0000910472-14-001581 Sample Contracts

INVESTMENT ADVISORY AGREEMENT Between NORTHERN LIGHTS FUND TRUST and PRINCETON FUND ADVISORS, LLC
Investment Advisory Agreement • April 7th, 2014 • Northern Lights Fund Trust • New York

AGREEMENT, made as of March 25, 2010 between Northern Lights Fund Trust, a Delaware statutory trust (the "Trust"), and Princeton Fund Advisors, LLC, a Colorado corporation (the "Adviser") located at 1125 17th Street, Suite 1400, Denver, CO 80202 ..

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SUBADVISORY AGREEMENT
Subadvisory Agreement • April 7th, 2014 • Northern Lights Fund Trust • Delaware

THIS AGREEMENT is made and entered into as of the 23rd day of November , 2012, by and between Princeton Fund Advisors, LLC (the “Adviser”), a Delaware limited liability company registered under the Investment Advisers Act of 1940, as amended (the “Advisers Act”), and Whippoorwill Associates, Inc., a corporation organized under the laws of Delaware (the “Subadviser”) and also registered under the Advisers Act, with respect to the Sandalwood Multi-Strategy Opportunity Fund (the “Fund”), a series of the NORTHERN LIGHTS FUND TRUST, a Delaware statutory trust (the “Trust”), to be effective as of the date the Subadviser begins managing assets of the Fund (the “effective date”).

DISTRIBUTION AGREEMENT
Distribution Agreement • April 7th, 2014 • Northern Lights Fund Trust • Colorado

THIS AGREEMENT is made as of December 2, 2013, between Northern Lights Funds Trust (the “Trust”), a Delaware statutory trust, on behalf of the fund(s) listed in Appendix A (each a “Fund”), each a series of the Trust, and ALPS Distributors, Inc., a Colorado corporation (“ALPS”).

SUBADVISORY AGREEMENT
Subadvisory Agreement • April 7th, 2014 • Northern Lights Fund Trust • Delaware

THIS AGREEMENT is made and entered into as of the 25th day of September, 2012, by and between Princeton Fund Advisors, LLC (the “Adviser”), a Delaware limited liability company registered with the U.S. Securities and Exchange Commission (the “SEC”) as an investment adviser under the Investment Advisers Act of 1940, as amended (the “Advisers Act”), Sandalwood Securities, Inc. a New Jersey corporation (the “Primary Subadviser”) and also registered with the SEC as an investment adviser under the Advisers Act and as a broker-dealer under the U.S. Securities Exchange Act of 1934, as amended and MidOcean Credit Fund Management, LP, a Delaware limited partnership (the “Subadviser”) and also registered with the SEC as an investment adviser under the Advisers Act, with respect to the Sandalwood Multi-Strategy Opportunity Fund (the “Fund”), a series of the NORTHERN LIGHTS FUND TRUST, a Delaware statutory trust (the “Trust”).

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