Amendment No. 1 to Distribution Agreement

Amendment No. 1 to Distribution Agreement

This Amendment No. 1, dated April 30, 2018, by and between Westcore Trust, a Massachusetts business trust (the “Trust”), and ALPS Distributors, Inc., a Colorado corporation (the “Distributor”), shall be as follows:

WHEREAS, the Trust and ALPS entered into a Distribution Agreement dated April 16, 2018 (the “Agreement”);

WHEREAS, the Board of Trustees of the Trust has approved the renaming of the Trust and all of its series (the “Funds”); and

WHEREAS, the Trust and ALPS wish to amend the Agreement to reflect the new name of the Trust and new names of the Funds effective May 1, 2018;

NOW THEREFORE, the parties hereby agree to amend the Agreement as follows:

1. All references in the Agreement to “Westcore Trust” shall be replaced with “Xxxxxx Xxxxxx & Xxxxxx Trust” effective May 1, 2018; and

2. Effective May 1, 2018, the first clause of Exhibit A of the Agreement is deleted in its entirety and replaced with the following:

“You, ALPS Distributors, Inc., are currently the distributor of shares of beneficial interest (the “Shares”) of the Trust’s Xxxxxx Xxxxxx & Xxxxxx Micro Cap Fund, Xxxxxx Xxxxxx & Xxxxxx Small Cap Value Dividend Fund, Xxxxxx Xxxxxx & Xxxxxx Small Cap Growth Fund, Xxxxxx Xxxxxx & Xxxxxx Small Cap Growth Fund II, Xxxxxx Xxxxxx & Xxxxxx Xxxx Cap Value Dividend Fund, Xxxxxx Xxxxxx & Xxxxxx Mid Cap Value Dividend Fund, Xxxxxx Xxxxxx & Xxxxxx Mid Cap Value Dividend Fund II, Xxxxxx Xxxxxx & Xxxxxx Large Cap Dividend Fund, Xxxxxx Xxxxxx & Xxxxxx Fundamental International Small Cap Fund, Xxxxxx Xxxxxx & Xxxxxx Global Large Cap Fund, Xxxxxx Xxxxxx & Xxxxxx Plus Bond Fund, Xxxxxx Xxxxxx & Xxxxxx Quality High Yield Fund, Xxxxxx Xxxxxx & Xxxxxx Municipal Opportunities Fund, and Xxxxxx Xxxxxx & Xxxxxx Colorado Tax Free Fund (together, the “Funds”). This Agreement confirms that in consideration of the agreements hereinafter contained, the Trust has agreed that you shall be (or continue to be, as the case may be) for the period of this Agreement the distributor of Shares of the Funds.”

Except as specifically set forth herein, all other provisions of the Agreement shall remain in full force and effect. Any items not herein defined shall have the meaning ascribed to them in the Agreement.

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IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first set forth above.

WESTCORE TRUST			ALPS DISTRIBUTORS, INC.
By:	/s/ Xxxxxx X. Xxxxxx		By:	/s/ Xxxxxx X. Xxxxx
Name:	Xxxxxx X. Xxxxxx		Name:	Xxxxxx X. Xxxxx
Title:	Treasurer and Chief Compliance Officer		Title:	SVP & Director of Distribution Services

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