0000897069-22-000553 Sample Contracts

FORM OF AUTHORIZED PARTICIPANT AGREEMENT HENNESSY FUNDS TRUST
Authorized Participant Agreement • September 23rd, 2022 • Hennessy Funds Trust • New York

This Authorized Participant Agreement (the “Agreement”) is entered into by and between Quasar Distributors, LLC (the “Distributor”) and __________ (the “Participant”), is subject to acceptance by U.S. Bank (the “Index Receipt Agent”), and is further subject to acknowledgement and agreement by Hennessy Funds Trust (the “Trust”), a series trust offering a number of portfolios of securities (collectively the “Funds”), solely with respect to Sections 4(c) and 12(c) herein. Capitalized terms used but not defined herein are defined in the current prospectus for each Fund as it may be supplemented or amended from time to time and included in the Trust’s Registration Statement on Form N-1A, as it may be amended from time to time, or otherwise filed with the U.S. Securities and Exchange Commission (“SEC”) (together with such Fund’s Statement of Additional Information incorporated therein, the “Prospectus”).

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FORM OF SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • September 23rd, 2022 • Hennessy Funds Trust • Delaware

THIS SUB-ADVISORY AGREEMENT (this “Agreement”) is made as of [________], 2022, by and between Hennessy Advisors, Inc., a California corporation (the “Adviser”), and Stance Capital, LLC, a Massachusetts limited liability company (the “Sub‑Adviser”).

FORM OF INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • September 23rd, 2022 • Hennessy Funds Trust • Delaware

THIS INVESTMENT ADVISORY AGREEMENT (this “Agreement”) is made as of [______________], 2022 by and between Hennessy Funds Trust, a Delaware statutory trust (the “Trust”), on behalf of each of its investment series set forth on Schedule A hereto as it may be amended from time to time (hereinafter referred to each as a “Fund” and together as the “Funds”), and Hennessy Advisors, Inc., a California corporation (the “Adviser”).

FORM OF EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • September 23rd, 2022 • Hennessy Funds Trust • Delaware

THIS EXPENSE LIMITATION AGREEMENT (the “Agreement”) is made effective as of [•], 2022, by and between Hennessy Funds Trust, a Delaware statutory trust (the “Trust”), on behalf of the series of the Trust set forth on Schedule A attached hereto (the “ETF”), and Hennessy Advisors, Inc., the ETF’s investment adviser (the “Adviser”).

FORM OF ETF DISTRIBUTION AGREEMENT
Distribution Agreement • September 23rd, 2022 • Hennessy Funds Trust • Delaware

This DISTRIBUTION AGREEMENT (the “Agreement”) is made and effective as of _________ 2022, by and between Hennessy Funds Trust, a Delaware statutory trust (the “Trust”) having its principal place of business at 7250 Redwood Boulevard, Suite 200, Novato, CA 94945, and Quasar Distributors, LLC, a Delaware limited liability company (the “Distributor”) having its principal place of business at 111 E. Kilbourn Avenue, Suite 2200, Milwaukee, WI 53202.

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