0001193125-14-455719 Sample Contracts

CROSS SHORE DISCOVERY FUND EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • December 30th, 2014 • Cross Shore Discovery Fund

THIS AGREEMENT is made and entered into effective as of December 31, 2014 by and between Cross Shore Discovery Fund, a Delaware statutory trust (the “Trust”), on behalf of its sole series of the same name (the “Fund”), and Cross Shore Capital Management, LLC (the “Adviser”), a Delaware limited liability company.

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CROSS SHORE DISCOVERY FUND DISTRIBUTION AGREEMENT
Distribution Agreement • December 30th, 2014 • Cross Shore Discovery Fund • Indiana

DISTRIBUTION AGREEMENT, dated as of January 30, 2015, by and among Cross Shore Discovery Fund, a Delaware statutory trust, on behalf of the Cross Shore Discovery Fund, the sole series of the Trust (the “Trust”), Cross Shore Capital Management, LLC, a Delaware limited liability company, the investment adviser to the Trust (the “Adviser”), and Unified Financial Securities, Inc., an Indiana corporation (the “Distributor”).

CROSS SHORE DISCOVERY FUND INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • December 30th, 2014 • Cross Shore Discovery Fund • Delaware

AGREEMENT made as of December 31, 2014, by and between Cross Shore Discovery Fund, a Delaware statutory trust (the “Trust”), on behalf of its sole series of the same name (the “Fund”), with its principal office and place of business at 2960 N. Meridian Street, Suite 300, Indianapolis, Indiana 46208 (the “Fund”), and Cross Shore Capital Management, LLC, a Delaware limited liability company, with its principal office and place of business at 111 Great Neck Road, Suite 210, Great Neck, New York 11021 (the “Adviser”).

CUSTODY AGREEMENT
Custody Agreement • December 30th, 2014 • Cross Shore Discovery Fund • Ohio

THIS CUSTODY AGREEMENT (“Agreement”), dated as of December 10, 2014, is entered into by and between THE HUNTINGTON NATIONAL BANK, a national bank organized under the laws of the United States (the “Custodian”), and CROSS SHORE DISCOVERY FUND, a statutory trust formed under the laws of the State of Delaware (“Trust”).

SUB-CUSTODY AGREEMENT
Sub-Custody Agreement • December 30th, 2014 • Cross Shore Discovery Fund • New York

THIS SUB-CUSTODY AGREEMENT (“Agreement”), dated as of December 10, 2014, is entered into by and between THE HUNTINGTON NATIONAL BANK, a national bank organized under the laws of the United States (the “Custodian””), CROSS SHORE DISCOVERY FUND, a Delaware statutory trust (the “Trust”) and CITCO BANK CANADA, a bank organized and existing under the laws of Canada (“Sub-custodian” or “Sub-Custodian”).

SERVICES AGREEMENT Fund Accounting Services Fund Administration Services between CROSS SHORE DISCOVERY FUND and CITCO MUTUAL FUND SERVICES INC. December 31, 2014
Services Agreement • December 30th, 2014 • Cross Shore Discovery Fund • New York

AGREEMENT (this “Agreement”), dated as of December 31, 2014 (“Effective Date”), between Cross Shore Discovery Fund, a Delaware statutory trust, on behalf of its sole series of the same name (the “Trust”) and Citco Mutual Fund Services Inc., a Delaware corporation (“CMFS” or the “Administrator”).

PURCHASE AGREEMENT
Purchase Agreement • December 30th, 2014 • Cross Shore Discovery Fund

Cross Shore Capital Management, LLC (the “Purchaser”), a New York limited liability with its principal place of business at 111 Great Neck Road, Suite 210, Great Neck, New York 11021, and Cross Shore Discovery Fund (the “Trust”), a Delaware statutory trust, hereby agree with each other as follows:

SERVICES AGREEMENT Transfer Agency Services between CROSS SHORE DISCOVERY FUND and HUNTINGTON ASSET SERVICES, INC. December 31, 2014
Services Agreement • December 30th, 2014 • Cross Shore Discovery Fund • Indiana

AGREEMENT (this “Agreement”), dated as of December 31, 2014 (“Effective Date”), between Cross Shore Discovery Fund, a Delaware statutory trust (the “Trust”), on behalf of its sole series of the same name (the “Fund”) and Huntington Asset Services, Inc., a Delaware corporation (“HASI”).

UNIFIED FINANCIAL SECURITIES, INC DEALER AGREEMENT
Dealer Agreement • December 30th, 2014 • Cross Shore Discovery Fund • Delaware

As the distributor of each class of shares of Cross Shore Discovery Fund (collectively, the “Shares”) listed on Schedule 1 to this Agreement, Unified Financial Securities, Inc (“Distributor”) hereby invites you to participate in the selling group on the following terms and conditions. In this letter, the terms “we,” “us,” and similar words refer to the Distributor, and the terms “you,” “your,” and similar words refer to the dealer executing this agreement, including its “associated persons,” as such term is defined under applicable rules of the Financial Industry Regulatory Authority (“FINRA”).

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