0001398344-22-017518 Sample Contracts

FUND OF FUNDS INVESTMENT AGREEMENT
Fund of Funds Investment Agreement • August 29th, 2022 • Financial Investors Trust • Massachusetts

THIS AGREEMENT, is made this 10th of January, 2022, by and among Fidelity Rutland Square Trust II (the “Fidelity Trust”), a statutory trust organized under the State of Delaware, on behalf of itself and its current and future series as identified on Schedule A, severally and not jointly (each, an “Acquiring Fund” and collectively, the “Acquiring Funds”), and each trust identified on Schedule B (each, an “Underlying Trust”), on behalf of itself and its respective series identified on Schedule B, severally and not jointly (each, an “Acquired Fund” and collectively the “Acquired Funds” and together with the Acquiring Funds, the “Funds”), and solely with respect to Sections V and 9.3, Vulcan Value Partners, LLC (the “Acquired Fund Adviser”), and shall become effective on January 19, 2022 (the “Effective Date”).

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SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • August 29th, 2022 • Financial Investors Trust • Delaware

This SUB-ADVISORY AGREEMENT (the "Agreement") is made this 3rd day of May, 2022 by and among Financial Investors Trust (the "Trust"), on behalf of each of its separate series set forth in Schedule A hereto (each such series, the "Fund"), Highland Associates, Inc. (the "Adviser"), and Passaic Partners LLC (the "Sub-Adviser").

RULE 12d1-4 FUND OF FUNDS ETF INVESTMENT AGREEMENT
Fund of Funds Etf Investment Agreement • August 29th, 2022 • Financial Investors Trust

This Agreement, dated as of January 19, 2022 (the "Effective Date") between Financial Investors Trust, on behalf of RiverFront Asset Allocation Aggressive, RiverFront Asset Allocation Growth & Income, RiverFront Asset Allocation Moderate, each a series of Financial Investors Trust, severally and not jointly (each, an “Acquiring Fund”), and First Trust Exchange-Traded Fund, First Trust Exchange-Traded Fund II, First Trust Exchange-Traded Fund III, First Trust Exchange- Traded Fund IV, First Trust Exchange-Traded Fund V, First Trust Exchange-Traded Fund VI, First Trust Exchange-Traded Fund VII, First Trust Exchange-Traded Fund VIII, First Trust Exchange-Traded AlphaDEX® Fund, and First Trust Exchange-Traded AlphaDEX® Fund II, (each a "Trust") on behalf of each applicable series listed on Appendix A, as may be amended from time to time, severally and not jointly (each, an “Acquired Fund” and together with the Acquiring Funds, the “Funds”).

ALPS ADVISORS, INC.
Management Fee Limitation Agreement • August 29th, 2022 • Financial Investors Trust

This letter confirms the agreement of ALPS Advisors, Inc. (the “Adviser”) and Smith Capital Investors, LLC (the “Sub-Adviser”) with the Trust to contractually limit the total amount of the “Management Fees” and “Other Expenses” that they are entitled to receive from the Funds. This letter agreement supersedes any prior agreement or understanding between the parties, whether oral or written, relating to the subject matter herein.

FUND OF FUNDS INVESTMENT AGREEMENT
Fund of Funds Investment Agreement • August 29th, 2022 • Financial Investors Trust

THIS AGREEMENT, dated as of January 19, 2022, is made between the Acquiring Fund (the “Acquiring Fund”), and the Acquired Fund (“Acquired Fund,” and together with the Acquiring Fund, the “Funds”), listed on Schedule A.

SEAFARER CAPITAL LETTERHEAD]
Expense Limitation Agreement • August 29th, 2022 • Financial Investors Trust
Amendment to Investment Advisory Agreement
Investment Advisory Agreement • August 29th, 2022 • Financial Investors Trust

This Amendment dated as of December 14, 2021 (this “Amendment”) is to the Investment Advisory Agreement dated as of September 13, 2011, as amended (the “Agreement”), by and between Financial Investors Trust (the “Trust”), a Delaware statutory trust, and Grandeur Peak Global Advisors, LLC (the “Adviser”), a Delaware limited liability company and investment adviser registered under the Investment Advisers Act of 1940. Any items not herein defined shall have the meaning ascribed to them in the Agreement.

VULCAN VALUE PARTNERS, LLC LETTERHEAD]
Management Fee Agreement • August 29th, 2022 • Financial Investors Trust
AMENDMENT
Fund Accounting and Administration Agreement • August 29th, 2022 • Financial Investors Trust

This amendment (the “Amendment”) between the parties signing below (“Parties”) amends the Existing Agreement as of August 19, 2022 (the “Effective Date”):

HIGHLAND ASSOCIATES, INC. 2545 Highland Avenue, South, Suite 200 Birmingham, AL 35205-2478
Management Fee Waiver Agreement • August 29th, 2022 • Financial Investors Trust
ALPS ADVISORS, INC.
Management Fee Limitation Agreement • August 29th, 2022 • Financial Investors Trust

This letter confirms the agreement of ALPS Advisors, Inc. (the “Adviser”) and Red Rocks Capital LLC (the “Sub-Adviser”) with the Trust to contractually limit the total amount of the “Management Fees” and “Other Expenses” that they are entitled to receive from the Fund.

ALPS ADVISORS, INC.
Management Fee Limitation Agreement • August 29th, 2022 • Financial Investors Trust

This letter confirms the agreement of ALPS Advisors, Inc. (the “Adviser”) and Smith Capital Investors, LLC (the “Sub-Adviser”) with the Trust to contractually limit the total amount of the “Management Fees” and “Other Expenses” that they are entitled to receive from the Fund. This letter agreement supersedes any prior agreement or understanding between the parties, whether oral or written, relating to the subject matter herein.

AMENDMENT
Administration, Bookkeeping and Pricing Services Agreement • August 29th, 2022 • Financial Investors Trust

This amendment (the “Amendment”) between the parties signing below (“Parties”) amends the Existing Agreement as of August 19, 2022 (the “Effective Date”):

EMERALD LETTERHEAD]
Management Fee Limitation Agreement • August 29th, 2022 • Financial Investors Trust

This letter confirms the agreement of Emerald Mutual Fund Advisers Trust (the “Adviser”) with the Trust to contractually limit the total amount of the “Management Fees” and “Other Expenses” that it is entitled to receive from the Emerald Finance and Banking Innovation Fund, the Emerald Growth Fund and the Emerald Insights Fund (each a “Fund,” and collectively, the “Funds”).

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