0001162044-06-000604 Sample Contracts

MANAGEMENT AGREEMENT
Management Agreement • December 7th, 2006 • RiverNorth Funds • Ohio

The Trust has been organized to engage in the business of an open-end management investment company. The Trust currently offers several series of shares to investors.

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TRANSFER AGENT AGREEMENT
Transfer Agent Agreement • December 7th, 2006 • RiverNorth Funds • Ohio

THIS AGREEMENT is made and entered into this 29th day of September, 2006, by and between the RiverNorth Funds (the “Trust”), an Ohio business trust having its principal place of business at 325 N. LaSalle St., Suite 645, Chicago, IL 60610, and Mutual Shareholder Services, LLC, a Delaware Limited Liability Company (“MSS”).

ACCOUNTING SERVICES AGREEMENT
Accounting Services Agreement • December 7th, 2006 • RiverNorth Funds • Ohio

THIS AGREEMENT is made and entered into this 29th day of September, 2006, by and between the RiverNorth Funds (the “Trust”), an Ohio business trust having its principal place of business at 325 N. LaSalle St., Suite 645, Chicago, IL 60610 and Mutual Shareholder Services, LLC, a Delaware Limited Liability Company (“MSS”).

ADMINISTRATION AGREEMENT
Administration Agreement • December 7th, 2006 • RiverNorth Funds • Ohio

RiverNorth Funds (the “Trust”) herewith confirms our agreement with you. The Trust has been organized to engage in the business of an open-end management investment company. The Trust currently offers several series of shares to investors.

CUSTODY AGREEMENT BETWEEN THE HUNTINGTON NATIONAL BANK AND
Custody Agreement • December 7th, 2006 • RiverNorth Funds • Ohio

This agreement (the "Agreement") is entered into as of the 5th day of Oct. 2006, by and between the RiverNorth Funds, an Ohio business trust (the "Trust") and The Huntington National Bank, (the "Custodian"), a national banking association having its principal office at 41 South High Street, Columbus, Ohio 43215.

SUBSCRIPTION AGREEMENT BETWEEN THE TRUST AND THE INVESTORS RIVERNORTH CORE OPPORTUNITY FUND A SERIES OF THE RIVERNORTH FUNDS LETTER OF INVESTMENT INTENT
Subscription Agreement • December 7th, 2006 • RiverNorth Funds

The undersigned (the “Purchaser”) hereby subscribes to purchase a beneficial interest (the “Interest”) of the RiverNorth Core Opportunity Fund, a series of the RiverNorth Funds, in the amount of $100,000 for 10,000 shares at net asset value of $10.00 per share, in consideration for which the Purchaser agrees to transfer to you upon demand cash in the amount of $100,000.

Letter Agreement
Letter Agreement • December 7th, 2006 • RiverNorth Funds
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