0001193125-12-360627 Sample Contracts

EXHIBIT (d)(1) Form of Investment Advisory Agreement dated as of July 20, 2011 between Registrant and Whitebox Advisors, LLC
Investment Advisory Agreement • August 17th, 2012 • Whitebox Mutual Funds • Delaware

AGREEMENT, dated and effective as of July 20, 2011, by and between Whitebox Mutual Funds (“Trust”), a Delaware statutory trust, and Whitebox Advisors, LLC (“Adviser”), a Delaware limited liability company.

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EXHIBIT (e)(1) Form of Distribution Agreement dated as of July 20, 2011 between Registrant and ALPS Distributors, Inc.
Distribution Agreement • August 17th, 2012 • Whitebox Mutual Funds • Delaware

THIS DISTRIBUTION AGREEMENT (this “Agreement”) is made as of July 20, 2011, between Whitebox Mutual Funds (the “Fund”), a statutory trust organized under the laws of the State of Delaware, and ALPS Distributors, Inc., a Colorado corporation (“ALPS”).

EXHIBIT (h)(2) Form of Administration, Bookkeeping and Pricing Services Agreement dated as of July 20, 2011 between Registrant and ALPS Fund Services, Inc.
Administration, Bookkeeping and Pricing Services Agreement • August 17th, 2012 • Whitebox Mutual Funds • Delaware

THIS ADMINISTRATION, BOOKKEEPING AND PRICING SERVICES AGREEMENT (this “Agreement”) is made as of July 20, 2011, between Whitebox Mutual Funds, a statutory trust established under the laws of the State of Delaware (the “Fund”), and ALPS Fund Services, Inc., a Colorado corporation (“ALPS”).

EXHIBIT (g) Form of Custody Agreement dated as of July 20, 2011 between Registrant and Wells Fargo Bank, N.A.
Custody Agreement • August 17th, 2012 • Whitebox Mutual Funds • Minnesota

THIS CUSTODY AGREEMENT (this “Agreement”), dated and effective as of July 20, 2011, is entered into between Whitebox Mutual Funds (the “Company”), a Delaware Statutory Trust organized under the laws of the State of Delaware with its principal place of business at 3033 Excelsior Boulevard, Suite 300, Minneapolis, Minnesota, and Wells Fargo Bank, N.A. (the “Custodian”), a banking association organized under the laws of the United States of America with a principal place of business at Wells Fargo Center, Sixth and Marquette, Minneapolis, Minnesota 55479.

EXHIBIT (d)(2) Form of Fee Waiver and Expense Reimbursement Agreement dated as of July 20, 2011 between Registrant and Whitebox Advisors, LLC
Fee Waiver and Expense Reimbursement Agreement • August 17th, 2012 • Whitebox Mutual Funds • Delaware

WHEREAS, the parties have entered into an Investment Advisory Agreement with respect to the Funds dated as of July 20, 2011 (“Advisory Agreement”); and

EXHIBIT (h)(1) Form of Transfer Agency and Service Agreement dated as of July 20, 2011 between Registrant and ALPS Fund Services, Inc.
Transfer Agency and Service Agreement • August 17th, 2012 • Whitebox Mutual Funds • Delaware

THIS TRANSFER AGENCY AND SERVICES AGREEMENT (this “Agreement”) is made as of July 20, 2011, between Whitebox Mutual Funds, a statutory trust organized under the laws of the State of Delaware (the “Fund”), and ALPS Fund Services, Inc., a Colorado corporation (“ALPS”).

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