0000910472-11-002383 Sample Contracts

INVESTMENT ADVISORY AGREEMENT Between NORTHERN LIGHTS FUND TRUST and RISK PARADIGM GROUP, LLC
Investment Advisory Agreement • November 28th, 2011 • Northern Lights Fund Trust • New York

AGREEMENT, made as of February 23, 2011, as revised September 22, 2011, between Northern Lights Fund Trust, a Delaware statutory trust (the "Trust"), and Risk Paradigm Group, LLC a Texas Limited Liability Company (the "Adviser") located at 5900 Southwest Parkway, Building 5, Suite 500, Austin, TX 78735.

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FORM OF DISTRIBUTION PLAN PURSUANT TO RULE 12B-1 UNDER THE INVESTMENT COMPANY ACT OF 1940 NORTHERN LIGHTS FUND TRUST On behalf of its series RPG EMERGING MARKET SECTOR ROTATION FUND
Distribution Plan • November 28th, 2011 • Northern Lights Fund Trust

DISTRIBUTION PLAN made as of September 22, 2011, by and between Northern Lights Fund Trust (the "Trust") on behalf of its separate series, RPG EMERGING MARKET SECTOR ROTATION FUND, (the “Fund”) and the distributor for the Fund, Northern Lights Distributors, LLC (the “DISTRIBUTOR”).

FORM OF SUBADVISORY AGREEMENT
Subadvisory Agreement • November 28th, 2011 • Northern Lights Fund Trust • Delaware

THIS AGREEMENT is made and entered into as of this 22nd day of September, 2011, by and between RISK PARADIGM GROUP, LLC (the "Adviser"), a limited liability company registered under the Investment Advisers Act of 1940, as amended (the “Advisers Act”) located at 5900 Southwest Parkway, Building 5, Suite 500, Austin, TX 78735, and F-SQUARED INVESTMENTS, INC. (the “Subadviser”), a corporation registered under the Advisers Act, located at 16 Laurel Avenue, Suite 200, Wellesley, MA 02481, with respect to each Fund listed on Schedule A hereto (each, a “Fund”), each a series of the NORTHERN LIGHTS FUND TRUST, a Delaware statutory trust (the “Trust”).

NORTHERN LIGHTS FUNDS TRUST OPERATING EXPENSES LIMITATION AND SECURITY AGREEMENT RISK PARADIGM GROUP, LLC
Operating Expenses Limitation and Security Agreement • November 28th, 2011 • Northern Lights Fund Trust • New York

THIS OPERATING EXPENSES LIMITATION AND SECURITY AGREEMENT (the “Agreement”) is effective as of the 24th day of February, 2011, as revised August 18, 2011, by and between NORTHERN LIGHTS FUNDS TRUST, a Delaware statutory trust (the “Trust”), on behalf of Diversified Risk Parity Fund and RPG Emerging Market Sector Rotation Fund (each a “Fund” and collectively the “Funds”) each a series of the Trust, and the Advisor of the Funds, Risk Paradigm Group, LLC (the “Advisor”).

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