0000894189-08-003990 Sample Contracts

POTOMAC FUNDS FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • December 24th, 2008 • Direxion Funds • Wisconsin

THIS AGREEMENT is made and entered into as of this 3rd day of March, 2006, by and between POTOMAC FUNDS, a Massachusetts business trust (the “Trust”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

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DIREXION FUNDS AMENDED AND RESTATED OPERATING EXPENSE LIMITATION AGREEMENT
Operating Expense Limitation Agreement • December 24th, 2008 • Direxion Funds • New York

THIS AMENDED AND RESTATED OPERATING EXPENSE LIMITATION AGREEMENT (the “Agreement”) is effective as of January 1, 2009 by and between DIREXION FUNDS, a Massachusetts business trust (the “Trust”), on behalf of each of the funds listed on Appendix A (the “Funds”), each a series of the Trust, and the adviser of the Funds, Rafferty Asset Management, LLC, a New York limited liability corporation (the “Adviser”).

CUSTODY AGREEMENT
Custody Agreement • December 24th, 2008 • Direxion Funds • Ohio

THIS AGREEMENT is made and entered into as of this 2nd day of November, 2007, by and between DIREXION FUNDS, a Massachusetts business 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 with its principal place of business at Cincinnati, Ohio (the “Custodian”).

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