XTF Advisors Trust Sample Contracts

INVESTMENT ADVISORY AGREEMENT Between XTF ADVISORS TRUST and XTF ADVISORS LLC
Investment Advisory Agreement • March 12th, 2007 • XTF Advisors Trust • New York

AGREEMENT, made as of February 20, 2007 between XTF Advisors Trust, a Delaware statutory trust (the "Trust"), and XTF Advisors LLC (the "Adviser"), having its principal offices at 110 Wall Street, 18th Floor, New York, New York 10005.

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AGREEMENT AND DECLARATION OF TRUST of XTF Advisors Trust a Delaware Statutory Trust
Declaration of Trust • October 27th, 2006 • XTF Advisors Trust • Delaware
FUND PARTICIPATION AGREEMENT
Fund Participation Agreement • April 5th, 2007 • XTF Advisors Trust • New York

THIS AGREEMENT is made as of April 9, 2007, between XTF Advisors Trust, an open-end management investment company organized as a Delaware business trust (the “Trust”), XTF Advisors LLC, a registered investment adviser organized as a limited liability company under the laws of Delaware and Genworth Life Insurance Company of New York, a life insurance company organized under the laws of the State of New York (the “Company”), on its own behalf and on behalf of each segregated asset account of the Company set forth on Schedule A, as the parties hereto may amend it from time to time (the “Accounts”) (individually, a “Party”, and collectively, the “Parties”).

FUND ACCOUNTING SERVICE AGREEMENT Between
Fund Accounting Service Agreement • March 12th, 2007 • XTF Advisors Trust • New York

AGREEMENT made as of the 20th day of February 2007, by and XTF ADVISORS TRUST, a Delaware business trust, having its principal office and place of business at 110 Wall Street, 18th Floor, New York, NY 10005 (the "Trust") and GEMINI FUND SERVICES, LLC, a Nebraska limited liability company having its principal office and place of business at the Hauppauge Corporate Center, 450 Wireless Boulevard, Hauppauge, New York 11788 (“GFS”).

TRANSFER AGENCY SERVICE AGREEMENT
Transfer Agency Service Agreement • March 12th, 2007 • XTF Advisors Trust • New York

AGREEMENT made this 20th day of February 2007, by and between the XTF ADVISORS TRUST, a Delaware business trust, having its principal office and place of business at 110 Wall Street, 18th Floor, New York, NY 10005, (the “Trust”), and Gemini Fund Services, LLC., a Nebraska limited liability company having its principal office at 450 Wireless Boulevard, Hauppauge, NY 11788 (“GFS”).

ADMINISTRATION SERVICE AGREEMENT between
Administration Service Agreement • March 12th, 2007 • XTF Advisors Trust • New York

AGREEMENT made as of the 20th day of February 2007, by and XTF ADVISORS TRUST, a Delaware business trust, having its principal office and place of business at 110 Wall Street, 18th Floor, New York, NY 10005 (the "Trust") and GEMINI FUND SERVICES, LLC, a Nebraska limited liability company having its principal office and place of business at the Hauppauge Corporate Center, 450 Wireless Boulevard, Hauppauge, New York 11788 (“GFS”).

UNDERWRITING AGREEMENT Between XTF ADVISORS TRUST and AQUARIUS FUND DISTRIBUTORS, LLC
Underwriting Agreement • March 3rd, 2008 • XTF Advisors Trust • Nebraska

AGREEMENT made this 19th day of February 2007, by and between XTF ADVISORS TRUST, a Delaware statutory trust, having its principal office and place of business at 110 Wall Street, 18th Floor, New York, NY 10005 (the “Trust”), and AQUARIUS FUND DISTRIBUTORS, LLC, a Nebraska limited liability company having its principal office and place of business at 4020 South 147th Street, Omaha, Nebraska 68137 (“AFD”).

CUSTODY AGREEMENT
Custody Agreement • March 12th, 2007 • XTF Advisors Trust • New York

AGREEMENT, dated as of February 20, 2007 by and between XTF ADVISORS TRUST and XTF INVESTORS TRUST, each a Delaware business trust, having their principal office and place of business at 110 Wall Street, 18th Floor, New York, NY 10005, (each a “Trust” and collectively the “Trusts”) and The Bank of New York, a New York corporation authorized to do a banking business having its principal office and place of business at One Wall Street, New York, New York 10286 (“Custodian”).

UNDERWRITING AGREEMENT Between XTF ADVISORS TRUST and XTF CAPITAL LLC
Underwriting Agreement • March 12th, 2007 • XTF Advisors Trust • Nebraska

AGREEMENT made as of the 20th day of February 2007, by and XTF ADVISORS TRUST, a Delaware business trust, having its principal office and place of business at 110 Wall Street, 18th Floor, New York, NY 10005 (the "Trust"), and XTF CAPITAL LLC, (“XTF CAPITAL”).

XTF ADVISORS TRUST OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • March 12th, 2007 • XTF Advisors Trust • New York

THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) is effective as of the 20TH day of February, 2007, by and between XTF ADVISORS TRUST, a Delaware statutory trust (the “Trust”), on behalf of its Portfolios, (the “Portfolios”) each a series of the Trust and the Advisor of such Portfolios, XTF Advisors LLC (the “Advisor”).

INTERIM INVESTMENT ADVISORY AGREEMENT Between XTF ADVISORS TRUST and CLS INVESTMENT FIRM, LLC
Investment Advisory Agreement • March 3rd, 2008 • XTF Advisors Trust • New York

INTERIM ADVISORY AGREEMENT (the “Agreement”), made as of February 25, 2008, between XTF Advisors Trust, a Delaware statutory trust (the "Trust"), and CLS Investment Firm, LLC, a Nebraska limited liability company, having its principal offices at 4020 South 147th Street, Omaha, Nebraska 68137 (“CLS” or the “Adviser”).

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