0001171520-14-000470 Sample Contracts

INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • June 26th, 2014 • EntrepreneurShares Series Trust

THIS INVESTMENT ADVISORY AGREEMENT (the “Agreement”), made this 25th day of June, 2014, between ENTREPRENEURSHARES SERIES TRUST, a Delaware Statutory Trust (the “Trust”), and CAPITAL IMPACT ADVISORS, LLC, a Delaware Limited Liability Company (the “Advisor”).

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SECOND AMENDMENT TO THE FUND ADMINISRATION SERVICING AGREEMENT
Fund Adminisration Servicing Agreement • June 26th, 2014 • EntrepreneurShares Series Trust

THIS SECOND AMENDMENT dated as of June 25,2014, to the Fund Administration Servicing Agreement, dated as of September 9, 2010, as amended September 4, 2013 (the “Agreement”), is entered into by and between ENTREPRENEURSHARES SERIES TRUST, a Delaware statutory trust (the “Trust”), and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

ENTREPRENEURSHARES SERIES TRUST AGREEMENT AND DECLARATION OF TRUST dated May 13, 2010 List of Series and Classes
Entrepreneurshares Series Trust • June 26th, 2014 • EntrepreneurShares Series Trust
SECOND AMENDMENT TO THE TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • June 26th, 2014 • EntrepreneurShares Series Trust

THIS SECOND AMENDMENT dated as of June 25,2014, to the Transfer Agent Servicing Agreement, dated as of September 9, 2010, as amended September 4, 2013 (the “Agreement”), is entered into by and between ENTREPRENEURSHARES SERIES TRUST, a Delaware statutory trust (the “Trust”), and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

FIRST AMENDMENT TO THE DISTRIBUTION AGREEMENT
Distribution Agreement • June 26th, 2014 • EntrepreneurShares Series Trust

THIS FIRST AMENDMENT dated as of the 25th day of June, 2014 (the “First Amendment”), to the Distribution Agreement dated as of August 29, 2013 (the “Agreement”), is entered into by and between ENTREPRENEURSHARES SERIES TRUST, a Delaware Statutory Trust (the “Trust”), and RAFFERTY CAPITAL MARKETS, LLC, a corporation organized and existing under the laws of the State of New York (“RCM”).

SECOND AMENDMENT TO THE CUSTODY AGREEMENT
Custody Agreement • June 26th, 2014 • EntrepreneurShares Series Trust

THIS SECOND AMENDMENT dated as of June 25, 2014, to the Custody Agreement, dated as of September 9, 2009, as amended September 4, 2013 (the “Agreement”), is entered into by and between ENTREPRENEURSHARES SERIES TRUST, a Delaware statutory trust (the “Trust”), and U.S. BANK, N.A., a national banking association (the “Custodian”).

SECOND AMENDMENT TO THE FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • June 26th, 2014 • EntrepreneurShares Series Trust

THIS SECOND AMENDMENT dated as of June 25,2014, to the Fund Accounting Servicing Agreement, dated as of September 9, 20 I 0, as amended September 4, 2013 (the “Agreement”), is entered into by and between ENTREPRENEURSHARES SERIES TRUST, a Delaware statutory trust (the “Trust”), and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

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