MSS Series Trust Sample Contracts

FORM OF MANAGEMENT AGREEMENT
Management Agreement • March 27th, 2020 • MSS Series Trust • Ohio

The Trust has been organized to engage in the business of an open-end management investment company. The Trust currently has four series of shares in registration.

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AMERICAN MONEY MANAGEMENT FUNDS
American Money Management Funds • July 12th, 2006
TRANSFER AGENT AGREEMENT
Transfer Agent Agreement • December 30th, 2020 • MSS Series Trust • Ohio

THIS AGREEMENT is made and entered into this 20th day of December, 2020, by and between the MSS Series Trust (the “Trust”), an Ohio business trust having its principal place of business at 8000 Town Centre Drive, Suit 400, Broadview Height, Ohio, 44147, and Mutual Shareholder Services, LLC, a Delaware Limited Liability Company (“MSS”).

ACCOUNTING SERVICES AGREEMENT
Accounting Services Agreement • December 30th, 2020 • MSS Series Trust • Ohio

THIS AGREEMENT is made and entered into this 30th day of December, 2020, by and between the MSS Series Trust (the “Trust”), an Ohio business trust having its principal place of business at 8000 Town Centre Drive, Suit 400, Broadview Height, Ohio, 44147, and Mutual Shareholder Services, LLC, a Delaware Limited Liability Company (“MSS”).

DISTRIBUTION AGREEMENT
Distribution Agreement • March 31st, 2021 • MSS Series Trust • Ohio

This Distribution Agreement (this “Agreement”), dated March 5, 2021, is made by and among MSS Series Trust, an Ohio business trust (the “Trust”), Oelschlager Investments LLC, a limited liability company organized under the laws of the state of Ohio (the “Advisor”), and Ultimus Fund Distributors, LLC, a limited liability company organized under the laws of the state of Ohio (“Distributor”).

ADMINISTRATION AGREEMENT
Administration Agreement • September 1st, 2006 • American Money Management Funds • Ohio

American Money Management Funds (the “Trust”) herewith confirms our agreement with you. The Trust has been organized to engage in the business of an open-end management investment company. The Trust currently offers several series of shares to investors.

CUSTODY AGREEMENT
Custody Agreement • September 1st, 2006 • American Money Management Funds • Ohio

Annual Fee Based Upon Market Value Per Fund* .40 basis point on average daily market value Minimum annual fee per fund - $4,800 Plus portfolio transaction fees Portfolio Transaction Fees $ 4.00 per book entry DTC transaction $ 4.00 per principal paydown $ 6.00 per short sale $ 7.00 per US Bank repurchase agreement transaction $ 8.00 per option/future contract written, exercised or expired $10.00 per book entry Federal Reserve transaction $15.00 per mutual fund trade $50.00 per Cedel/Euroclear transaction $ 5.00 per disbursement (waived if U.S. Bancorp is Administrator) $ 6.00 per Fed Wire $15.00 per margin variation Fed wire $150.00 per segregated account per year • A transaction is a purchase/sale of a security, free receipt/free delivery, maturity, tender or exchange. • No charge for the initial conversion free receipt. • Overdrafts – charged to the account at prime interest rate plus 2. Plus Out-Of-Pocket Expenses – Including but not limited to expenses incurred in the safek

TRI-PARTY AGREEMENT FOR DISTRIBUTION SERVICES
Tri-Party Agreement for Distribution Services • December 30th, 2020 • MSS Series Trust • Ohio
TRANSFER AGENT AGREEMENT
Transfer Agent Agreement • December 19th, 2019 • MSS Series Trust • Ohio

THIS AGREEMENT is made and entered into this 19th day of December, 2019, by and between the MSS Series Trust (the “Trust”), an Ohio business trust having its principal place of business at 8000 Town Centre Drive, Suite 400, Broadview Heights, Ohio, 44147, and Mutual Shareholder Services, LLC, a Delaware Limited Liability Company (“MSS”).

CHIEF COMPLIANCE OFFICER SERVICES AGREEMENT
Chief Compliance Officer Services Agreement • December 30th, 2020 • MSS Series Trust • Ohio

This CHIEF COMPLIANCE OFFICER SERVICES AGREEMENT is made and entered into as of this 30th day of December, 2020 by and between MSS Series Trust, a Ohio business trust (the “Trust”) and Empirical Administration, LLC, a Ohio limited liability company (“Empirical”).

ADMINISTRATION AGREEMENT
Administration Agreement • December 30th, 2020 • MSS Series Trust • Ohio

This ADMINISTRATION AGREEMENT is made and entered into as of this 29th day of December, 2020 by and between MSS Series Trust, a Ohio business trust (the “Trust”) and Empirical Administration, LLC, a Ohio limited liability company (“Empirical”).

CUSTODY AGREEMENT
Custody Agreement • December 22nd, 2017 • MSS Series Trust • Minnesota

THIS AGREEMENT is made and entered into as of this 22nd day of November, 2017, by and between MSS Series Trust, a Delaware statutory trust (the “Trust”), and U.S. Bank National Association, a national banking association organized and existing under the laws of the United States of America (the “Custodian”).

TRI_PARTY AGREEMENT FOR DISTRIBUTION SERVICES
Tri_party Agreement for Distribution Services • November 22nd, 2017 • MSS Series Trust • Ohio

THIS AGREEMENT is made as of October 16, 2017, between MSS Series Trust, CCA Aggressive Return Fund (the “Trust” and/or Investment Company “IC”, or “Fund”), a Delaware statutory Trust/IC, Checchi Capital Advisers, LLC the Registered Investment Advisor (the “RIA”) a Delaware corporation, and Arbor Court Capital (“ACC”), a limited liability corporation organized and existing under the laws of the State of Ohio.

CUSTODY AGREEMENT
Custody Agreement • March 30th, 2021 • MSS Series Trust • Ohio

THIS CUSTODY AGREEMENT (“Agreement”), dated as of January 7, 2020, is entered into by and between THE HUNTINGTON NATIONAL BANK, a national bank organized under the laws of the United States (the “Custodian” or “Bank”), and Wrona Investment Management, LLC, an LLC formed under the laws of the State of Delaware (the “Company”).

AMENDED AND RESTATED EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • March 30th, 2018 • MSS Series Trust

THIS AGREEMENT, dated as of March 13, 2018, is made and entered into by and between MSS Series Trust, an Ohio business trust (the "Trust"), on behalf of the CCA Aggressive Return Fund (the "Fund”), and Checchi Capital Advisers, LLC (the "Adviser"), a Delaware limited liability company and supersedes any previous expense limitation agreements entered into by the parties.

LOAN AGREEMENT
Loan Agreement • July 26th, 2018 • MSS Series Trust • Ohio

This LOAN AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, the "Agreement") is made and entered into effective as of the 15th day of December, 2017 by and between MSS Series Trust, an Ohio business trust with its address at 8000 Town Centre Drive, Suite 400, Broadview Heights, Ohio 44147 acting on behalf of the CCA Aggressive Return Fund (the "Borrower") and U.S. BANK NATIONAL ASSOCIATION, a national banking association with its address at 425 Walnut Street, Cincinnati, Ohio 45202 (the "Bank").

DISTRIBUTION AGREEMENT
Distribution Agreement • December 19th, 2019 • MSS Series Trust • Delaware

THIS AGREEMENT is made and entered into as of December 19, 2019 by and between MSS Series Trust, an Ohio business trust (the “Client”) and Foreside Financial Services, LLC a Delaware limited liability company (the “Distributor”).

MSS SERIES TRUST OPERATING EXPENSES LIMITATION AND SECURITY AGREEMENT FOOTPRINTS DISCOVER VALUE FUND
And Security Agreement • March 29th, 2019 • MSS Series Trust • Ohio

THIS OPERATING EXPENSES LIMITATION AND SECURITY AGREEMENT (the “Agreement”) is effective as of the 1 day of January, 2019, by and between MSS Series Trust, an Ohio business trust (the “Trust”), on behalf of Footprints Discover Value Fund (the “Fund”) a series of the Trust, and the advisor of the Fund, Footprints Asset management & Research, Inc. (the “Advisor”), a Nebraska corporation.

LOAN AGREEMENT
Loan Agreement • September 1st, 2017 • MSS Series Trust

This LOAN AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, the "Agreement") is made and entered into as of the ____ day of __________, 2017 by and between MSS SERIES TRUST, an Ohio business trust with its address at (the “Borrower”) and U.S. BANK NATIONAL ASSOCIATION, with its address at 425 Walnut Street, Cincinnati, Ohio 45202 (the "Bank").

MSS SERIES TRUST OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • September 28th, 2020 • MSS Series Trust • New York

THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) by and between MSS SERIES TRUST, an Ohio business trust (the “Trust”), on behalf of Fallen Angels Income Fund, (the “Fund”) a series of the Trust and American Money Management, LLC (the “Advisor”).

MSS SERIES TRUST INVESTMENT ADVISORY AGREEMENT PARVIN FUND MANAGEMENT, LLC
Investment Advisory Agreement • December 30th, 2020 • MSS Series Trust • Ohio

The Trust has been organized to engage in the business of an open-end management investment company. The Trust currently has several series of shares in registration.

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MSS SERIES TRUST OPERATING EXPENSES LIMITATION AGREEMENT OELSCHLAGER INVESTMENTS, LLC
Operating Expenses Limitation Agreement • December 19th, 2019 • MSS Series Trust • New York

THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) by and between MSS SERIES TRUST, an Ohio business trust (the “Trust”), on behalf of Oelschlager Equity Fund and Oelschlager Technology Fund, (each a “Fund” and collectively, the “Funds”) each a series of the Trust and Oelschlager Investments, LLC (the “Advisor”).

MSS SERIES TRUST OPERATING EXPENSES LIMITATION AGREEMENT WRONA INVESTMENT MANAGEMENT, LLC
Operating Expenses Limitation Agreement • January 17th, 2020 • MSS Series Trust • New York

THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) by and between MSS SERIES TRUST, an Ohio business trust (the “Trust”), on behalf of the One Rock, (the “Fund”) a series of the Trust and Wrona Investment Management, LLC (the “Advisor”).

MSS SERIES TRUST OPERATING EXPENSES LIMITATION AGREEMENT OELSCHLAGER INVESTMENTS, LLC
Operating Expenses Limitation Agreement • March 31st, 2021 • MSS Series Trust • New York

THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) by and between MSS SERIES TRUST, a Delaware statutory trust (the “Trust"), on behalf of Towpath Focus Fund and Towpath Technology Fund, (each a “Fund” and collectively, the “Funds”) each a series of the Trust and Oelschlager Investments, ITC (the “Advisor”).

FIRST AMENDMENT TO THE CUSTODY AGREEMENT
Custody Agreement • December 22nd, 2017 • MSS Series Trust

THIS Amendment is made and effective as of December 12, 2017, to the Custody Agreement, dated as of November 22, 2017 by and between MSS Series Trust, a Delaware statutory trust (the “Trust”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America (the “Custodian”).

THIRD AMENDMENT TO THE CUSTODY AGREEMENT
Custody Agreement • December 19th, 2019 • MSS Series Trust

THIS Amendment is made and effective as of the last date on the signature page to the Custody Agreement, dated as of November 22, 2017 by and between MSS Series Trust, a Delaware statutory trust (the “Trust”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America (the “Custodian”).

FIFTH AMENDMENT TO THE CUSTODY AGREEMENT
The Custody Agreement • December 30th, 2020 • MSS Series Trust

THIS Amendment is made and effective as of December 17, 2020 to the Custody Agreement, dated as of November 22, 2017 by and between MSS SERIES TRUST, a Delaware statutory trust (the “Trust”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America (the “Custodian”).

SUBSCRIPTION AGREEMENT BETWEEN THE TRUST AND THE INVESTORS AMM FALLEN ANGELS INCOME FUND AND AMM FALLEN ANGELS FUND EACH A SERIES OF THE AMERICAN MONEY MANAGEMENT FUNDS LETTER OF INVESTMENT INTENT
Subscription Agreement • September 1st, 2006 • American Money Management Funds

The undersigned (the “Purchaser”) hereby subscribes to purchase a beneficial interest (the “Interest”) of the AMM Fallen Angels Income Fund, a series of the American Money Management Funds, in the amount of $50,000 for 5,000 shares at net asset value of $10.00 per share, in consideration for which the Purchaser agrees to transfer to you upon demand cash in the amount of $50,000.

SECOND AMENDMENT TO THE CUSTODY AGREEMENT
Custody Agreement • November 28th, 2018 • MSS Series Trust

THIS Amendment is made and effective as of the last date on the signature page to the Custody Agreement, dated as of November 22, 2017 by and between MSS Series Trust, a Delaware statutory trust (the “Trust”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America (the “Custodian”).

FORM OF MANAGEMENT AGREEMENT
Management Agreement • December 19th, 2019 • MSS Series Trust • Ohio

The Trust has been organized to engage in the business of an open-end management investment company. The Trust currently has four series of shares in registration.

MSS SERIES TRUST OPERATING EXPENSES LIMITATION AGREEMENT PARVIN FUND MANAGEMENT, LLC
Operating Expenses Limitation Agreement • December 30th, 2020 • MSS Series Trust • Ohio

THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) by and between MSS SERIES TRUST, an Ohio business trust (the “Trust”), on behalf of Parvin Hedged Equity Solari World Fund and Parvin Select Equity Solari World Fund, (each a “Fund” and collectively, the “Funds”) each a series of the Trust and Parvin Fund Management, LLC (the “Advisor”).

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