0000894189-15-002630 Sample Contracts

PACER FUNDS TRUST INVESTMENT ADVISORY AGREEMENT with PACER ADVISORS, INC.
Investment Advisory Agreement • May 27th, 2015 • Pacer Funds Trust • Delaware

This INVESTMENT ADVISORY AGREEMENT (the “Agreement”) is made as of this 26th day of May, 2015 by and between PACER FUNDS TRUST (the “Trust”), a Delaware statutory trust, and PACER ADVISORS, INC., a Pennsylvania corporation with its principal place of business at 16 Industrial Blvd, Suite 201, Paoli, Pennsylvania 19301 (the “Adviser”).

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TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • May 27th, 2015 • Pacer Funds Trust • Wisconsin

THIS AGREEMENT is made and entered into as of this 26th day of May, 2015, by and between PACER FUNDS TRUST, a Delaware statutory trust (the “Trust”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“Fund Services”).

FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • May 27th, 2015 • Pacer Funds Trust • Wisconsin

THIS AGREEMENT is made as of this 26th day of May, 2015 by and between PACER FUNDS TRUST, a Delaware statutory trust (the “Trust”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“Fund Services”).

FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • May 27th, 2015 • Pacer Funds Trust • Wisconsin

THIS AGREEMENT is made and entered into as of the 26th day of May, 2015, by and between PACER FUNDS TRUST, a Delaware statutory trust, (the “Trust”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“Fund Services”).

CUSTODY AGREEMENT
Custody Agreement • May 27th, 2015 • Pacer Funds Trust • Minnesota

THIS AGREEMENT is made and entered into as of this 26th day of May, 2015, by and between PACER FUNDS TRUST, a Delaware statutory 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 (the “Custodian”).

PACER FUNDS TRUST AUTHORIZED PARTICIPANT AGREEMENT
Authorized Participant Agreement • May 27th, 2015 • Pacer Funds Trust • Pennsylvania

This Authorized Participant Agreement (the “Agreement”) is entered into by and between Pacer Financial, Inc. (the “Distributor”) and [Authorized Participant] (the “Participant”) and is subject to acceptance by U.S. Bancorp Fund Services, LLC (the “Index Receipt Agent”) as index receipt agent for Pacer Funds Trust (the “Trust”).

DISTRIBUTION AGREEMENT
Distribution Agreement • May 27th, 2015 • Pacer Funds Trust • New York

THIS AGREEMENT is made as of May 26, 2015, between Pacer Funds Trust, a Delaware statutory trust (the “Fund”), and Pacer Financial, Inc. Distributor, a Pennsylvania corporation (“PFI”).

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