0001162044-08-000695 Sample Contracts

CUSTODY AGREEMENT
Custody Agreement • December 29th, 2008 • Catalyst Funds • Ohio

THIS AGREEMENT is made and entered into as of this 23rd day of December, 2008, by and between CATALYST FUNDS, an Ohio 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 (the “Custodian”).

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MANAGEMENT AGREEMENT
Management Agreement • December 29th, 2008 • Catalyst Funds • New York

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.

DISTRIBUTION AGREEMENT
Distribution Agreement • December 29th, 2008 • Catalyst Funds • New York

THIS DISTRIBUTION AGREEMENT (the "Agreement") is made as of the 3rd day of November, 2008 by and among the Catalyst Funds (the “Fund”), an Ohio Business Trust, on behalf of its separate series, the Compass EMP Conservative to Moderate Fund and Compass EMP Long-Term Growth Fund, Compass Advisory Group, LLC (the "Adviser"), a Tennessee limited liability Company and Matrix Capital Group (the "Distributor"), a New York corporation.

CATALYST FUNDS OPERATING EXPENSES LIMITATION AND SECURITY AGREEMENT COMPASS EMP FUNDS
And Security Agreement • December 29th, 2008 • Catalyst Funds • New York

THIS OPERATING EXPENSES LIMITATION AND SECURITY AGREEMENT (the “Agreement”) is effective as of the 30th day of December, 2008, by and between CATALYST FUNDS, an Ohio business trust (the “Trust”), on behalf of the Compass EMP Conservative to Moderate Fund and Compass EMP Long-Term Growth Fund (the “Funds”), each a series of the Trust, and Compass Advisory Group, LLC (the “Advisor”), the advisor of the Funds.

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