the issuance of Shares, to monitor the issuance of such Shares or to take cognizance of any laws relating to the issue or sale of such Shares, which functions shall be the sole responsibility of the Trust. (b) In addition to and neither in lieu nor in contravention of the services set forth in the above paragraph (a), ALPS shall: (i) perform the customary services of a transfer agent, dividend disbursing agent and, as relevant, agent in connection with accumulation, open-account or similar plans (including without limitation any periodic investment plan or periodic withdrawal program), including but not limited to: maintaining all Shareholder accounts, preparing shareholder meeting lists, mailing proxies, mailing Shareholder reports and prospectuses to current Shareholders, withholding taxes on U.S. resident and non-resident alien accounts and maintaining records with respect to such withholding, preparing and filing U.S. Treasury Department Forms 1099 and other appropriate forms required with respect to dividends and distributions by federal authorities for all Shareholders, preparing and mailing confirmation forms and statements of account to Shareholders for all purchases and redemptions of Shares and other confirmable transactions in Shareholder accounts, responding to Shareholder telephone calls and Shareholder correspondence, preparing and mailing activity statements for Shareholders, and providing Shareholder account information and (ii) provide a system which will enable the Trust to monitor the total number of Shares sold in each State. (c) In addition, the Trust's outside legal counsel shall (i) identify to ALPS in writing those transactions and assets to be treated as exempt from blue sky reporting for each State and (ii) verify the establishment of transactions for each State on the system prior to activation and thereafter monitor the daily activity for each State. The responsibility of ALPS for a Fund's blue sky State registration status is solely limited to the initial establishment of transactions subject to blue sky compliance by such Fund and the reporting of such transactions to the Fund as provided above. (d) Procedures as to who shall provide certain of these services in Article 1 may be established from time to time by agreement between the Trust and ALPS per the attached service responsibility schedule. ALPS may at times perform only a portion of these services and the Trust or its agent may perform these services on the Trust's behalf. (e) ALPS shall provide additional services on behalf of the Trust (i.e., escheatment services) which may be agreed upon in writing between the Trust and ALPS.

TERMS OF APPOINTMENT; DUTIES OF ALPS. 1.01 Subject to the terms and conditions set forth in this Agreement, the Trust hereby employs and appoints ALPS to act as, and ALPS agrees to act as its transfer agent for the Trust's authorized and issued shares of beneficial interest in the Trust or any other fund of the Trust ("Shares"), dividend disbursing agent and agent in connection with any accumulation, open-account or similar plans provided to the shareholders of the Trust ("Shareholders") and set out in the currently effective prospectus and statement of additional information ("prospectus") of the Trust, including without limitation any periodic investment plan or periodic withdrawal program. 1.02 ALPS agrees that it will perform the following services in accordance with the Trust's prospectus: (a) In accordance with procedures established from time to time by agreement between the Trust and ALPS, ALPS shall: (i) Receive for acceptance, orders for the purchase of Shares, promptly deliver payment and appropriate documentation thereof to the Custodians of the Trust authorized pursuant to the Declaration of Trust of the Trust (who is referred to herein as the "Custodian"), and make proper remittance of any sales load received by it to the persons entitled to the same as instructed by the Trust's AdministratorALPS; (ii) Pursuant to purchase orders, issue the appropriate number of Shares and hold Shares in the appropriate Shareholder account; (iii) In the event any check or other order for the transfer of money is returned unpaid, take such steps as it may deem appropriate or the Trust may instruct to protect the Trust and ALPS from financial loss; (iv) Receive for acceptance redemption requests and redemption directions and deliver the appropriate documentation thereof to the appropriate Custodian; (v) In respect to the transactions in items (i), (ii) and (iv) above, ALPS shall execute transactions directly with broker-dealers authorized by the Trust who shall thereby be deemed to be acting on behalf of the Trust; At the appropriate time as and when it receives monies paid to it by the Custodian with respect to any redemption, pay over or cause to be paid over in the appropriate. manner such monies as instructed by the redeeming Shareholders; (vii) Effect transfers of Shares by the registered owners thereof upon receipt of appropriate instructions; (viii) Prepare and transmit payments (or where appropriate credit a Shareholder account) for dividends and distributions declared by a Fund; (ix) Issue replacement certificates for those certificates alleged to have been lost, stolen or destroyed upon receipt by ALPS of indemnification satisfactory to ALPS and protecting ALPS and the Trust, and ALPS at its option, may issue replacement certificates in place of mutilated stock certificates upon presentation thereof and without such indemnity; (x) Maintain records of account for and advise the Trust and its Shareholders as to the foregoing; and Record the issuance of Shares of the Trust and maintain pursuant to SEC Rule 17Ad-lO(e) a record of the total number of Shares of the Trust which are authorized, based upon data provided to it by the Trust, and issued and outstanding. ALPS shall also provide the Trust on a regular basis with the total number of Shares which are authorized and issued and outstanding and shall have no obligation, when recording the issuance of Shares, to monitor the issuance of such Shares or to take cognizance of any laws relating to the issue or sale of such Shares, which functions shall be the sole responsibility of the Trust. (b) In addition to and neither in lieu nor in contravention of the services set forth in the above paragraph (a), ALPS shall: (i) perform the customary services of a transfer agent, dividend disbursing agent and, as relevant, agent in connection with accumulation, open-account or similar plans (including without limitation any periodic investment plan or periodic withdrawal program), including but not limited to: maintaining all Shareholder accounts, preparing shareholder meeting lists, mailing proxies, mailing Shareholder reports and prospectuses to current Shareholders, withholding taxes on U.S. resident and non-resident alien accounts and maintaining records with respect to such withholding, preparing and filing U.S. Treasury Department Forms 1099 and other appropriate forms required with respect to dividends and distributions by federal authorities for all Shareholders, preparing and mailing confirmation forms and statements of account to Shareholders for all purchases and redemptions of Shares and other confirmable transactions in Shareholder accounts, responding to Shareholder telephone calls and Shareholder correspondence, preparing and mailing activity statements for Shareholders, and providing Shareholder account information and (ii) provide a system which will enable the Trust to monitor the total number of Shares sold in each State. (c) In addition, the Trust's outside legal counsel shall (i) identify to ALPS in writing those transactions and assets to be treated as exempt from blue sky reporting for each State and (ii) verify the establishment of transactions for each State on the system prior to activation and thereafter monitor the daily activity for each State. The responsibility of ALPS for a Fund's blue sky State registration status is solely limited to the initial establishment of transactions subject to blue sky compliance by such Fund and the reporting of such transactions to the Fund as provided above. (d) Procedures as to who shall provide certain of these services in Article 1 may be established from time to time by agreement between the Trust and ALPS per the attached service responsibility schedule. ALPS may at times perform only a portion of these services and the Trust or its agent may perform these services on the Trust's behalf. (e) ALPS shall provide additional services on behalf of the Trust (i.e., escheatment services) which may be agreed upon in writing between the Trust and ALPS.

TERMS OF APPOINTMENT; DUTIES OF ALPS. 1.01 Subject to the terms and conditions set forth in this Agreement, the Trust Fund hereby employs and appoints ALPS to act as, and ALPS agrees to act as its transfer agent for the TrustFund's authorized and issued shares of beneficial interest in the Trust Fund or any other fund of the Trust Fund ("Shares"), dividend disbursing agent and agent in connection with any accumulation, open-account or similar plans provided to the shareholders of the Trust Fund ("Shareholders") and set out in the currently effective prospectus and statement of additional information ("prospectus") of the TrustFund, including without limitation any periodic investment plan or periodic withdrawal program. 1.02 ALPS agrees that it will perform the following services in accordance with the TrustFund's prospectus: (a) In accordance with procedures established from time to time by agreement between the Trust Fund and ALPS, ALPS shall: (i) Receive for acceptance, orders for the purchase of Shares, promptly deliver payment and appropriate documentation thereof to the Custodians Custodian of the Trust Fund authorized pursuant to the Declaration Articles of Trust Incorporation of the Trust Fund (who is referred to herein as the "Custodian"), and make proper remittance of any sales load received by it to the persons entitled to the same as instructed by the TrustFund's Administrator; (ii) Pursuant to purchase orders, issue the appropriate number of Shares and hold such Shares in the appropriate Shareholder account; (iii) In the event any check or other order for the transfer of money is returned unpaid, take such steps as it may deem appropriate or the Trust Fund may instruct to protect the Trust Fund and ALPS from financial loss; (iv) Receive for acceptance redemption requests and redemption directions and deliver the appropriate documentation thereof to the appropriate Custodian; (v) In respect to the transactions in items (i), (ii) and (iv) above, ALPS shall execute transactions directly with broker-dealers authorized by the Trust Fund who shall thereby be deemed to be acting on behalf of the Trust; Fund; (vi) At the appropriate time as and when it receives monies paid to it by the Custodian with respect to any redemption, pay over or cause to be paid over in the appropriate. appropriate manner such monies as instructed by the redeeming Shareholders; (vii) Effect transfers of Shares by the registered owners thereof upon receipt of appropriate instructions; (viii) Prepare and transmit payments (or where appropriate credit a Shareholder account) for dividends and distributions declared by a the Fund; (ix) Issue replacement certificates for those certificates alleged to have been lost, stolen or destroyed upon receipt by ALPS of indemnification satisfactory to ALPS and protecting ALPS and the TrustFund, and ALPS at its option, may issue replacement certificates in place of mutilated stock certificates upon presentation thereof and without such indemnity; (x) Maintain records of account for and advise the Trust Fund and its Shareholders as to the foregoing; and and (xi) Record the issuance of Shares of the Trust Fund and maintain pursuant to SEC Rule 17Ad-lO(e17Ad-10(e) a record of the total number of Shares of the Trust Fund which are authorized, based upon data provided to it by the TrustFund, and issued and outstanding. ALPS shall also provide the Trust Fund on a regular basis with the total number of Shares which are authorized and issued and outstanding and shall have no obligation, when recording the issuance of Shares, to monitor the issuance of such Shares or to take cognizance of any laws relating to the issue or sale of such Shares, which functions shall be the sole responsibility of the TrustFund. (b) In addition to and neither in lieu nor in contravention of the services set forth in the above paragraph (a), ALPS shall: (i) perform the customary services of a transfer agent, dividend disbursing agent and, as relevant, agent in connection with accumulation, open-account or similar plans (including without limitation any periodic investment plan or periodic withdrawal program), including but not limited to: maintaining all Shareholder accounts, preparing shareholder meeting lists, mailing proxies, mailing Shareholder reports and prospectuses to current Shareholders, withholding taxes on U.S. resident and non-resident alien accounts and maintaining records with respect to such withholding, preparing and filing U.S. Treasury Department Forms 1099 and other appropriate forms required with respect to dividends and distributions by federal authorities for all Shareholders, preparing and mailing confirmation forms and statements of account to Shareholders for all purchases and redemptions of Shares and other confirmable transactions in Shareholder accounts, responding to Shareholder telephone calls and Shareholder correspondence, preparing and mailing activity statements for Shareholders, and providing Shareholder account information and (ii) provide a system which will enable the Trust Fund to monitor the total number of Shares sold in each State. (c) In addition, the TrustFund's outside legal counsel shall (i) identify to ALPS in writing those transactions and assets to be treated as exempt from blue sky reporting for each State and (ii) verify the establishment of transactions for each State on the system prior to activation and thereafter monitor the daily activity for each State. The responsibility of ALPS for a Fund's blue sky State registration status is solely limited to the initial establishment of transactions subject to blue sky compliance by such Fund and the reporting of such transactions to the Fund as provided above. (d) Procedures as to who shall provide certain of these services in Article 1 may be established from time to time by agreement between the Trust Fund and ALPS per the attached service responsibility schedule. ALPS may at times perform only a portion of these services and the Trust Fund or its agent may perform these services on the TrustFund's behalf. (e) ALPS shall provide additional services on behalf of the Trust Fund (i.e., escheatment services) which may be agreed upon in writing between the Trust Fund and ALPS.

TERMS OF APPOINTMENT; DUTIES OF ALPS. 1.01 Subject to the terms and conditions set forth in this Agreement, the Trust Fund hereby employs and appoints ALPS to act as, and ALPS agrees to act as its transfer agent for the TrustFund's authorized and issued shares of beneficial interest in the Trust Fund or any other fund of the Trust Fund ("Shares"), dividend disbursing agent and agent in connection with any accumulation, open-account or similar plans provided to the shareholders of the Trust Fund ("Shareholders") and set out in the currently effective prospectus and statement of additional information ("prospectus") of the TrustFund, including without limitation any periodic investment plan or periodic withdrawal program. 1.02 ALPS agrees that it will perform the following services in accordance with the TrustFund's prospectus: (a) In accordance with procedures established from time to time by agreement between the Trust Fund and ALPS, ALPS shall: (i) Receive for acceptance, orders for the purchase of Shares, promptly deliver payment and appropriate documentation thereof to the Custodians Custodian of the Trust Fund authorized pursuant to the Declaration Articles of Trust Incorporation of the Trust Fund (who is referred to herein as the "Custodian"), and make proper remittance of any sales load received by it to the persons entitled to the same as instructed by the TrustFund's Administrator; (ii) Pursuant to purchase orders, issue the appropriate number of Shares and hold such Shares in the appropriate Shareholder account; (iii) In the event any check or other order for the transfer of money is returned unpaid, take such steps as it may deem appropriate or the Trust Fund may instruct to protect the Trust Fund and ALPS from financial loss; (iv) Receive for acceptance redemption requests and redemption directions and deliver the appropriate documentation thereof to the appropriate Custodian; (v) In respect to the transactions in items (i), (ii) and (iv) above, ALPS shall execute transactions directly with broker-dealers authorized by the Trust Fund who shall thereby be deemed to be acting on behalf of the Trust; Fund; (vi) At the appropriate time as and when it receives monies paid to it by the Custodian with respect to any redemption, pay over or cause to be paid over in the appropriate. appropriate manner such monies as instructed by the redeeming Shareholders; (vii) Effect transfers of Shares by the registered owners thereof upon receipt of appropriate instructions; (viii) Prepare and transmit payments (or where appropriate credit a Shareholder account) for dividends and distributions declared by a the Fund; (ix) Issue replacement certificates for those certificates alleged to have been lost, stolen or destroyed upon receipt by ALPS of indemnification satisfactory to ALPS and protecting ALPS and the TrustFund, and ALPS at its option, may issue replacement certificates in place of mutilated stock certificates upon presentation thereof and without such indemnity; (x) Maintain records of account for and advise the Trust Fund and its Shareholders as to the foregoing; and and (xi) Record the issuance of Shares of the Trust Fund and maintain pursuant to SEC Rule 17Ad-lO(e17Ad-10(e) a record of the total number of Shares of the Trust Fund which are authorized, based upon data provided to it by the TrustFund, and issued and outstanding. ALPS shall also provide the Trust Fund on a regular basis with the total number of Shares which are authorized and issued and outstanding and shall have no obligation, when recording the issuance of Shares, to monitor the issuance of such Shares or to take cognizance of any laws relating to the issue or sale of such Shares, which functions shall be the sole responsibility of the TrustFund. (b) In addition to and neither in lieu nor in contravention of the services set forth in the above paragraph (a), ALPS shall: (i) perform the customary services of a transfer agent, dividend disbursing agent and, as relevant, agent in connection with accumulation, open-open- account or similar plans (including without limitation any periodic investment plan or periodic withdrawal program), including but not limited to: maintaining all Shareholder accounts, preparing shareholder meeting lists, mailing proxies, mailing Shareholder reports and prospectuses to current Shareholders, withholding taxes on U.S. resident and non-resident alien accounts and maintaining records with respect to such withholding, preparing and filing U.S. Treasury Department Forms 1099 and other appropriate forms required with respect to dividends and distributions by federal authorities for all Shareholders, preparing and mailing confirmation forms and statements of account to Shareholders for all purchases and redemptions of Shares and other confirmable transactions in Shareholder accounts, responding to Shareholder telephone calls and Shareholder correspondence, preparing and mailing activity statements for Shareholders, and providing Shareholder account information and (ii) provide a system which will enable the Trust Fund to monitor the total number of Shares sold in each State. (c) In addition, the TrustFund's outside legal counsel shall (i) identify to ALPS in writing those transactions and assets to be treated as exempt from blue sky reporting for each State and (ii) verify the establishment of transactions for each State on the system prior to activation and thereafter monitor the daily activity for each State. The responsibility of ALPS for a Fund's blue sky State registration status is solely limited to the initial establishment of transactions subject to blue sky compliance by such Fund and the reporting of such transactions to the Fund as provided above. (d) Procedures as to who shall provide certain of these services in Article 1 may be established from time to time by agreement between the Trust Fund and ALPS per the attached service responsibility schedule. ALPS may at times perform only a portion of these services and the Trust Fund or its agent may perform these services on the TrustFund's behalf. (e) ALPS shall provide additional services on behalf of the Trust Fund (i.e., escheatment services) which may be agreed upon in writing between the Trust Fund and ALPS.

TERMS OF APPOINTMENT; DUTIES OF ALPS. 1.01 Subject to the terms and conditions set forth in this Agreement, the Trust hereby employs and appoints ALPS to act as, and ALPS agrees to act as its as, the Trust's transfer agent for the Trust's authorized and issued shares of beneficial interest in ("Shares") of the Stonebridge Growth Fund and Stonebridge Aggressive Growth Fund series of the Trust or (each a "Fund" and collectively, the "Funds") and any other fund additional series of shares of the Trust ("Shares"), dividend disbursing agent and agent in connection with any accumulation, open-account or similar plans provided to the shareholders of the Trust ("Shareholders") and set out in the currently effective prospectus and statement of additional information from time to time ("prospectus") of the Trust, including without limitation any periodic investment plan or periodic withdrawal program. 1.02 ALPS agrees that it will perform the following services in accordance with the Trust's prospectus: (a) In accordance with procedures established from time to time by agreement between the Trust and ALPS, ALPS shall: (i) Receive for acceptance, acceptance orders for the purchase of Shares, promptly deliver payment and appropriate documentation thereof to the Custodians Custodian of the Trust authorized pursuant to the Declaration of Trust of the Trust Fund (who is referred to herein as the "Custodian")) authorized by the Board of Trustees of the Trust, and make proper remittance of any sales load received by it to the persons entitled to the same as instructed by the Trust's Administrator; (ii) Pursuant to purchase orders, issue the appropriate number of Shares and hold such Shares in the appropriate Shareholder accountaccounts; (iii) In the event any check or other order for the transfer of money is returned unpaid, take such steps as it may deem appropriate or the Trust may instruct to protect the Trust and ALPS from financial loss; (iv) Receive for acceptance redemption requests and redemption directions and deliver the appropriate documentation thereof to the appropriate Custodian; (v) In respect to the transactions in items (i), (ii) and (iv) above, ALPS shall execute transactions directly with broker-dealers authorized by the Trust who shall thereby be deemed to be acting on behalf of the Trust; ; (vi) At the appropriate time as and when it receives monies paid to it by the Custodian with respect to any redemption, pay over or cause to be paid over in the appropriate. appropriate manner such monies as instructed by the redeeming Shareholders; (vii) Effect transfers of Shares by the registered owners thereof upon receipt of appropriate instructions; (viii) Prepare and transmit payments (or where appropriate credit a Shareholder accountaccounts) for dividends and distributions declared by a Fundthe Trust; (ix) Issue replacement certificates for those certificates alleged to have been lost, stolen or destroyed upon receipt by ALPS of indemnification satisfactory to ALPS and protecting ALPS and the Trust, and ALPS at its option, may issue replacement certificates in place of mutilated stock certificates upon presentation thereof and without such indemnity; (x) Maintain records of account for and advise the Trust and its Shareholders as to the foregoing; and and (x) Record the issuance of Shares of the Trust and maintain pursuant to SEC Rule 17Ad-lO(e17Ad-10(e) a record of the total number of Shares of the Trust which are authorized, based upon data provided to it by the Trust, and issued and outstanding. ALPS shall also provide the Trust on a regular basis with the total number of Shares which are authorized and issued and outstanding and shall have no obligation, when recording the issuance of Shares, to monitor the issuance of such Shares or to take cognizance of any laws relating to the issue or sale of such Shares, which functions shall be the sole responsibility of the Trustoutstanding. (b) In addition to and neither in lieu nor in contravention of the services set forth in the above paragraph (a), ALPS shall: (i) perform the customary services of a transfer agent, dividend disbursing agent and, as relevant, agent in connection with accumulation, open-account or similar plans (including without limitation any periodic investment plan or periodic withdrawal program), including but not limited to: maintaining all Shareholder accounts, preparing shareholder meeting lists, mailing proxies, mailing Shareholder reports and prospectuses to current Shareholders, withholding taxes on U.S. resident and non-resident alien accounts and maintaining records with respect to such withholding, preparing and filing U.S. Treasury Department Forms 1099 and other appropriate forms required with respect to dividends and distributions by federal authorities for all Shareholders, preparing and mailing confirmation forms and statements of account to Shareholders for all purchases and redemptions of Shares and other confirmable transactions in Shareholder accounts, responding to Shareholder telephone calls and Shareholder correspondence, preparing and mailing activity statements for Shareholders, and providing Shareholder account information and information; and (ii) provide a system which will enable the Trust to monitor the total number of Shares sold in each State. (c) In addition, the Trust's administrator, with assistance from outside legal counsel if necessary, shall (i) identify to ALPS in writing those transactions and assets to be treated as exempt from blue sky reporting for each State and (ii) verify the establishment of transactions for each State on the system established pursuant to (b)(ii) above prior to activation and thereafter monitor the daily activity for each State. The responsibility of ALPS for a Fund's blue sky State registration status is solely limited to the initial establishment of transactions subject to blue sky compliance by such Fund and the reporting of such transactions to the Fund as provided above. (d) Procedures as to who shall provide certain of these services in Article 1 may be established from time to time by agreement between the Trust and ALPS per in accordance with the attached service responsibility schedule. ALPS may at times perform only a portion of these services and the Trust or its agent may perform these services on the Trust's behalf. (e) ALPS shall provide additional services on behalf of the Trust (i.e.e.g., escheatment services) which may be agreed upon in writing between the Trust and ALPS.

TERMS OF APPOINTMENT; DUTIES OF ALPS. 1.01 Subject to the terms and conditions set forth in this Agreement, the Trust hereby employs and appoints ALPS to act as, and ALPS agrees to act as its transfer agent for the Trust's authorized and issued shares of beneficial interest in the Trust or any other fund of the Trust ("Shares"), dividend disbursing agent and agent in connection with any accumulation, open-account or similar plans provided to the shareholders of the Trust ("Shareholders") and set out in the currently effective prospectus and statement of additional information ("prospectus") of the Trust, including without limitation any periodic investment plan or periodic withdrawal program. 1.02 ALPS agrees that it will perform the following services in accordance with the Trust's prospectus: (a) In accordance with procedures established from time to time by agreement between the Trust and ALPS, ALPS shall: (i) Receive for acceptance, orders for the purchase of Shares, promptly deliver payment and appropriate documentation thereof to the Custodians of the Trust authorized pursuant to the Declaration of Trust of the Trust (who is referred to herein as the "Custodian"), and make proper remittance of any sales load received by it to the persons entitled to the same as instructed by the Trust's Administrator; (ii) Pursuant to purchase orders, issue the appropriate number of Shares and hold Shares in the appropriate Shareholder account; (iii) In the event any check or other order for the transfer of money is returned unpaid, take such steps as it may deem appropriate or the Trust may instruct to protect the Trust and ALPS from financial loss; (iv) Receive for acceptance redemption requests and redemption directions and deliver the appropriate documentation thereof to the appropriate Custodian; (v) In respect to the transactions in items (i), (ii) and (iv) above, ALPS shall execute transactions directly with broker-dealers authorized by the Trust who shall thereby be deemed to be acting on behalf of the Trust; At the appropriate time as and when it receives monies paid to it by the Custodian with respect to any redemption, pay over or cause to be paid over in the appropriate. manner such monies as instructed by the redeeming Shareholders; (vii) Effect transfers of Shares by the registered owners thereof upon receipt of appropriate instructions; (viii) Prepare and transmit payments (or where appropriate credit a Shareholder account) for dividends and distributions declared by a Fund; (ix) Issue replacement certificates for those certificates alleged to have been lost, stolen or destroyed upon receipt by ALPS of indemnification satisfactory to ALPS and protecting ALPS and the Trust, and ALPS at its option, may issue replacement certificates in place of mutilated stock certificates upon presentation thereof and without such indemnity; (x) Maintain records of account for and advise the Trust and its Shareholders as to the foregoing; and Record the issuance of Shares of the Trust and maintain pursuant to SEC Rule 17Ad-lO(e) a record of the total number of Shares of the Trust which are authorized, based upon data provided to it by the Trust, and issued and outstanding. ALPS shall also provide the Trust on a regular basis with the total number of Shares which are authorized and issued and outstanding and shall have no obligation, when recording the issuance of Shares, to monitor the issuance of such Shares or to take cognizance of any laws relating to the issue or sale of such Shares, which functions shall be the sole responsibility of the Trust. (b) In addition to and neither in lieu nor in contravention of the services set forth in the above paragraph (a), ALPS shall: (i) perform the customary services of a transfer agent, dividend disbursing agent and, as relevant, agent in connection with accumulation, open-account or similar plans (including without limitation any periodic investment plan or periodic withdrawal program), including but not limited to: maintaining all Shareholder accounts, preparing shareholder meeting lists, mailing proxies, mailing Shareholder reports and prospectuses to current Shareholders, withholding taxes on U.S. resident and non-resident alien accounts and maintaining records with respect to such withholding, preparing and filing U.S. Treasury Department Forms 1099 and other appropriate forms required with respect to dividends and distributions by federal authorities for all Shareholders, preparing and mailing confirmation forms and statements of account to Shareholders for all purchases and redemptions of Shares and other confirmable transactions in Shareholder accounts, responding to Shareholder telephone calls and Shareholder correspondence, preparing and mailing activity statements for Shareholders, and providing Shareholder account information and (ii) provide a system which will enable the Trust to monitor the total number of Shares sold in each State. (c) In addition, the Trust's outside legal counsel shall (i) identify to ALPS in writing those transactions and assets to be treated as exempt from blue sky reporting for each State and (ii) verify the establishment of transactions for each State on the system prior to activation and thereafter monitor the daily activity for each State. The responsibility of ALPS for a Fund's blue sky State registration status is solely limited to the initial establishment of transactions subject to blue sky compliance by such Fund and the reporting of such transactions to the Fund as provided above. (d) Procedures as to who shall provide certain of these services in Article 1 may be established from time to time by agreement between the Trust and ALPS per the attached service responsibility schedule. ALPS may at times perform only a portion of these services and the Trust or its agent may perform these services on the Trust's behalf. (e) ALPS shall provide additional services on behalf of the Trust (i.e., escheatment services) which may be agreed upon in writing between the Trust and ALPS.

TERMS OF APPOINTMENT; DUTIES OF ALPS. 1.01 Subject to the terms and conditions set forth in this Agreement, the Trust hereby employs and appoints ALPS to act as, and ALPS agrees to act as its transfer agent for the Trust's ’s authorized and issued shares of beneficial interest in the Trust or any other fund of the Trust ("“Shares"”), dividend disbursing agent and agent in connection with any accumulation, open-account or similar plans provided to the shareholders of the Trust ("“Shareholders"”) and set out in the currently effective prospectus and statement of additional information ("“prospectus"”) of the Trust, including without limitation any periodic investment plan or periodic withdrawal program. 1.02 ALPS agrees that it will perform the following services in accordance with the Trust's ’s prospectus: (a) In accordance with procedures established from time to time by agreement between the Trust and ALPS, ALPS shall: (i) Receive for acceptance, orders for the purchase of Shares, promptly deliver payment and appropriate documentation thereof to the Custodians of the Trust authorized pursuant to the Declaration of Trust of the Trust (who is referred to herein as the "“Custodian"”), and make proper remittance of any sales load received by it to the persons entitled to the same as instructed by the Trust's AdministratorALPS; (ii) Pursuant to purchase orders, issue the appropriate number of Shares and hold Shares in the appropriate Shareholder account; (iii) In the event any check or other order for the transfer of money is returned unpaid, take such steps as it may deem appropriate or the Trust may instruct to protect the Trust and ALPS from financial loss; (iv) Receive for acceptance redemption requests and redemption directions and deliver the appropriate documentation thereof to the appropriate Custodian; (v) In respect to the transactions in items (i), (ii) and (iv) above, ALPS shall execute transactions directly with broker-dealers authorized by the Trust who shall thereby be deemed to be acting on behalf of the Trust; At the appropriate time as and when it receives monies paid to it by the Custodian with respect to any redemption, pay over or cause to be paid over in the appropriate. manner such monies as instructed by the redeeming Shareholders; (vii) Effect transfers of Shares by the registered owners thereof upon receipt of appropriate instructions; (viii) Prepare and transmit payments (or where appropriate credit a Shareholder account) for dividends and distributions declared by a Fund; (ix) Issue replacement certificates for those certificates alleged to have been lost, stolen or destroyed upon receipt by ALPS of indemnification satisfactory to ALPS and protecting ALPS and the Trust, and ALPS at its option, may issue replacement certificates in place of mutilated stock certificates upon presentation thereof and without such indemnity; (x) Maintain records of account for and advise the Trust and its Shareholders as to the foregoing; and Record the issuance of Shares of the Trust and maintain pursuant to SEC Rule 17Ad-lO(e) a record of the total number of Shares of the Trust which are authorized, based upon data provided to it by the Trust, and issued and outstanding. ALPS shall also provide the Trust on a regular basis with the total number of Shares which are authorized and issued and outstanding and shall have no obligation, when recording the issuance of Shares, to monitor the issuance of such Shares or to take cognizance of any laws relating to the issue or sale of such Shares, which functions shall be the sole responsibility of the Trust. (b) In addition to and neither in lieu nor in contravention of the services set forth in the above paragraph (a), ALPS shall: (i) perform the customary services of a transfer agent, dividend disbursing agent and, as relevant, agent in connection with accumulation, open-account or similar plans (including without limitation any periodic investment plan or periodic withdrawal program), including but not limited to: maintaining all Shareholder accounts, preparing shareholder meeting lists, mailing proxies, mailing Shareholder reports and prospectuses to current Shareholders, withholding taxes on U.S. resident and non-resident alien accounts and maintaining records with respect to such withholding, preparing and filing U.S. Treasury Department Forms 1099 and other appropriate forms required with respect to dividends and distributions by federal authorities for all Shareholders, preparing and mailing confirmation forms and statements of account to Shareholders for all purchases and redemptions of Shares and other confirmable transactions in Shareholder accounts, responding to Shareholder telephone calls and Shareholder correspondence, preparing and mailing activity statements for Shareholders, and providing Shareholder account information and (ii) provide a system which will enable the Trust to monitor the total number of Shares sold in each State. (c) In addition, the Trust's outside legal counsel shall (i) identify to ALPS in writing those transactions and assets to be treated as exempt from blue sky reporting for each State and (ii) verify the establishment of transactions for each State on the system prior to activation and thereafter monitor the daily activity for each State. The responsibility of ALPS for a Fund's blue sky State registration status is solely limited to the initial establishment of transactions subject to blue sky compliance by such Fund and the reporting of such transactions to the Fund as provided above. (d) Procedures as to who shall provide certain of these services in Article 1 may be established from time to time by agreement between the Trust and ALPS per the attached service responsibility schedule. ALPS may at times perform only a portion of these services and the Trust or its agent may perform these services on the Trust's behalf. (e) ALPS shall provide additional services on behalf of the Trust (i.e., escheatment services) which may be agreed upon in writing between the Trust and ALPS.