North Track Funds Inc Sample Contracts

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WITNESSETH:
Distribution Agreement • February 12th, 1999 • Principal Preservation Portfolios Inc • Wisconsin
EXHIBIT (D)(3)
Sub-Advisory Agreement • February 12th, 1999 • Principal Preservation Portfolios Inc
WITNESSETH
License Agreement • January 23rd, 2004 • North Track Funds Inc
FORM OF SELECTED DEALER AGREEMENT iii
Principal Preservation Portfolios Inc • May 29th, 1998 • New York
CONTRACT FOR
Agent Agreement • March 27th, 1996 • Principal Preservation Portfolios Inc • Wisconsin
EXHIBIT 5(C)
Sub-Advisory Agreement • March 1st, 1996 • Principal Preservation Portfolios Inc
WITNESSETH
Distribution Agreement • March 2nd, 2000 • Principal Preservation Portfolios Inc
EXHIBIT 8 CUSTODIAN SERVICING AGREEMENT
Custodian Servicing Agreement • May 1st, 1998 • Principal Preservation Portfolios Inc • Wisconsin
HIGHMARK CAPITAL MANAGEMENT, INC. FORM OF SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • March 24th, 2009 • Highmark Funds /Ma/ • Massachusetts

This AGREEMENT is effective as of ___________________, 2009, by and between HIGHMARK CAPITAL MANAGEMENT, INC. (“Adviser”) and ZIEGLER CAPITAL MANAGEMENT, LLC, a Wisconsin limited liability corporation, which is an investment adviser registered under the laws of the United States as an investment adviser under the Investment Advisers Act of 1940, as amended (“Sub-Adviser”).

EXHIBIT (D)(6)
Sub-Advisory Agreement • October 15th, 1998 • Principal Preservation Portfolios Inc
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EXHIBIT 9(C)
Pricing Agreement • March 27th, 1996 • Principal Preservation Portfolios Inc • Wisconsin
Second Amended and Restated Distribution Agreement
Distribution Agreement • February 14th, 2007 • North Track Funds Inc • Wisconsin

SECOND AMENDED AND RESTATED DISTRIBUTION AGREEMENT made this 1st day of May, 2005, between NORTH TRACK FUNDS, INC., a Maryland corporation (the “Fund”), and B.C. ZIEGLER AND COMPANY, a Delaware corporation (the “Distributor”).

WITNESSETH ----------
Transfer Agency and Services Agreement • March 4th, 2002 • North Track Funds Inc • New York
Investment Advisory Agreement
Investment Advisory Agreement • February 14th, 2007 • North Track Funds Inc

This INVESTMENT ADVISORY AGREEMENT is made as of the ___ day of __________, 2007, by and between NORTH TRACK FUNDS, INC. (the “Company”), a Maryland corporation registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end diversified management investment company, and ZIEGLER CAPITAL MANAGEMENT, LLC, a Wisconsin limited liability company (the “Advisor”).

TRANSFER, CONSENT AND RESTATEMENT AGREEMENT
Consent and Restatement Agreement • December 30th, 2005 • North Track Funds Inc

THIS TRANSFER, CONSENT AND RESTATEMENT AGREEMENT (this "Agreement") is made as of this 31st day of May, 2005 by and among North Track Funds, Inc., a Maryland corporation ("North Track"), on behalf of its various mutual fund series (each, a "Fund" and collectively, the "Funds"), B.C. Ziegler and Company, a Wisconsin corporation ("B.C. Ziegler"), and Ziegler Capital Management, LLC, a Wisconsin limited liability company ("ZCM").

AMENDMENT TO TRANSFER AGENCY AND SERVICES AGREEMENT
Transfer Agency and Services Agreement • February 29th, 2008 • North Track Funds Inc

THIS AMENDMENT (this “Amendment”) to the Transfer Agency and Services Agreement (the “Agreement”) dated November 1, 2004 by and between PFPC INC., a Massachusetts corporation (“PFPC”), and the undersigned investment company (the “Fund,” on behalf of each of its series) is made as of August 28, 2007. Capitalized terms used but not defined herein shall have the same meaning as in the Agreement.

THIRD AMENDMENT TO LICENSE AGREEMENT NAME CHANGE
License Agreement • December 30th, 2005 • North Track Funds Inc • California

THIS THIRD AMENDMENT TO LICENSE AGREEMENT (the “Amendment”), dated October 25, 2005, amends that certain License Agreement dated as of February 23, 1996, as amended by the First Amendment to License Agreement dated February 23, 2002 (“First Amendment”) and the Second Amendment to License Agreement dated as of January 1, 2004 (“Second Amendment”), by and between the Pacific Exchange, Inc. (“PSE”) and North Track Funds, successor in interest to Principal Preservation Portfolios, Inc. (“NT” or “North Track”), on behalf of its series known prior to the date hereof as the “PSE Tech 100 Index Portfolio” (“License Agreement”).

EXHIBIT (E)(2) FORM OF SELECTED DEALERS AGREEMENT
Principal Preservation Portfolios Inc • October 15th, 1998 • Wisconsin
FORM OF AMENDED AND RESTATED EXHIBIT A
Highmark Funds /Ma/ • February 24th, 2009

THIS AMENDED AND RESTATED EXHIBIT A, amended and restated as of [ ], 2009 for the addition of HighMark Equity Income Fund, HighMark Geneva Growth Fund, HighMark Geneva Small Cap Growth Fund, HighMark NYSE Arca Tech 100 Index Fund, and HighMark Wisconsin Tax-Exempt Fund, is the Amended and Restated Exhibit A to that certain Underwriting Agreement dated as of December 1, 2008 between HighMark Funds Distributors, Inc. and HighMark Funds.

Accounting/Pricing Agreement
Accounting/Pricing Agreement • February 14th, 2007 • North Track Funds Inc • Wisconsin

This Accounting/Pricing Agreement is made as of this 6th day of November, 2002 by and between North Track Funds, Inc., a Maryland corporation (the “Fund”) and B.C. Ziegler and Company, a Wisconsin corporation (“Ziegler”).

B.C. Ziegler and Company Letterhead]
North Track Funds Inc • December 30th, 2005

Ms. Amy S. Croen, CFA Principal, Co-president Geneva Capital Management Ltd. 250 East Wisconsin Ave., Suite 1050 Milwaukee, WI 53202 David G. Stoeffel President The North Track Funds, Inc. 250 East Wisconsin Ave., Suite 2000 Milwaukee, WI 53202

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