0001162044-07-000183 Sample Contracts

CUSTODY AGREEMENT
Custody Agreement • April 3rd, 2007 • ThomasLloyd Funds • Ohio

THIS AGREEMENT is made and entered into as of this 1st day of November, 2005, by and between ILLINGTON FUNDS BUSINESS TRUST (the “Trust”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America with its principal place of business at Cincinnati, Ohio (the “Custodian”).

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IRA CUSTODY AGREEMENT
Custody Agreement • April 3rd, 2007 • ThomasLloyd Funds • Ohio

This Agreement is made as of this 5th day of March, 2007, between U.S. Bank National Association, a national banking association (the “Custodian”), Matrix Fund Services, (the “Transfer Agent”) and ThomasLloyd Funds (the “Fund”).

AMENDMENT TO THE CUSTODY AGREEMENT
The Custody Agreement • April 3rd, 2007 • ThomasLloyd Funds

THIS AMENDMENT dated as of this 15th day of November, 2006, to the Custody Agreement, dated November 1, 2005 (the "Agreement"), is entered by and between Illington Funds, a Massachusetts trust (the "Trust") and U.S. Bank, N.A., a national banking association (the "Custodian").

FIRST AMENDMENT TO THE UNDERWRITING AGREEMENT
Underwriting Agreement • April 3rd, 2007 • ThomasLloyd Funds

This First Amendment to the Underwriting Agreement (this "First Amendment") is entered into as of December 31, 2006, by and between ThomasLloyd Funds, a Massachusetts business trust (the "Trust"), and ThomasLloyd Capital LLC, a Delaware limited liability company (the "Underwriter"). This First Amendment shall amend, in accordance with the terms hereof, that certain Underwriting Agreement, dated as of August 16, 1999, by and between PROACTIVE ASSET ALLOCATION Funds and PROACTIVE Financial Services, Inc (the "Underwriting Agreement").

AMENDMENT TO THE CUSTODY AGREEMENT
Custody Agreement • April 3rd, 2007 • ThomasLloyd Funds

THIS AMENDMENT dated as of the 31st day of December, 2006, to the Custody Agreement, dated November 1, 2005, as amended (the "Custody Agreement"), is entered by and between the ThomasLloyd Funds, f/k/a the lllington Funds, a Massachusetts trust (the "Trust") and U.S. Bank, NA., a national banking association (the "Custodian").

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