0001580642-15-005797 Sample Contracts

UNDERWRITING AGREEMENT
Underwriting Agreement • December 14th, 2015 • Copeland Trust • New York

THIS UNDERWRITING AGREEMENT effective the 30th day of April, 2015, by and between COPELAND TRUST, a Delaware statutory trust, having its principal office and place of business at Eight Tower Bridge, 161 Washington Street, Suite 1325, Conshohocken, PA 19428 (the “Trust”), and NORTHERN LIGHTS DISTRIBUTORS, LLC, a Nebraska limited liability company having its principal office and place of business at 17605 Wright Street, Omaha, Nebraska 68130 (“NLD”).

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CUSTODY AGREEMENT
Custody Agreement • December 14th, 2015 • Copeland Trust • Illinois

AGREEMENT dated as of September 10, 2015, between COPELAND TRUST, a business trust organized under the laws of the State of Delaware, having its principal office and place of business at 161 Washington St., Suite 1325, Conshohocken, PA 19428 (the “Fund”), and THE NORTHERN TRUST COMPANY (the “Custodian”), an Illinois company with its principal place of business at 50 South LaSalle Street, Chicago, Illinois 60603.

FOURTH AMENDMENT to FUND SERVICES AGREEMENT
Fund Services Agreement • December 14th, 2015 • Copeland Trust

THIS Amendment (this “Amendment”), effective as of November 17, 2015, by and among Copeland Trust, a statutory trust organized under the laws of the State of Delaware (the “Trust”), and Gemini Fund Services, LLC, a Nebraska limited liability company (“Gemini”) (collectively, the “Parties”).

Amendment to Management Agreement
Management Agreement • December 14th, 2015 • Copeland Trust

THIS AMENDMENT, effective as of November 17, 2015, by and between Copeland Trust, stator trust organized under the laws of the State of Delaware (“the Trust”), and Copeland Capital Management, LLC, a limited liability corporation organized under the laws of the State of Delaware (“Copeland Capital”).

COPELAND TRUST OPERATING EXPENSES LIMITATION AGREEMENT
Copeland Trust Operating Expenses Limitation Agreement • December 14th, 2015 • Copeland Trust • Delaware

THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) dated as of the 15th day of November 2010, as amended November 30, 2012 and November 17, 2015 by and between COPELAND TRUST, a Delaware statutory trust (the “Trust”), on behalf of COPELAND RISK MANAGED DIVIDEND GROWTH FUND, COPELAND INTERNATIONAL RISK MANAGED DIVIDEND GROWTH FUND and COPELAND INTERNATIONAL SMALL CAP DIVIDEND GROWTH FUND (each, a “Fund” and collectively, the “Funds”) each a series of the Trust, and the investment adviser of the Funds, Copeland Capital Management, LLC (the “Adviser”).

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