0001398344-16-021622 Sample Contracts

GOEHRING & ROZENCWAJG INVESTMENT FUNDS FORM OF TRANSFER AGENCY AND SERVICES AGREEMENT
Transfer Agency and Services Agreement • December 12th, 2016 • Goehring & Rozencwajg Investment Funds • Colorado

THIS AGREEMENT is made as of December __, 2016, between Goehring & Rozencwajg Investment Funds, a Massachusetts business trust (the “Trust”), and ALPS Fund Services, Inc. (“ALPS”), a Colorado corporation.

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GOEHRING & ROZENCWAJG INVESTMENT FUNDS FORM OF CHIEF COMPLIANCE OFFICER SERVICES AGREEMENT
Compliance Officer Services Agreement • December 12th, 2016 • Goehring & Rozencwajg Investment Funds • Colorado

This Chief Compliance Officer Services Agreement (this “Agreement”) is effective as of _______________, 2016 (the “Effective Date”) by and between Goehring & Rozencwajg Investment Funds (the “Trust”), on behalf of each series of the Trust (each such series and any additional series that may be established by the Trust and made subject to this Agreement are referred to herein individually as a “Fund,” and collectively, the “Funds”), and ALPS Fund Services, Inc. (“ALPS”), a Colorado corporation.

FORM OF BROKER DEALER SELLING AGREEMENT
Broker Dealer • December 12th, 2016 • Goehring & Rozencwajg Investment Funds • Colorado
GOEHRING & ROZENCWAJG INVESTMENT FUNDS FORM OF ADMINISTRATION, BOOKKEEPING AND PRICING SERVICES AGREEMENT
Pricing Services Agreement • December 12th, 2016 • Goehring & Rozencwajg Investment Funds • Colorado

THIS AGREEMENT is made as of December __, 2016, between Goehring & Rozencwajg Investment Funds, a Massachusetts business trust (the “Trust”), and ALPS Fund Services, Inc., a Colorado corporation (“ALPS”).

INVESTMENT MANAGEMENT AGREEMENT Goehring & Rozencwajg Investment Funds
Investment Management Agreement • December 12th, 2016 • Goehring & Rozencwajg Investment Funds • New York

This Investment Management Agreement (the “Agreement”) is dated as of September 8, 2016 by and between GOEHRING & ROZENCWAJG ASSOCIATES, LLC, a Delaware limited liability company (the “Manager”) and GOEHRING & ROZENCWAJG INVESTMENT FUNDS, a Massachusetts business trust (the “Trust”), on behalf of each series of the Trust identified from time to time on Schedule A to this Agreement (each, a “Fund” and together, the “Funds”).

FORM OF DISTRIBUTION AGREEMENT
Form of Distribution Agreement • December 12th, 2016 • Goehring & Rozencwajg Investment Funds • Colorado

THIS AGREEMENT is made as of __________, 2016, between Goehring & Rozencwajg Investment Funds, a Massachusetts business trust (the “Trust”), and ALPS Distributors, Inc., a Colorado corporation (“ALPS”).

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