0000910472-10-001320 Sample Contracts

UNDERWRITING AGREEMENT Between COPELAND TRUST and NORTHERN LIGHTS DISTRIBUTORS, LLC
Underwriting Agreement • December 20th, 2010 • Copeland Trust • New York

THIS UNDERWRITING AGREEMENT effective the 15th day of November, 2010 by and between COPELAND TRUST, a Delaware statutory trust, having its principal office and place of business at Eight Tower Bridge, 161 Washington Street, Suite 1650, Conshohocken, PA 19428 (the “Trust”), and NORTHERN LIGHTS DISTRIBUTORS, LLC, a Nebraska limited liability company having its principal office and place of business at 4020 South 147th Street, Omaha, Nebraska 68137 (“NLD”).

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FUND SERVICES AGREEMENT between COPELAND TRUST and
Fund Services Agreement • December 20th, 2010 • Copeland Trust • New York

THIS FUND SERVICES AGREEMENT (the “Agreement”) made as of the 15th day of November, 2010, by and between COPELAND TRUST, a Delaware statutory trust having its principal office and place of business at Eight Tower Bridge, 161 Washington Street, Conshohocken, PA 19428 (the "Trust") and GEMINI FUND SERVICES, LLC, a Nebraska limited liability company having its principal office and place of business at 4020 South 147th Street, Omaha, Nebraska 68137 (“GFS”). This Agreement replaces and supersedes all prior understandings and agreements between the parties hereto for the services described below.

COPELAND TRUST OPERATING EXPENSES LIMITATION AGREEMENT
Copeland Trust Operating Expenses Limitation Agreement • December 20th, 2010 • Copeland Trust • Delaware

THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) is effective as of the 15th day of November 2010, by and between COPELAND TRUST, a Delaware statutory trust (the “Trust”), on behalf of COPELAND RISK MANAGED DIVIDEND GROWTH FUND (the “Fund”) a series of the Trust, and the investment adviser of the Fund, Copeland Capital Management, LLC (the “Adviser”).

CUSTODY AGREEMENT
Custody Agreement • December 20th, 2010 • Copeland Trust • Ohio

THIS AGREEMENT, is made as of November 15, 2010, by and between The Edgartown Trust, a business trust organized under the laws of the State of Delaware (the "Company"), and FIFTH THIRD BANK, an Ohio banking corporation (the "Custodian").

SUBSCRIPTION AGREEMENT BETWEEN THE FUND AND THE INVESTOR COPELAND RISK MANAGED DIVIDEND GROWTH FUND LETTER OF INVESTMENT INTENT
Subscription Agreement • December 20th, 2010 • Copeland Trust

Effective December 1, 2010, the undersigned (the "Purchaser") hereby subscribes to purchase a beneficial interest ("Interest") in the Copeland Risk Managed Dividend Growth Fund, in the amount of $100,000.00 for 10,000 shares at net asset value of $10.00 per share, in consideration for which the Purchaser agrees to transfer to you upon demand cash in the amount of $100,000.00.

MANAGEMENT AGREEMENT
Management Agreement • December 20th, 2010 • Copeland Trust • Delaware

Copeland Trust (the “Trust”) herewith confirms our agreement with Copeland Capital Management, LLC (the “Adviser”). The Trust has been organized to engage in the business of an open-end management investment company. The Trust may offer several series of shares to investors.

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