0000891092-17-007173 Sample Contracts

DISTRIBUTION AGREEMENT
Distribution Agreement • October 4th, 2017 • PRISM Multi Strategy Fund • Delaware

THIS AGREEMENT is made and entered into as of this 11 day of September, 2017, between Prism Multi Strategy Fund (the “Fund”) and Foreside Fund Services, LLC, a Delaware limited liability company (the “Distributor”).

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CUSTODY AGREEMENT
Custody Agreement • October 4th, 2017 • PRISM Multi Strategy Fund • Ohio

THIS CUSTODY AGREEMENT (“Agreement”), dated as of December 8, 2016, is entered into by and between THE HUNTINGTON NATIONAL BANK, a national bank organized under the laws of the United States (the “Custodian” or “Bank”), AND PRISM-ACA MULTI STRATEGY FUND, a [trust/corporation] formed under the laws of the State of Delaware (the “Company”).

Investment Company Services Agreement
Investment Company Services Agreement • October 4th, 2017 • PRISM Multi Strategy Fund • Delaware

This Agreement, dated as of September 19, 2017, by and between PRISM Multi Strategy Fund (the “Trust”), a Delaware statutory trust registered under the Securities Act of 1933 and Investment Company Act (the “Act”) as a closed-end, non-diversified management investment company that is operated as an “interval fund” and M3Sixty Administration, LLC (“M3Sixty”), a limited liability company duly organized under the laws of the State of Delaware (collectively, the “Parties”).

BY-LAWS OF PRISM-ACA MULTI STRATEGY FUND
PRISM Multi Strategy Fund • October 4th, 2017
SUBADVISORY AGREEMENT PRISM MULTI STRATEGY FUND
Subadvisory Agreement • October 4th, 2017 • PRISM Multi Strategy Fund • Delaware

THIS AGREEMENT is made and entered into as of this 15th day of September, 2017, by and between CROW POINT PARTNERS LLC (the “Adviser”), a limited liability company registered under the Investment Advisers Act of 1940, as amended (the “Adviser Act”) located at 25 Recreation Park Drive, Suite 110, Hingham, MA 02043, and, PRISM CAPITAL ADVISORS, LLC (the “Subadviser”), a limited liability company registered under the Advisers Act, located at 15333 N. Pima Road, Suite 225, Scottsdale, AZ 85260, with respect to PRISM MULTI STRATEGY FUND, a Delaware statutory trust (the “Fund”).

PRISM-ACA MULTI-STRATEGY FUND AGREEMENT AND DECLARATION OF TRUST
Agreement and Declaration of Trust • October 4th, 2017 • PRISM Multi Strategy Fund • Delaware

This AGREEMENT AND DECLARATION OF TRUST is made as of December 8, 2016, by Peter J. DeCaprio, as initial trustee (“Initial Trustee”), for the purpose of forming a Delaware statutory trust in accordance with the provisions hereinafter set forth.

INVESTMENT ADVISORY AGREEMENT PRISM MULTI STRATEGY FUND
Investment Advisory Agreement • October 4th, 2017 • PRISM Multi Strategy Fund

AGREEMENT, made this 15th day of September 2017, between PRISM Multi Strategy Fund (“Fund”), a Delaware statutory trust, and Crow Point Partners, LLC, a Delaware limited liability company (“Adviser”).

ADMINISTRATION CONTRACT PRISM MULTI STRATEGY FUND
Administration Contract • October 4th, 2017 • PRISM Multi Strategy Fund

AGREEMENT, made this 19th day of September, 2017, between PRISM Multi Strategy Fund (“Fund”), a Delaware statutory trust, and Crow Point Partners, LLC (“Crow Point”), a Delaware limited liability company.

Expense Limitation Agreement
Limitation Agreement • October 4th, 2017 • PRISM Multi Strategy Fund
DISTRIBUTION SERVICES AGREEMENT
Distribution Services Agreement • October 4th, 2017 • PRISM Multi Strategy Fund • Delaware

THIS AGREEMENT made this 11 day of September, 2017, by and between Crow Point Partners, LLC (the “Adviser”), and Foreside Fund Services, LLC a Delaware limited liability company (the “Distributor”).

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