0001413042-16-000389 Sample Contracts

MANAGEMENT AGREEMENT
Management Agreement • March 31st, 2016 • Neiman Funds • California

The Trust has been organized to engage in the business of an investment company. The Trust currently offers multiple series of shares to investors, including shares of the Neiman Opportunities Fund (the “Fund”).

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UNDERWRITING AGREEMENT Schedule A
Underwriting Agreement • March 31st, 2016 • Neiman Funds

This Fee Schedule is part of the Underwriting Agreement (the “Agreement”) effective April 30, 2015 by and between Neiman Funds and Northern Lights Distributors, LLC. This Fee Schedule replaces any existing fee schedule with respect to the Fund(s) identified herein.

Letter Agreement
Letter Agreement • March 31st, 2016 • Neiman Funds

You have engaged us to act as the sole investment advisor to the Neiman Opportunities Fund (the “Fund”), pursuant to a Management Agreement dated March 25, 2016. Effective April 1, 2016, we hereby contractually agree to waive management fees and reimburse expenses to the extent necessary to maintain total annual operating expenses of the Fund (excluding brokerage fees and commissions, interest and other borrowing expenses, taxes, indirect expenses (such as expenses of other investment companies in which the Fund invests) and extraordinary expenses) at an amount not to exceed 1.45% of its average daily net assets for Class A Shares through July 31, 2017.

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