0001398344-16-015634 Sample Contracts

FORM OF INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • July 27th, 2016 • SCM Trust

THIS INVESTMENT ADVISORY AGREEMENT is made this XX/XX/2016 (this “Agreement”), by and between SCM Trust, a Massachusetts statutory trust (the “Trust”), on behalf of the series of the Trust identified herein, and CCM Partners, dba Shelton Capital Management, a limited partnership organized and existing under the laws of the State of California (the “Advisor”).

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SCM TRUST EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • July 27th, 2016 • SCM Trust • Massachusetts

This Expense Limitation Agreement (this “Agreement”) is by and between CCM Patners, LLP, dba Shelton Capital Management (the “Advisor”) and SCM Trust (the “Trust”), on behalf of each series of the Trust set forth in Schedule A attached hereto (each, a “Fund,” and, collectively, the “Funds”).

APPENDIX A FORM OF AGREEMENT AND PLAN OF REORGANIZATION AGREEMENT AND PLAN OF REORGANIZATION
Agreement and Plan of Reorganization • July 27th, 2016 • SCM Trust • Delaware

This AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) dated as of ________, 2016 by and among the Realty Capital Income Funds Trust, a Delaware statutory Trust (“ARC”), on behalf of the AR Capital Global Real Estate Income Fund, the AR Capital BDC Income Fund, and the AR Capital Real Estate Income Fund (each, an “Acquired Fund” and collectively the “Acquired Funds”) and the SCM Trust, a Massachusetts business trust (“SCM Trust”) on behalf of the Shelton BDC Income Fund and the Shelton Real Estate Income Fund (each, an “Acquiring Fund” and collectively the “Acquiring Funds” and, together with SCM Trust, ARC and the Acquired Funds, the “Parties” and each, individually, a “Party”). CCM Partners, dba Shelton Capital Management, a California Limited Partnership (“SCM”), joins this Agreement solely for purposes of paragraphs 4.3, 5.1, and 7.1. National Fund Advisors, LLC, a Delaware Limited Liability Company (“NFA”), joins this Agreement solely for purposes of paragraph 7.2. Capitalize

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