0001193125-08-095396 Sample Contracts

THE CNL FUNDS FIRST AMENDMENT TO EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • April 29th, 2008 • CNL Funds

THIS FIRST AMENDMENT TO EXPENSE LIMITATION AGREEMENT (this “Amendment”) is made and entered into as of February 28, 2008, by and between THE CNL FUNDS (the “Trust”), on behalf of each portfolio of the Trust, a Delaware statutory trust and CNL Fund Advisors Company, a Florida corporation (“the “Adviser”).

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AMENDMENT TO INDEMNIFICATION AGREEMENT BY AND AMONG CNL FUND ADVISORS COMPANY, CB RICHARD ELLIS GLOBAL REAL ESTATE SECURITIES, LLC AND THE CNL FUNDS
Indemnification Agreement • April 29th, 2008 • CNL Funds

This Amendment (the “Amendment”) to the Indemnification Agreement by and among CNL Fund Advisors Company (“CNL”), CB Richard Ellis Global Real Estate Securities, LLC (“CBRE”) and The CNL Funds (the “Trust”), dated August 24, 2007 (the “Agreement”), is entered into as of October 22, 2007. Capitalized terms not defined herein shall have the meanings ascribed to them in the Agreement.

AMENDMENT TO CUSTODIAN AGREEMENT
Custodian Agreement • April 29th, 2008 • CNL Funds

This Amendment to the Custodian Agreement is made as of February 28, 2008 by and between each of the funds listed on Appendix A to the Custodian Agreement described below, as such Appendix A may be amended from time to time (each, a “Fund”) and State Street Bank and Trust Company (the “Custodian”). Capitalized terms used in this Amendment without definition shall have the respective meanings given to such terms in the Custodian Agreement referred to below.

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