0001162044-17-001098 Sample Contracts

MANAGEMENT AGREEMENT
Management Agreement • December 22nd, 2017 • MSS Series Trust • Ohio

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

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TRANSFER AGENT AGREEMENT
Transfer Agent Agreement • December 22nd, 2017 • MSS Series Trust • Ohio

THIS AGREEMENT is made and entered into this 21st day of December, 2017, by and between the MSS Series Trust (the “Trust”), an Ohio business trust having its principal place of business at 8000 Town Centre Drive, Suite 400, and Mutual Shareholder Services, LLC, a Delaware Limited Liability Company (“MSS”).

ACCOUNTING SERVICES AGREEMENT
Accounting Services Agreement • December 22nd, 2017 • MSS Series Trust • Ohio

THIS AGREEMENT is made and entered into this 21st day of December, 2017, by and between the MSS Series Trust (the “Trust”), an Ohio business trust having its principal place of business at 8000 Town Centre Drive, Suite 400, and Mutual Shareholder Services, LLC, a Delaware Limited Liability Company (“MSS”).

TRI-PARTY AGREEMENT FOR DISTRIBUTION SERVICES
Distribution Agreement • December 22nd, 2017 • MSS Series Trust • Ohio

THIS AGREEMENT is made as of December 21, 2017, between The MSS Series Trust (the “Trust” and/or Investment Company ”IC”, or “Fund”), a Delaware statutory Trust/IC, Footprints Asset Management and Research, Inc. the Registered Investment Advisor (the “RIA”) a Delaware corporation, and Arbor Court Capital (“ACC”), a limited liability corporation organized and existing under the laws of the State of Ohio.

CHIEF COMPLIANCE OFFICER SERVICES AGREEMENT
Chief Compliance Officer Services Agreement • December 22nd, 2017 • MSS Series Trust • Ohio

This CHIEF COMPLIANCE OFFICER SERVICES AGREEMENT is made and entered into as of this 21st day of December, 2017 by and between MSS Series Trust, a Ohio business trust (the “Trust”) and Empirical Administration, LLC, a Ohio limited liability company (“Empirical”).

ADMINISTRATION AGREEMENT
Administration Agreement • December 22nd, 2017 • MSS Series Trust • Ohio

This ADMINISTRATION AGREEMENT is made and entered into as of this 21st day of December, 2017 by and between MSS Series Trust, a Ohio business trust (the “Trust”) and Empirical Administration, LLC, a Ohio limited liability company (“Empirical”).

CUSTODY AGREEMENT
Custody Agreement • December 22nd, 2017 • MSS Series Trust • Minnesota

THIS AGREEMENT is made and entered into as of this 22nd day of November, 2017, by and between MSS Series Trust, a Delaware statutory 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”).

MSS SERIES TRUST OPERATING EXPENSES LIMITATION AND SECURITY AGREEMENT
Operating Expenses Limitation and Security Agreement • December 22nd, 2017 • MSS Series Trust • Ohio

THIS OPERATING EXPENSES LIMITATION AND SECURITY AGREEMENT (the “Agreement”) is effective as of the 21 day of December, 2017, by and between MSS SERIES TRUST, an Ohio business trust (the “Trust”), on behalf of Footprints Discover Value Fund (the “Fund”) a series of the Trust, and the advisor of the Fund, FOOTPRINTS ASSET MANAGEMENT & RESEARCH, INC. (the “Advisor”).

FIRST AMENDMENT TO THE CUSTODY AGREEMENT
Custody Agreement • December 22nd, 2017 • MSS Series Trust

THIS Amendment is made and effective as of December 12, 2017, to the Custody Agreement, dated as of November 22, 2017 by and between MSS Series Trust, a Delaware statutory 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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