0001571049-14-003249 Sample Contracts

FORM OF EXPENSE LIMITATION AGREEMENT WORTHINGTON VALUE LINE EQUITY ADVANTAGE FUND
Expense Limitation Agreement • July 25th, 2014 • Value Line Funds Investment Trust • New York

EXPENSE LIMITATION AGREEMENT, effective as of [__________], 2014 by and among EULAV Asset Management (the “Adviser”), Worthington Capital Management LLC (the “Manager”), EULAV Securities LLC (the “Distributor”) and Value Line Funds Investment Trust, a Massachusetts business trust (the “Trust”), on behalf of its series Worthington Value Line Equity Advantage Fund (the “Fund”).

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FORM OF INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • July 25th, 2014 • Value Line Funds Investment Trust • New York

Value Line Funds Investment Trust (the “Trust”), of which Worthington Value Line Equity Advantage Fund (the “Fund”) is a series, has been organized as a Massachusetts business trust to engage in the business of an investment company. The Trust’s shares of beneficial interest are currently divided into one series, consisting of the Fund.

FORM OF DISTRIBUTION AGREEMENT Between WORTHINGTON VALUE LINE EQUITY ADVANTAGE FUND and EULAV SECURITIES LLC
Distribution Agreement • July 25th, 2014 • Value Line Funds Investment Trust

WORTHINGTON VALUE LINE EQUITY ADVANTAGE FUND (the “Fund”), a series of the Value Line Funds Investment Trust, a Massachusetts business trust, is registered as an Investment Company under the Investment Company Act of 1940 and has registered an indefinite number of shares of beneficial interest under the Securities Act of 1933, Registration Number 33-[____], to be offered continuously for sale to the public in accordance with terms and conditions set forth in the Fund’s Prospectus included in such Registration Statement as it may be amended from time to time.

WORTHINGTON VALUE LINE EQUITY ADVANTAGE FUND FORM OF INVESTMENT ADVISORY AGREEMENT
Value Line Funds Investment Trust • July 25th, 2014 • New York

Value Line Funds Investment Trust (the “Trust”), of which Worthington Value Line Equity Advantage Fund (the “Fund”) is a series, has been organized as a Massachusetts business trust to engage in the business of an investment company. The Trust’s shares of beneficial interest are currently divided into one series, consisting of the Fund.

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