0001534424-16-001092 Sample Contracts

FORESIDE FUND SERVICES, LLC DEALER AGREEMENT
Dealer Agreement • October 11th, 2016 • Context Capital Funds • Delaware

As the distributor of the shares (“Shares”) of each investment company portfolio (“Fund”), of the investment company or companies referenced above and covered hereunder (collectively, “Company”) which may be amended by us from time to time, Foreside Fund Services, LLC (“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.

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INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • October 11th, 2016 • Context Capital Funds • Delaware

AGREEMENT made as of this 30th day of September, 2016 by and between Context Capital Funds, a Delaware statutory trust (the “Trust”), and Context Advisers III, LLC, a Delaware limited liability company (the “Adviser”).

EXPENSE REIMBURSEMENT AGREEMENT
Expense Reimbursement Agreement • October 11th, 2016 • Context Capital Funds

EXPENSE REIMBURSEMENT AGREEMENT (the “Agreement”), dated as of September 30, 2016, by and between Context Advisers III, LLC, a Delaware limited liability company (the “Adviser”) and Context Capital Funds, a Delaware statutory trust (the “Trust”).

AMENDED AND RESTATED CUSTODY AGREEMENT by and between CONTEXT CAPITAL FUNDS and THE BANK OF NEW YORK MELLON
Custody Agreement • October 11th, 2016 • Context Capital Funds • New York

AMENDED AND RESTATED CUSTODY AGREEMENT, dated as of the latest date set forth on the signature page hereto, between Context Capital Funds, a statutory trust organized under the laws of the State of Delaware (the “Fund”) and THE BANK OF NEW YORK MELLON, a bank organized under the laws of the State of New York (the “Custodian”).

CONTEXT CAPITAL FUNDS Amendment No. 2 to Administration, Bookkeeping and Pricing Services Agreement
Administration, Bookkeeping and Pricing Services Agreement • October 11th, 2016 • Context Capital Funds

LATE CHARGES: All invoices are due and payable upon receipt. Any invoices not paid within thirty (30) days of the invoice date are subject to a one percent (1%) per month financing charge on any unpaid balance but only to the extent permitted by law.

ALPS Fund Services, Inc. (“ALPS”) July 7, 2016
Consent to Assignment of Administration, Bookkeeping and Pricing Services Agreement and Transfer Agency and Services Agreement • October 11th, 2016 • Context Capital Funds
July 7, 2016 Context Capital Funds (“Client”)
Services Agreement • October 11th, 2016 • Context Capital Funds
CONTEXT CAPITAL FUNDS Amendment No. 1 to Transfer Agency and Services Agreement
Transfer Agency and Services Agreement • October 11th, 2016 • Context Capital Funds

THIS AMENDMENT is made as of September 30, 2016, by and between ALPS Fund Services, Inc. (“ALPS”), Context Capital Funds (the “Trust”), and Foreside Management Services, LLC (“Foreside”).

FIRST AMENDMENT TO INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • October 11th, 2016 • Context Capital Funds

This First Amendment is entered into as of ____________, 2016 between Context Advisers II, L.P., a Delaware limited partnership (the “Adviser”), and Context Capital Funds, a Delaware statutory trust (the “Trust”). Capitalized terms used in this First Amendment, but not defined herein, will have the meaning ascribed to them in the Agreement (as defined below).

FIRST AMENDED SCHEDULE A LIST OF FUNDS
Schedule A • October 11th, 2016 • Context Capital Funds

This Agreement covers the following series of the Trust as well as such additional series as may be established by the Trust from time to time, and advised by Context Advisers II, L.P. or Context Advisers III, LLC (the “Advisers”) or entities directly or indirectly controlling, controlled by, or under common control with the Advisers (each series a “Fund” and collectively, the “Funds”):

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