0001104659-14-063760 Sample Contracts

AMENDED AND RESTATED EXPENSE LIMITATION/REIMBURSEMENT AGREEMENT
Expense Limitation/Reimbursement Agreement • August 28th, 2014 • FundVantage Trust

This Agreement is entered into as of the 22nd day of July, 2010, as amended and restated August 31, 2014, by and between Estabrook Capital Management LLC (the “Adviser”) and FundVantage Trust (the “Trust”), on behalf of the Estabrook Investment Grade Fixed Income Fund (the “Fund”).

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AMENDED AND RESTATED EXPENSE LIMITATION/REIMBURSEMENT AGREEMENT
Expense Limitation/Reimbursement Agreement • August 28th, 2014 • FundVantage Trust

This Agreement is entered into as of the 26th day of September 2013, as amended and restated August 31, 2014, between DuPont Capital Management Corporation (the “Adviser”) and FundVantage Trust (the “Trust”), on behalf of DuPont Capital Emerging Markets Debt Fund (the “Fund”).

AMENDED AND RESTATED EXHIBIT A
Administration and Accounting Services Agreement • August 28th, 2014 • FundVantage Trust

THIS AMENDED AND RESTATED EXHIBIT A, dated as of July 31, 2014, is Exhibit A to that certain Administration and Accounting Services Agreement dated as of July 19, 2007, between BNY Mellon Investment Servicing (US) Inc. and FundVantage Trust.

AMENDED AND RESTATED EXPENSE LIMITATION/REIMBURSEMENT AGREEMENT
Expense Limitation/Reimbursement Agreement • August 28th, 2014 • FundVantage Trust

This Agreement is entered into as of the 27th day of May, 2010, as amended and restated April 31, 2014, by and between Private Capital Management, LLC, formerly Private Capital Management, L.P., (the “Adviser”) and FundVantage Trust (the “Trust”), on behalf of Private Capital Management Value Fund (the “Fund”).

AMENDED AND RESTATED EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • August 28th, 2014 • FundVantage Trust

This Agreement is entered into as of the 30th day of August, 2010, as amended and restated August 31, 2014, by and between Lateef Investment Management, L.P. (the “Adviser”) and FundVantage Trust (the “Trust”), on behalf of Lateef Fund (the “Fund”).

AMENDED AND RESTATED EXPENSE LIMITATION/REIMBURSEMENT AGREEMENT
Expense Limitation/Reimbursement Agreement • August 28th, 2014 • FundVantage Trust

THIS AGREEMENT is entered into as of the 25th day of January, 2011, as amended and restated August 31, 2014, by and between BOSTON ADVISORS, LLC (the “Adviser”) and FUNDVANTAGE TRUST (the “Trust”), on behalf of the Boston Advisors Broad Allocation Strategy Fund (the “Fund”).

AMENDED AND RESTATED EXPENSE LIMITATION/REIMBURSEMENT AGREEMENT
Expense Limitation/Reimbursement Agreement • August 28th, 2014 • FundVantage Trust

THIS AGREEMENT is entered into as of the 20th day of June 2010, as amended and restated August 31, 2014, by and between POLEN CAPITAL MANAGEMENT, LLC (the “Adviser”) and FUNDVANTAGE TRUST (the “Trust”), on behalf of the Polen Growth Fund (the “Fund”).

FORM OF NINTH AMENDMENT TO UNDERWRITING AGREEMENT
Underwriting Agreement • August 28th, 2014 • FundVantage Trust

This Ninth Amendment (the “Amendment”) to the Underwriting Agreement (the “Agreement”) dated as of April 1, 2012, by and between FundVantage Trust, a Delaware statutory trust (the “Trust”) and Foreside Funds Distributors LLC, a Delaware limited liability company (“Foreside”) is entered into as of June 11, 2014 (the “Effective Date”).

FORM OF EIGHTH AMENDMENT TO UNDERWRITING AGREEMENT
Underwriting Agreement • August 28th, 2014 • FundVantage Trust

This Eighth Amendment (the “Amendment”) to the Underwriting Agreement (the “Agreement”) dated as of April 1, 2012, by and between FundVantage Trust, a Delaware statutory trust (the “Trust”) and Foreside Funds Distributors LLC, a Delaware limited liability company (“Foreside”) is entered into as of March 20, 2014 (the “Effective Date”).

SEVENTH AMENDMENT TO UNDERWRITING AGREEMENT
Underwriting Agreement • August 28th, 2014 • FundVantage Trust

This Seventh Amendment (the “Amendment”) to the Underwriting Agreement (the “Agreement”) dated as of April 1, 2012, by and between FundVantage Trust, a Delaware statutory trust (the “Trust”) and Foreside Funds Distributors LLC, a Delaware limited liability company (“Foreside”) is entered into as of March 19, 2014 (the “Effective Date”).

AMENDED AND RESTATED EXPENSE LIMITATION/REIMBURSEMENT AGREEMENT
Expense Limitation/Reimbursement Agreement • August 28th, 2014 • FundVantage Trust

This Agreement is entered into as of the 11 day of August, 2010, as amended and restated August 31, 2014, between DuPont Capital Management Corporation (the “Adviser”) and FundVantage Trust (the “Trust”), on behalf of DuPont Capital Emerging Markets Fund (the “Fund”).

AMENDED AND RESTATED EXHIBIT A
Transfer Agency Services Agreement • August 28th, 2014 • FundVantage Trust

THIS AMENDED AND RESTATED EXHIBIT A, dated as of July 31, 2014, is Exhibit A to that certain Transfer Agency Services Agreement dated as of July 19, 2007, between BNY Mellon Investment Servicing (US) Inc. and FundVantage Trust.

SIXTH AMENDMENT TO UNDERWRITING AGREEMENT
Underwriting Agreement • August 28th, 2014 • FundVantage Trust

This Sixth Amendment (the “Amendment”) to the Underwriting Agreement (the “Agreement”) dated as of April 1, 2012, by and between FundVantage Trust, a Delaware statutory trust (the “Trust”) and Foreside Funds Distributors LLC, a Delaware limited liability company (“Foreside”) is entered into as of September 27, 2013 (the “Effective Date”).

AMENDED AND RESTATED SCHEDULE A DATED JULY 25, 2014 TO THE INVESTMENT ADVISORY AGREEMENT DATED NOVEMBER 2, 2010 BETWEEN FUNDVANTAGE TRUST AND GOTHAM ASSET MANAGEMENT, LLC
Investment Advisory Agreement • August 28th, 2014 • FundVantage Trust

IN WITNESS WHEREOF, each of the parties hereto has caused this Amended and Restated Schedule A to be executed in its name and on its behalf by its duly authorized representative as of July 25, 2014.

FIFTH AMENDMENT TO UNDERWRITING AGREEMENT
Underwriting Agreement • August 28th, 2014 • FundVantage Trust

This Fifth Amendment (the “Amendment”) to the Underwriting Agreement (the “Agreement”) dated as of April 1, 2012, by and between FundVantage Trust, a Delaware statutory trust (the “Trust”) and Foreside Funds Distributors LLC, a Delaware limited liability company (“Foreside”) is entered into as of September 1, 2013 (the “Effective Date”).

EXPENSE LIMITATION/REIMBURSEMENT AGREEMENT
Expense Limitation/Reimbursement Agreement • August 28th, 2014 • FundVantage Trust

This Agreement is entered into as of the 25 day of July, 2014, by and between Gotham Asset Management, LLC (the “Adviser”) and FundVantage Trust (the “Trust”), on behalf the Gotham Absolute 500 Fund (the “Fund”).

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