0000894189-22-002018 Sample Contracts

TOTAL FUND SOLUTION INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • March 21st, 2022 • Total Fund Solution • Delaware

This AGREEMENT is made as of the [ ]th day of [ ] 2022, by and between Total Fund Solution, a Delaware statutory trust (the “Trust”) and Cromwell Investment Advisors, LLC, a Maryland limited liability company (the “Adviser”).

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TOTAL FUND SOLUTION OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • March 21st, 2022 • Total Fund Solution • Delaware

THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) is effective as of __, 2022 by and between TOTAL FUND SOLUTION, a Delaware statutory trust (the “Trust”), on behalf of each series listed in Appendix A, which may be amended from time to time (each a “Fund”, and together the “Fund”), and the investment adviser of the Fund(s), Cromwell Investment Advisors, LLC (the “Adviser”).

FORM OF INVESTMENT SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • March 21st, 2022 • Total Fund Solution • Delaware

This AGREEMENT is made as of the [ ]th day of [ ] 2022, by and between Cromwell Investment Advisors, LLC, a Maryland limited liability company (the “Adviser”), Tran Capital Management, L.P., a California limited partnership (the “Sub-Adviser”), and Total Fund Solution, a Delaware statutory trust (the “Trust”) on behalf of the series of the Trust indicated on Schedule A.

DRAFT – FOR DISCUSSION PURPOSES ONLY – SUBJECT TO REVISION [DATE]
Total Fund Solution • March 21st, 2022

You have requested our opinion as to certain federal income tax consequences of the Reorganization of the Target Fund, which will consist of the transfer of all of the Assets

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