Clough Funds Trust Sample Contracts

MASTER CUSTODIAN AGREEMENT
Master Custodian Agreement • February 26th, 2016 • Clough Funds Trust • Massachusetts

This Agreement is made as of August 31, 2015 (this “Agreement”), between each management investment company identified on Appendix A and each management investment company which becomes a party to this Agreement in accordance with the terms hereof (in each case, a “Fund”), including, if applicable, each series of the Fund identified on Appendix A and each series which becomes a party to this Agreement in accordance with the terms hereof, and STATE STREET BANK AND TRUST COMPANY , a Massachusetts trust company (the “Custodian”). This Agreement shall be effective with respect to each series of a Fund as of the effective date identified on Appendix A.

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DISTRIBUTION AGREEMENT
Distribution Agreement • September 23rd, 2015 • Clough Funds Trust • Colorado

THIS AGREEMENT is made as of __________, 2015, between Clough Funds Trust, a Delaware statutory trust (the “Fund”), and ALPS Portfolio Solutions Distributor, Inc., a Colorado corporation (“ALPS”).

CHIEF COMPLIANCE OFFICER SERVICES AGREEMENT
Chief Compliance Officer Services Agreement • February 26th, 2016 • Clough Funds Trust • Colorado

This Chief Compliance Officer Services Agreement (this “Agreement”) is effective as of September 30, 2015 (the “Effective Date”) by and between Clough Funds Trust (the “Trust”), a Delaware statutory trust, and each Fund offered by the Trust (each a “Fund”), and ALPS Fund Services, Inc. (“ALPS”), a Colorado corporation.

TRANSFER AGENCY AND SERVICES AGREEMENT
Transfer Agency and Services Agreement • February 26th, 2016 • Clough Funds Trust • Colorado

THIS AGREEMENT is made as of September 30, 2015, between Clough Funds Trust (the “Trust”), organized as a statutory trust under the laws of the State of Delaware, and ALPS Fund Services, Inc. (“ALPS”), a Colorado corporation.

Fund/SERV Agreement
Fund/Serv Agreement • September 23rd, 2015 • Clough Funds Trust • Colorado

AGREEMENT entered into this _____ day of _____________, 201_, by and between ALPS Portfolio Solutions Distributor, Inc., with its principal place of business at 1290 Broadway, Suite 1100, Denver, Colorado 80203 (“ALPS”), and with its principal place of business in (“Trust Entity”).

NETWORKING Agreement
Networking Agreement • September 23rd, 2015 • Clough Funds Trust • Colorado

AGREEMENT entered into this _____ day of _____________, 201_, by and between ALPS Portfolio Solutions Distributor, Inc., with its principal place of business at 1290 Broadway, Suite 1100, Denver, Colorado 80203 (“ALPS” or “Fund Agent”), and with its principal place of business in (“Firm”).

MANAGEMENT AGREEMENT
Management Agreement • February 26th, 2016 • Clough Funds Trust • Delaware

This MANAGEMENT AGREEMENT (“Agreement”) is made as of this 30th day of September, 2015, by and between Clough Funds Trust (the “Trust”), a Delaware statutory trust, and Clough Capital Partners, L.P., a Delaware corporation (the “Manager”).

ADMINISTRATION, BOOKKEEPING AND PRICING SERVICES AGREEMENT
Administration, Bookkeeping and Pricing Services Agreement • February 26th, 2016 • Clough Funds Trust • Colorado

THIS AGREEMENT is made as of September 30, 2015, between Clough Funds Trust, organized as a statutory trust under the laws of the State of Delaware (the “Trust”), and ALPS Fund Services, Inc., a Colorado corporation (“ALPS”).

CLOUGH CAPITAL PARTNERS L.P.
Expense Limitation Agreement • February 28th, 2017 • Clough Funds Trust
SHAREHOLDER SERVICING AGREEMENT
Shareholder Servicing Agreement • September 23rd, 2015 • Clough Funds Trust • Colorado

THIS SHAREHOLDER SERVICING AGREEMENT (“Agreement”) made and entered into between ALPS Portfolio Solutions Distributor, Inc. (“APSD”), a Colorado corporation having its principal place of business at 1290 Broadway, Suite 1100, Denver, Colorado 80203, and _________________________________________, a _______________________________ company having its principal place of business at______________________________, _________________, _______________(hereinafter “Servicer”).

TRANSFER AGENCY AND SERVICES AGREEMENT AMENDMENT NO. 2
Transfer Agency and Services Agreement • February 26th, 2021 • Clough Funds Trust

This amendment (the “Amendment”) between the parties signing below (“Parties”) amends the Existing Agreement as of January 21, 2020 (the “Effective Date”):

CLOUGH CAPITAL PARTNERS L.P.
Expense Limitation Agreement • September 23rd, 2015 • Clough Funds Trust
DISTRIBUTION AGREEMENT
Distribution Agreement • June 29th, 2018 • Clough Funds Trust • Colorado

THIS AGREEMENT (the “Agreement”) is made as of April 16, 2018, between Clough Funds Trust, a Delaware statutory trust (the “Trust”), and ALPS Portfolio Solutions Distributor, Inc., a Colorado corporation (“ALPS”).

SHARE PURCHASE AGREEMENT CLOUGH FUNDS TRUST On behalf of its series, Clough Global Long/Short Fund (the “Fund”)
Share Purchase Agreement • September 23rd, 2015 • Clough Funds Trust

This Agreement is made effective as of the __ day of September 2015 between ALPS Fund Services, Inc., a Colorado corporation (“ALPS”), and Clough Funds Trust, a Delaware statutory trust (the “Trust”), on behalf of the Fund.

CLOUGH CAPITAL PARTNERS L.P.
Expense Limitation Agreement • February 28th, 2020 • Clough Funds Trust

This letter confirms the agreement by Clough Capital Partners L.P. (the “Adviser”) with the Trust to contractually limit the total expenses of the Fund as set forth herein. To the extent the Total Annual Fund Operating Expenses (as defined in Item 3 to Form N-1A), after such expense reimbursement and/or fee waiver (excluding Rule 12b-1 Distribution and Service Fees, Shareholder Services Fees, acquired fund fees and expenses, interest, taxes, brokerage costs and commissions, dividend and interest expense on short sales, litigation, indemnification and extraordinary expenses as determined under generally accepted accounting principles), exceed 1.25% for each of the Class A, Investor Class, Class C and Class I shares of the Fund, the Adviser will waive a portion of its advisory fees to the extent of such excess and/or shall reimburse and/or cause a third-party to reimburse the Fund (or class as applicable) by the amount of such excess. The waiver or reimbursement shall be allocated to eac

CLOUGH CAPITAL PARTNERS L.P.
Expense Limitation Agreement • February 26th, 2021 • Clough Funds Trust

This letter confirms the agreement by Clough Capital Partners L.P. (the “Adviser”) with the Trust to contractually limit the total expenses of the Fund as set forth herein. To the extent the Total Annual Fund Operating Expenses (as defined in Item 3 to Form N-1A), after such expense reimbursement and/or fee waiver (excluding Rule 12b-1 Distribution and Service Fees, Shareholder Services Fees, acquired fund fees and expenses, interest, taxes, brokerage costs and commissions, dividend and interest expense on short sales, litigation, indemnification and extraordinary expenses as determined under generally accepted accounting principles), exceed 1.25% for each of the Class A, Investor Class, Class C and Class I shares of the Fund, the Adviser will waive a portion of its advisory fees to the extent of such excess and/or shall reimburse and/or cause a third-party to reimburse the Fund (or class as applicable) by the amount of such excess. The waiver or reimbursement shall be allocated to eac

Amendment to Management Agreement
Management Agreement • February 28th, 2020 • Clough Funds Trust

This Amendment dated as of September 30, 2019 (this “Amendment”) is to the Management Agreement dated as of September 30, 2015 (the “Agreement”), between Clough Funds, a Delaware statutory trust (the “Trust”) and Clough Capital Partners L.P., a Delaware Corporation (the “Manager”). Any items not herein defined shall have the meaning ascribed to them in the Agreement.

CLOUGH CAPITAL PARTNERS L.P.
Expense Limitation Agreement • February 28th, 2023 • Clough Funds Trust

This letter confirms the agreement by Clough Capital Partners L.P. (the “Adviser”) with the Trust to contractually limit the total expenses of the Fund as set forth herein. To the extent the Total Annual Fund Operating Expenses (as defined in Item 3 to Form N-1A), after such expense reimbursement and/or fee waiver (excluding Rule 12b-1 Distribution and Service Fees, Shareholder Services Fees, acquired fund fees and expenses, interest, taxes, brokerage costs and commissions, dividend and interest expense on short sales, litigation, indemnification and extraordinary expenses as determined under generally accepted accounting principles), exceed 1.25% for each of the Class A, Investor Class, Class C and Class I shares of the Fund, the Adviser will waive a portion of its advisory fees to the extent of such excess and/or shall reimburse and/or cause a third-party to reimburse the Fund (or class as applicable) by the amount of such excess. The waiver or reimbursement shall be allocated to eac

AMENDMENT 1
Transfer Agency and Services Agreement • February 26th, 2021 • Clough Funds Trust

Except as amended hereby, all terms of the Existing Agreement remain in full force and effect. This Amendment includes the amendments in Schedule A and general terms in Schedule B.

CLOUGH CAPITAL PARTNERS L.P.
Expense Limitation Agreement • February 26th, 2016 • Clough Funds Trust
CLOUGH CAPITAL PARTNERS L.P.
Expense Limitation Agreement • February 28th, 2022 • Clough Funds Trust

This letter confirms the agreement by Clough Capital Partners L.P. (the "Adviser") with the Trust to contractually limit the total expenses of the Fund as set forth herein. To the extent the Total Annual Fund Operating Expenses (as defined in Item 3 to Form N-1A), after such expense reimbursement and/or fee waiver (excluding Rule 12b-1 Distribution and Service Fees, Shareholder Services Fees, acquired fund fees and expenses, interest, taxes, brokerage costs and commissions, dividend and interest expense on short sales, litigation, indemnification and extraordinary expenses as determined under generally accepted accounting principles), exceed 1.25% for each of the Class A, Investor Class, Class C and Class I shares of the Fund, the Adviser will waive a portion of its advisory fees to the extent of such excess and/or shall reimburse and/or cause a third-party to reimburse the Fund (or class as applicable) by the amount of such excess. The waiver or reimbursement shall be allocated to eac

CLOUGH CAPITAL PARTNERS L.P. One Post Office Square 40th Floor Boston, Massachusetts 02109
Expense Limitation Agreement • June 29th, 2018 • Clough Funds Trust
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BROKER DEALER SELLING AGREEMENT
Broker Dealer Selling Agreement • September 23rd, 2015 • Clough Funds Trust • Colorado

THIS BROKER DEALER SELLING AGREEMENT (“Agreement”) made and entered into between ALPS Portfolio Solutions Distributor, Inc. (“APSD”), a Colorado corporation having its principal place of business at 1290 Broadway, Suite 1100, Denver, Colorado 80203, and _________, a _________ company having its principal place of business at ___________________ (hereinafter “Broker/Dealer”).

CLOUGH CAPITAL PARTNERS L.P.
Expense Limitation Agreement • February 28th, 2018 • Clough Funds Trust
FIRST AMENDMENT TO THE ADMINISTRATION, BOOKKEEPING AND PRICING SERVICES AGREEMENT
Administration, Bookkeeping and Pricing Services Agreement • February 28th, 2023 • Clough Funds Trust

This Amendment (the “Amendment”) between the parties signing below (“Parties”) amends the Existing Agreement as of September 1, 2022 (the “Effective Date”):

DISTRIBUTION AGREEMENT
Distribution Agreement • February 26th, 2016 • Clough Funds Trust • Colorado

THIS AGREEMENT is made as of September 30, 2015, between Clough Funds Trust, a Delaware statutory trust (the “Fund”), and ALPS Portfolio Solutions Distributor, Inc., a Colorado corporation (“APSD”).

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