Broadmark Funds Sample Contracts

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CUSTODY AGREEMENT
Custody Agreement • May 2nd, 2013 • Broadmark Funds • Minnesota

THIS AGREEMENT is made and entered into as of this 28th day of December, 2012, by and between BROADMARK FUNDS, 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").

DISTRIBUTION AGREEMENT
Distribution Agreement • May 2nd, 2013 • Broadmark Funds • Delaware

THIS AGREEMENT is made and entered into as of this 28th day of December 2012, by and between Broadmark Funds, a Delaware statutory trust (the "Client") and Foreside Fund Services, LLC, a Delaware limited liability company (the "Distributor").

BROADMARK FUNDS FIRST AMENDMENT TO THE CUSTODY AGREEMENT
Custody Agreement • May 2nd, 2013 • Broadmark Funds

THIS FIRST AMENDMENT, dated as of the 18th day of April, 2013, to the Custody Agreement dated as of December 28, 2012, the ("Custody Agreement"), is entered into by and between BROADMARK FUNDS, 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").

BROADMARK FUNDS INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • May 2nd, 2013 • Broadmark Funds • Delaware

This Investment Management Agreement ("Agreement") is made as of the 3rd day of December, 2012, by and between BROADMARK FUNDS, a Delaware statutory trust (the "Trust"), on behalf of its series listed on Schedule A hereto (each, a "Fund" and collectively, the "Funds"), and BROADMARK ASSET MANAGEMENT LLC (the "Adviser"), an investment adviser registered with the U.S. Securities and Exchange Commission (the "SEC").

AMENDED AND RESTATED OPERATING EXPENSE LIMITATION AGREEMENT
Operating Expense Limitation Agreement • August 29th, 2013 • Broadmark Funds • Delaware

THIS OPERATING EXPENSE LIMITATION AGREEMENT, dated as of December 3, 2012, and amended and restated as of August 5, 2013, is made and entered into by and between Broadmark Funds, a Delaware statutory trust (the "Trust"), on behalf of each series of the Trust (each, a "Fund" and together the "Funds") set forth on Schedule A attached hereto, and Broadmark Asset Management LLC (the "Adviser").

ADMINISTRATION AGREEMENT
Administration Agreement • May 2nd, 2013 • Broadmark Funds • Ohio

THIS AGREEMENT is made as of this 3rd day of December, 2012, by and between BROADMARK FUNDS (the "Trust"), a Delaware statutory trust having its principal place of business at 300 Drake's Landing Road, Suite 150, Greenbrae, California 94904, and ULTIMUS FUND SOLUTIONS, LLC ("Ultimus"), a limited liability company organized under the laws of the State of Ohio and having its principal place of business at 225 Pictoria Drive, Suite 450, Cincinnati, Ohio 45246.

TRANSFER AGENT AND SHAREHOLDER SERVICES AGREEMENT
Transfer Agent and Shareholder Services Agreement • May 2nd, 2013 • Broadmark Funds • Ohio

THIS AGREEMENT is made as of this 3rd day of December, 2012, by and between BROADMARK FUNDS (the "Trust"), a Delaware statutory trust having its principal place of business at 300 Drake's Landing Road, Suite 150, Greenbrae, California 94904, and ULTIMUS FUND SOLUTIONS, LLC ("Ultimus"), a limited liability company organized under the laws of the State of Ohio and having its principal place of business at 225 Pictoria Drive, Suite 450, Cincinnati, Ohio 45246.

FUND ACCOUNTING AGREEMENT
Fund Accounting Agreement • May 2nd, 2013 • Broadmark Funds • Ohio

THIS AGREEMENT is made as of this 3rd day of December, 2012, by and between BROADMARK FUNDS (the "Trust"), a Delaware statutory trust having its principal place of business at 300 Drake's Landing Road, Suite 150, Greenbrae, California 94904, and ULTIMUS FUND SOLUTIONS, LLC ("Ultimus"), a limited liability company organized under the laws of the State of Ohio and having its principal place of business at 225 Pictoria Drive, Suite 450, Cincinnati, Ohio 45246.

FORM OF CUSTODY AGREEMENT
Form of Custody Agreement • December 28th, 2012 • Broadmark Funds • Minnesota

THIS AGREEMENT is made and entered into as of this ____ day of December, 2012, by and between BROADMARK FUNDS, 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").

BROADMARK FUNDS FIRST AMENDMENT TO THE TRANSFER AGENT AND SHAREHOLDER SERVICES AGREEMENT
Agent and Shareholder Services Agreement • May 2nd, 2013 • Broadmark Funds

THIS FIRST AMENDMENT, dated as of the 18th day of April, 2013, to the Transfer Agent and Shareholder Services Agreement dated as of December 3, 2012, the ("Transfer Agent and Shareholder Services Agreement"), is entered into by and between BROADMARK FUNDS, a Delaware statutory trust (the "Trust"), and ULTIMUS FUND SOLUTIONS, LLC, a limited liability company organized and existing under the laws of the State of Ohio (the "Transfer Agent").

FIRST AMENDMENT TO BROADMARK FUNDS DISTRIBUTION AGREEMENT
Broadmark Funds Distribution Agreement • May 2nd, 2013 • Broadmark Funds

This First Amendment (the "Amendment") to the Broadmark Funds Distribution Agreement (the "Agreement") dated as of December 28, 2012, as amended from time to time, by and between Broadmark Funds, a Delaware statutory trust (the "Trust") and Foreside Fund Services, LLC, a Delaware limited liability company (the "Distributor") is entered into as of April 18, 2013 (the "Effective Date").

OPERATING EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • May 2nd, 2013 • Broadmark Funds • Delaware

THIS OPERATING EXPENSE LIMITATION AGREEMENT, dated as of December 3, 2012, is made and entered into by and between Broadmark Funds, a Delaware statutory trust (the "Trust"), on behalf of each series of the Trust (each, a "Fund" and together the "Funds") set forth on Schedule A attached hereto, and Broadmark Asset Management LLC (the "Adviser").

BROADMARK FUNDS FIRST AMENDMENT TO THE FUND ACCOUNTING AGREEMENT
Fund Accounting Agreement • May 2nd, 2013 • Broadmark Funds

THIS FIRST AMENDMENT, dated as of the 18th day of April, 2013, to the Fund Accounting Agreement dated as of December 3, 2012, the ("Fund Accounting Agreement"), is entered into by and between BROADMARK FUNDS, a Delaware statutory trust (the "Trust"), and ULTIMUS FUND SOLUTIONS, LLC, a limited liability company organized and existing under the laws of the State of Ohio (the "Fund Accountant").

BROADMARK FUNDS FIRST AMENDMENT TO THE ADMINISTRATION AGREEMENT
Administration Agreement • May 2nd, 2013 • Broadmark Funds

THIS FIRST AMENDMENT, dated as of the 18th day of April, 2013, to the Administration Agreement dated as of December 3, 2012, the ("Administration Agreement"), is entered into by and between BROADMARK FUNDS, a Delaware statutory trust (the "Trust"), and ULTIMUS FUND SOLUTIONS, LLC, a limited liability company organized and existing under the laws of the State of Ohio (the "Administrator").

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