INVESTMENT ADVISORY AGREEMENT Between NORTHERN LIGHTS FUND TRUST II and TWO OAKS INVESTMENT MANAGEMENT, LLCInvestment Advisory Agreement • June 28th, 2011 • Northern Lights Fund Trust Ii • New York
AGREEMENT, made as of May 17, 2011 between Northern Lights Fund Trust II, a Delaware statutory trust (the "Trust"), and Two Oaks Investment Management, LLC, a California limited liability company (the "Adviser"), located at 7110 North Fresno Street, Suite 450, Fresno, CA 93720 ..
SUBADVISORY AGREEMENTSubadvisory Agreement • June 28th, 2011 • Northern Lights Fund Trust Ii • Delaware
THIS AGREEMENT is made and entered into as of the 17th day of May, 2011 by and between Ascentia Capital Partners, LLC (the “Adviser”), a Nevada limited liability company registered under the Investment Advisers Act of 1940, as amended (the “Advisers Act”), and Sage Capital Management, LLC, a Florida limited liability company organized under the laws of Florida (the “Subadviser”) and also registered under the Advisers Act, with respect to Alternative Strategies Mutual Fund (the “Fund”), a series of the NORTHERN LIGHTS FUND TRUST II, a Delaware statutory trust (the “Trust”).
CUSTODY AGREEMENTCustody Agreement • June 28th, 2011 • Northern Lights Fund Trust Ii • Minnesota
THIS AGREEMENT is made and entered into as of this __ day of June, 2011, by and between NORTHERN LIGHTS FUND TRUST II, 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”).
FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • June 28th, 2011 • Northern Lights Fund Trust Ii • Nebraska
THIS UNDERWRITING AGREEMENT made the 17th day of May 2011 by and between NORTHERN LIGHTS FUND TRUST II, a Delaware statutory trust, having its principal office and place of business at 4020 South 147th Street, Omaha, Nebraksa 68137 (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”).
FUND SERVICES AGREEMENT between NORTHERN LIGHTS FUND TRUST II andFund Services Agreement • June 28th, 2011 • Northern Lights Fund Trust Ii • New York
FORM OF DISTRIBUTION PLAN PURSUANT TO RULE 12B-1 UNDER THE INVESTMENT COMPANY ACT OF 1940 NORTHERN LIGHTS FUND TRUST II On behalf of its series ALTERNATIVE STRATEGIES MUTUAL FUNDDistribution Plan • June 28th, 2011 • Northern Lights Fund Trust Ii
DISTRIBUTION PLAN made as of May 17, 2011 by and between Northern Lights Fund Trust II (the "Trust") on behalf of its separate series, ALTERNATIVE STRATEGIES MUTUAL FUND, (the “Fund”) and the distributor for the Fund, Northern Lights Distributors, LLC (the “DISTRIBUTOR”).
FORM OF CONSULTING AGREEMENTConsulting Agreement • June 28th, 2011 • Northern Lights Fund Trust Ii • New York
This Consulting Agreement (the “Agreement”) is effective May 17, 2011, between NORTHERN LIGHTS COMPLIANCE SERVICES, LLC, a Nebraska limited liability company located at 450 Wireless Boulevard, Hauppauge, NY 11788 (“NLCS”), and NORTHERN LIGHTS FUND TRUST II, a registered investment company organized as a Delaware business trust, located at 4020 South 147th Street, Omaha, NE 68137 (the "Trust"), on behalf of each portfolio series listed on the attached Appendix A, as may be amended from time to time (each a “Fund” and collectively “Funds”).
FORM OF CUSTODY AGREEMENTCustody Agreement • June 28th, 2011 • Northern Lights Fund Trust Ii • New York
AGREEMENT, dated as of May 17, 2011 between Northern Lights Fund Trust II, a statutory trust organized and existing under the laws of the State of Delaware having its principal office and place of business at 4020 South 147th Street, Omaha, NE 68137 (the “Trust”) and The Bank of New York Mellon, a New York corporation authorized to do a banking business having its principal office and place of business at One Wall Street, New York, New York 10286 (“Custodian”).
AGREEMENT AND PLAN OF REORGANIZATIONReorganization Agreement • June 28th, 2011 • Northern Lights Fund Trust Ii • Delaware
THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of this 17th day of May, 2011, by and among Trust for Professional Managers (“TPM”), a Delaware statutory trust, with its principal place of business at 615 East Michigan Street, Milwaukee, WI 53202, with respect to the Alternative Strategies Mutual Fund, a separate series of TPM (the “Acquired Fund”), Northern Lights Fund Trust II (“Northern Lights II”), a Delaware statutory trust, with its principal place of business at 4020 South 147th Street, Omaha, NE 68137, with respect to the Alternative Strategies Mutual Fund, a separate series of Northern Lights II (the “Acquiring Fund” and, collectively with the Acquired Fund, the “Funds”) and Ascentia Capital Partners, LLC, the investment advisor to the Acquired Fund, located at 5485 Kietzke Lane, Reno, NV 89511.
LICENSE AGREEMENT THIS LICENSE AGREEMENT (this “Agreement”) is entered into as of May ___, 2011 by and between Ascentia Capital Partners a Limited Liability Corp. located in Reno, NV (“LICENSEE”), and Research Affiliates, LLC, a California limited...License Agreement • June 28th, 2011 • Northern Lights Fund Trust Ii • California
NORTHERN LIGHTS FUND TRUST II OPERATING EXPENSES LIMITATION AGREEMENTOperating Expenses Limitation Agreement • June 28th, 2011 • Northern Lights Fund Trust Ii • New York
THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) is effective as of the 17th day of May, 2011, by and between NORTHERN LIGHTS FUND TRUST II, a Delaware statutory trust (the “Trust”), on behalf of Alternative Strategies Mutual Fund, (the “Fund”) a series of the Trust and the Advisor of such Fund, Ascentia Capital Partners, LLC (the “Advisor”).
NORTHERN LIGHTS FUND TRUST II OPERATING EXPENSES LIMITATION AGREEMENTOperating Expenses Limitation Agreement • June 28th, 2011 • Northern Lights Fund Trust Ii • New York
THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) is effective as of the 17th day of May, 2011, by and between NORTHERN LIGHTS FUND TRUST II, a Delaware statutory trust (the “Trust”), on behalf of Two Oaks Diversified Growth and Income Fund, (the “Fund”) a series of the Trust and the Advisor of such Fund, Two Oaks Investment Management, LLC (the “Advisor”).
