AGREEMENT AND PLAN OF REORGANIZATION AND TERMINATIONAgreement and Plan of Reorganization and Termination • December 31st, 2012 • Compass EMP Funds Trust • New York
THIS AGREEMENT AND PLAN OF REORGANIZATION AND TERMINATION (“Agreement”) is made as of ________ __, 2013, among COMPASS EMP FUNDS TRUST, a Delaware statutory trust, with its principal place of business at c/o Gemini Fund Services, LLC, 4020 South 147th Street, Suite 2, Omaha, Nebraska 68137 (“New Trust”), on behalf of each segregated portfolio of assets (“series”) thereof listed under the heading “New Funds” on Schedule A attached hereto (“Schedule A”) (each, a “New Fund”); MUTUAL FUND SERIES TRUST, an Ohio business trust, with its principal place of business at c/o Gemini Fund Services, LLC, 4020 South 147th Street, Suite 2, Omaha, Nebraska 68137 (“Old Trust”), on behalf of each series thereof listed under the heading “Old Funds” on Schedule A (each, an “Old Fund”); and, solely for purposes of paragraphs 5.7, 5.8 and 6, COMPASS EFFICIENT MODEL PORTFOLIOS, LLC, investment adviser to the New Funds and Old Funds (“Compass EMP”). (Each of New Trust and Old Trust is sometimes referred to he
