Common use of Limits of Liability Clause in Contracts

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined in Section 10.3 below) arising from the following: (1) performing Performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind other instrument that Ultimus ▇▇▇▇▇▇▇ reasonably believes to be genuine and to have been signed, presented, signed or furnished presented by a duly authorized representative of the Trust Administrator or any Fund the Trusts (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Trusts for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services;; Ultimus Master Services Agreement (3) using valuation information provided by the Trust’s Trusts’ approved third-third party pricing service(s) or the their investment adviser(s) to the Fund for the purpose of valuing a FundTrust’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action action, or omission by the Trust Administrator or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust Administrator at any time for instructions and may consult with counsel for the Trust or a FundTrusts, counsel for the Trust’s Trusts’ independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus▇▇▇▇▇▇▇' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified counsel and accountants to render such opinion. C. A copy of the each Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the relevant Trust is organized, and notice is hereby given that this instrument is executed on behalf of the each Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the relevant Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus ▇▇▇▇▇▇▇ shall look only to the assets of the Trust (or the particular Fund, as applicable)relevant Trust, for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any FundTrust, the any Trust’s or any Fund’s investment adviser or any of the a Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Administrator. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, Trusts including but not limited to, to compliance with the Investment Company 1940 Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund Trust relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To If ▇▇▇▇▇▇▇’ failure to meet the maximum extent permitted by lawstandard of care in this Section 10 causes an NAV Difference (as defined in Section 10.2(F)(3) below), the Trust agrees to limit then Ultimus’ liability for the Trust’s Losses with respect to such NAV Differences shall be as follows: Ultimus Master Services Agreement (1) During each NAV Error Period (as defined below) resulting from a NAV Difference that is at least $0.01 but that is less than 0.50%, Ultimus shall reimburse each applicable Trust for any net losses to an amount the Trust; and (2) During each NAV Error Period resulting from a NAV Difference that is at least 0.50%, Ultimus shall reimburse each applicable Trust on its own behalf and on behalf of each shareholder of such Trust for any losses experienced by the Trust or any Trust shareholder, as applicable, such as overpayment of repurchase proceeds or under purchase of shares; provided, that ▇▇▇▇▇▇▇’ reimbursement responsibility shall not exceed the total compensation received lesser of (i) the net loss that the Trust incurs or (ii) the costs to the Trust of reprocessing the shareholder transactions during the NAV Error Period; provided, further, however, that ▇▇▇▇▇▇▇ shall not be responsible for reimbursing reprocessing costs with respect to any shareholder that experiences an aggregate loss during any NAV Error Period of less than $25. (3) For purposes of this section, (A) “NAV Difference” means the difference between the NAV at which a shareholder purchase or repurchase should have been effected (“Recalculated NAV”) and the NAV at which the purchase or repurchase was effected divided by Recalculated NAV; (B) “NAV Error Period” means any Trust business day or series of two or more consecutive Trust business days during which an NAV Difference of $0.01 or more exists; (C) NAV Differences and any Ultimus liability therefrom are to be calculated each time a Trust’s (or Class’) NAV is calculated; (D) in calculating any amount for which ▇▇▇▇▇▇▇ would otherwise be liable under this Agreement during the most recent rolling 12-month period for a particular NAV error, Trust (or the actual time period Class) losses and gains shall be netted; and (E) in calculating any amount for which ▇▇▇▇▇▇▇ would otherwise be liable under this Agreement has been in effect if less for a particular NAV error that continues for a period covering more than 12 months. This limitation one NAV determination, Fund (or Class) losses and gains for the period shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.netted

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion.. Ultimus Master Services Agreement C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Directors or Trustees (as applicable) of the Fund individually and that the obligations of this instrument are not binding upon any of the Directors, Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus ▇▇▇▇▇▇▇ shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary sole responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (including, without limitation, any investment adviser to the Fund) for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus ▇▇▇▇▇▇▇ shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the any Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the such Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-third- parties; (53) any error, action or omission by the any Trust or other past or current service provider; and (64) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus ▇▇▇▇▇▇▇ may apply to the any Trust at any time for instructions and may may, with prior approval of the Trust, consult with counsel for the Trust or a any Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the each Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the any Trust or any Fund, the any Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)) or when such change is or should be clearly known by ▇▇▇▇▇▇▇ personnel as a result of their attendance at Trust board meetings. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary sole responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees Trusts agree to limit Ultimus’ liability for the Trust’s Trusts’ Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-18- month period or the actual time period this Agreement has been in effect if less than 12 18 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (including, without limitation, any investment adviser to the Funds) for use in delivering Ultimus’ Services to the Trust Trusts or a Fund the Funds, and Ultimus ▇▇▇▇▇▇▇ shall have no duty to independently verify and confirm the accuracy of third-third- party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus U▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus U▇▇▇▇▇▇ may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with accountants and other experts with respect to any matter arising in connection with Ultimus' U▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Directors or Trustees (as applicable) of the Fund individually and that the obligations of this instrument are not binding upon any of the Directors, Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus U▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary sole responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus U▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (including, without limitation, any investment adviser to the Fund) for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus U▇▇▇▇▇▇ shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion.. Ultimus Master Services Agreement C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Directors or Trustees (as applicable) of the Fund individually and that the obligations of this instrument are not binding upon any of the Directors, Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary sole responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (including, without limitation, any investment adviser to the Fund) for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus ▇▇▇▇▇▇▇ shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind other instrument that Ultimus reasonably believes to be genuine and to have been signed, presented, signed or furnished presented by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-third party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) the Commonwealth of the state in which the Trust is organizedMassachusetts, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any FundTrust, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Trust. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons person performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, Funds including but not limited to, to compliance with the Investment Company 1940 Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus ▇▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (43) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;parties (other than third parties engaged by ▇▇▇▇▇▇▇ for which ▇▇▇▇▇▇▇ is responsible pursuant to Section 6); and (54) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus▇▇▇▇▇▇▇' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus ▇▇▇▇▇▇▇ shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus ▇▇▇▇▇▇▇ shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus U▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (53) any error, action or omission by the Trust Fund or other past or current service providerprovider of the Fund; and (64) any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus U▇▇▇▇▇▇ may apply to the Trust Fund at any time for instructions and may may, with the Fund’s written permission consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with accountants and other experts with respect to any matter arising in connection with Ultimus' U▇▇▇▇▇▇’ duties or the Services. Ultimus U▇▇▇▇▇▇ shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such the Fund’s counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Directors or Trustees (as applicable) of the Fund individually and that the obligations of this instrument are not binding upon any of the Directors, Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus U▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar servicesFund. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit UltimusU▇▇▇▇▇▇’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 1236-month period or the actual time period this Agreement has been in effect if less than 12 36 months, except to the extent that any such Losses are attributable to Ultimus’ fraud, willful misfeasance, bad faith, gross negligence or reckless disregard of its obligations and duties hereunder. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus either party be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus U▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (including, without limitation, any investment adviser to the Fund) for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party dataFund. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust or other past or current service providerTrust; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 1218-month period or the actual time period this Agreement has been in effect if less than 12 18 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Directors or Trustees (as applicable) of the Fund individually and that the obligations of this instrument are not binding upon any of the Directors, Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus ▇▇▇▇▇▇▇ shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary sole responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (including, without limitation, any investment adviser to the Fund) for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus ▇▇▇▇▇▇▇ shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus U▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-third- parties;; Ultimus Managers Trust Ultimus ETF Master Services Agreement April 21, 2021 6 (5) any error, action or omission by the Trust (other than an error, action or omission caused by an employee or other affiliated person of Ultimus) or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' U▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus U▇▇▇▇▇▇ shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted[Intentionally deleted]. G. In no event shall Ultimus either party be liable to the other for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus the other party was advised of the possibility thereof. thereof Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.. Ultimus Managers Trust Ultimus ETF Master Services Agreement April 21, 2021 7

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with UltimusU▇▇▇▇▇▇' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund)Trust, and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable)Trust, for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus U▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine genuine, as determined in accordance with its policies and procedures, and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;, upon which Ultimus reasonably relied; and (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares , provided Ultimus acts in good faith and in accordance with the Securities Act or any state blue sky lawsstandard of care set forth herein, in performing the Services and its obligations and duties hereunder. B. Ultimus may apply to the Trust at any time for instructions and may may, upon notice to the Trust, consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable written opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 1224-month period or the actual time period this Agreement has been in effect if less than 12 24 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus either party be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus a party was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data; provided Ultimus acts in good faith and in accordance with the standard of care set forth herein, in performing the Services and its obligations and duties hereunder. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services;; Ultimus Master Services Agreement (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance.. Ultimus Master Services Agreement F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind other instrument that Ultimus reasonably believes to be genuine and to have been signed, presented, signed or furnished presented by a duly authorized representative of the Trust a Fund Company or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund Company for certain purposes);; CHICAGO/#2843060.3 (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth hereinin Section 12.3(D), in performing its duties or the Services; (3) using valuation information provided by the Trusta Fund Company’s approved third-third party pricing service(s) or the investment adviser(s) to valuation methods approved in accordance with the Fund for the purpose of valuing a FundCompany’s portfolio holdingsValuation Procedures; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action action, or omission by the Trust a Fund Company or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust a Fund Company at any time for instructions and may consult with counsel for the Trust Fund Company or a Fund, counsel for the TrustFund Company’s independent TrusteesBoard members, and with the Fund Company’s accountants and other experts with respect to or auditors for any matter arising in connection with Ultimus' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, counsel or other experts accountants qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration Certificate of Trust (the “Declaration of Trust”) is on file with the Secretary of the State (or equivalent authority) of Delaware and a copy of the state in which Company’s Articles of Incorporation is on file with the Trust is organizedState Department of Assessments and Taxation of Maryland, and notice is hereby given that this instrument Agreement is executed on behalf of the Trust each Fund Company and not the Trustees Board members individually and that the obligations of this instrument Agreement are not binding upon any of the TrusteesBoard members, officers officers, or shareholders individually but are binding only upon the assets and property of the Trust a particular Fund Company (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust particular Fund Company (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Funda Fund Company, the Trust’s or any FundFund Company’s investment adviser or any of the Trust’s or FundFund Company’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Company. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons person performing similar services. E. The Board Each Fund Company has and retains primary responsibility for oversight of all compliance matters relating to the its respective Funds, including, including but not limited to, to compliance with the Investment Company 1940 Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board Fund Company of its primary day-to-day responsibility for overseeing such compliance.. Wilshire Fund Complex Page 7 of 17 CHICAGO/#2843060.3 F. To For the maximum extent permitted by lawavoidance of doubt, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that provisions of this Section 10.2 shall not exceed relieve Ultimus of potential liability to a Fund Company to the total compensation received extent that damages to the Fund Company are caused by an act or omission of Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless violation of the cause standard of action or legal theory assertedcare described in Section 12.3(D). G. In no event shall Ultimus either party be liable for trading losses, lost revenuesfor, special, incidental, punitive, indirect, consequential or exemplary damages damages, lost profits or lost profitsother indirect damages, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. ​ A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following:: ​ (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind (excluding, for purposes of this paragraph, this Agreement) that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund BDC (other than an employee or other affiliated persons of Ultimus ▇▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust BDC for certain purposes);; ​ (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services;; provided, however, that Ultimus shall remain liable for any Losses arising out of its acts or omissions under this Agreement to the extent such Losses arise out of its willful misfeasance, bad faith, gross negligence in the performance of its duties, or reckless disregard of its obligations and duties hereunder; ​ (3) using Ultimus’ or any Ultimus affiliate’s use of valuation information provided by the TrustBDC’s approved third-party pricing service(s) or the investment adviser(s) to the Fund BDC for the purpose of valuing a Fundthe BDC’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused resulting from ▇▇▇▇▇▇▇’ inability to perform any Services or obligations hereunder for so long as such performance is prevented by events beyond Ultimus▇▇▇▇▇▇▇’ commercially reasonable control (provided that ▇▇▇▇▇▇▇ shall ​ Monroe Capital Enhanced Corporate Lending Fund ​ Transfer Agent Services Agreement ​ ​ Page 6 of 18 ​ take all commercially reasonable steps to minimize service interruptions for any period that any interruption continues beyond its commercially reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;); ​ (5) any error, action or omission by the Trust BDC or other past or current service providerprovider (not including Ultimus) except to the extent such service provider is controlled by Ultimus or was acting as a subcontractor to Ultimus; and (6) any failure to properly register any Fundthe BDC’s shares in accordance with the Securities Act or any state blue sky laws., to the extent such registration is required under such law. ​ B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust BDC at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, BDC and with accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it it, in good faith and in accordance with the standard of care set forth herein, in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion.instruction. ​ C. A copy of the TrustBDC’s Agreement and Declaration certificate of Trust (the “Declaration of Trust”) formation is on file with the Secretary of State (or equivalent authority) of the state in which the Trust BDC is organized, and notice is hereby given that this instrument is the BDC’s organizational documents are executed on behalf of the Trust BDC and not the Trustees shareholders individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund)BDC, and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), BDC for the satisfaction of such obligations.. ​ D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any FundBDC, the Trust’s or any FundBDC’s investment adviser or any of the Trust’s or FundBDC’s other service providers until receipt of written notice thereof from the Trust or Fund BDC (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services.. ​ E. The Board Without limiting the standard of care set forth in Section 10.1 of this Agreement and the indemnification provisions in Section 10.3 of this Agreement, the BDC acknowledges that it has and retains primary responsibility for oversight of all applicable compliance matters relating to the FundsBDC, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund the BDC relating to the portfolio investments as set forth in the BDC’s prospectus and statement of additional information, as applicable. Ultimus’ monitoring and other functions hereunder shall not relieve the Board BDC of its primary day-to-day responsibility for overseeing such compliance.. ​ F. To the maximum extent permitted by law, the Trust BDC agrees to limit Ultimus’ liability for the TrustBDC’s Losses (as defined below) to an amount that shall not exceed the total ​ Monroe Capital Enhanced Corporate Lending Fund ​ Transfer Agent Services Agreement ​ ​ Page 7 of 18 ​ compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted.​ G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-third parties for use in delivering Ultimus’ Services to the Trust or a Fund BDC and Ultimus ▇▇▇▇▇▇▇ shall have no duty to independently verify and confirm the accuracy of third-third party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus ▇▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services;; Centaur Mutual Funds Trust Ultimus Master Services Agreement (3) using valuation information provided by the Trust’s 's approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s 's portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ ' reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s 's shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s 's independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus▇▇▇▇▇▇▇' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s 's Agreement and Declaration of Trust (the “"Declaration of Trust”") is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus ▇▇▇▇▇▇▇ shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s 's or any Fund’s 's investment adviser or any of the Trust’s 's or Fund’s 's other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “"investment adviser” " includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “"Internal Revenue Code”"), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ ' monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance.. Centaur Mutual Funds Trust Ultimus Master Services Agreement F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ ' liability for the Trust’s 's Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ ' Services to the Trust or a Fund and Ultimus ▇▇▇▇▇▇▇ shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus U▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus U▇▇▇▇▇▇ may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with accountants and other experts with respect to any matter arising in connection with Ultimus' U▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Directors or Trustees (as applicable) of the Fund individually and that the obligations of this instrument are not binding upon any of the Directors, Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus U▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus U▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus U▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust a Fund or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Trustees of the Fund individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes);; Ultimus Master Services Agreement (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings, unless ▇▇▇▇▇▇▇ has a reason to believe or knows such information provided by the Fund’s approved third-party pricing service(s) or investment adviser(s) to the Fund is false, misleading or incorrect; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with the Securities Act of 1933, as amended (the “Securities Act”) or any state blue sky laws. B. Ultimus may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Directors or Trustees (as applicable) of the Fund individually and that the obligations of this instrument are not binding upon any of the Directors, Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar servicesadvisers. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other Ultimus Master Services Agreement functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust Fund, unless it knows or has a Fund and Ultimus reasonable belief that such data received from a third-party is corrupt, faulty, incorrect, inaccurate, or false; provided, however, that ▇▇▇▇▇▇▇ shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the followingfollowing provided that ▇▇▇▇▇▇▇ has acted in accordance with the standard of care set forth above: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Directors or Trustees (as applicable) of the Fund individually and that the obligations of this instrument are not binding upon any of the Directors, Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or or, if the actual time period this Agreement has been is in effect if for less than 12 monthsmonths at the time of liability, then the most recent one-month period multiplied by 12. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In Except for any indemnification obligation the Fund may have under Section 10.3.B, in no event shall Ultimus either party be liable to the other party for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-third- parties; (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with the Fund’s accountants and other experts of national repute with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion.. CIM Real Assets & Credit Fund Ultimus Master Services Agreement C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Directors or Trustees (as applicable) of the Fund individually and that the obligations of this instrument are not binding upon any of the Directors, Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has Fund is responsible for complying with all applicable laws and retains primary responsibility for oversight of all compliance matters relating to the Fundsregulations, , including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board Fund of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) ), other than liability resulting from ▇▇▇▇▇▇▇’ willful misfeasance, bad faith, gross negligence in the performance of its duties, or reckless disregard of its obligations and duties hereunder), to an amount that shall not exceed the total compensation received by Ultimus ▇▇▇▇▇▇▇ under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund Fund, and Ultimus ▇▇▇▇▇▇▇ shall have no duty to independently verify and confirm the accuracy of third-third- party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus U▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with UltimusU▇▇▇▇▇▇' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus U▇▇▇▇▇▇ shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-24- month period or if the actual time period this Agreement has been is in effect if for less than 12 monthstwo (2) years at the time of liability, then the compensation received to date plus the average monthly compensation times the number of remaining months to arrive at 24 months of compensation. This limitation shall apply regardless of the cause of action or legal theory asserted, provided, however, that the foregoing limitation shall not apply to liability, resulting from U▇▇▇▇▇▇’ willful misfeasance, bad faith, fraud, and gross negligence. G. In no event shall Ultimus a party be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus such other party was advised of the possibility thereof. Subject to the standard of care required of Ultimus under Section 10.1 of this Agreement, Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus U▇▇▇▇▇▇ shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric electronic instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance provider not affiliated with the Securities Act or any state blue sky lawssubcontracted by Ultimus. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion, provided that the Trust is promptly notified of such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-12- month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (other than subcontractors of Ultimus) for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.to

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice Commonwealth of Massachusetts. Notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers officers, shareholders, nominees, agents or shareholders individually employees of a Fund personally but are binding only upon the assets and property of the Trust applicable Fund. (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (applicable Fund for satisfaction of any claim by or in connection with the particular Fundservices rendered to a Fund under this Agreement, as applicable), and it shall have no claim against the assets of any other Fund for the satisfaction of such obligations. This Agreement has been signed and delivered on behalf of the Trust by an authorized officer of the Trust, and such execution and delivery by such officer shall not be deemed to have been made by such officer individually or to impose any liability on such officer, the Trustees or the shareholders personally, but shall bind only the Fund as provided in the Declaration of Trust. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. . E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, where the context requires, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance.. Uncommon Investment Funds TrustUltimus Amended and Restated ETF Master Services AgreementPage 7 of 16 F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, and neither party shall be liable for lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus the party was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind other instrument that Ultimus reasonably believes to be genuine and to have been signed, presented, signed or furnished presented by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-third party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration Certificate of Trust (the “Declaration of Trust”) is on file with the Secretary of the State (or equivalent authority) of the state in which the Trust is organizedDelaware, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any FundTrust, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Trust. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons person performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, Funds including but not limited to, to compliance with the Investment Company 1940 Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading investment losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus ▇▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s 's approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s 's portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ ' reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-third- parties; (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s 's shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s 's independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus▇▇▇▇▇▇▇' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s 's Agreement and Declaration of Trust (the “"Declaration of Trust”") is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus ▇▇▇▇▇▇▇ shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s 's or any Fund’s 's investment adviser or any of the Trust’s 's or Fund’s 's other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “"investment adviser” " includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “"Internal Revenue Code”"), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ ' monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ ' liability for the Trust’s 's Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-12- month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ ' Services to the Trust or a Fund and Ultimus ▇▇▇▇▇▇▇ shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using any errors in the valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings;; Ultimus Master Services Agreement (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of the State (or equivalent authority) of the state in which the Trust is organizedDelaware, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Trustees Fund’s trustees individually and that the obligations of this instrument are not binding upon any of the Trusteestrustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the Fund’s currently effective prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing duties to oversee such compliancecompliance matters. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Master Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.Agreement

Limits of Liability. A. Ultimus U▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund BDC (other than an employee or other affiliated persons of Ultimus U▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust BDC for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustBDC’s approved third-party pricing service(s) or the investment adviser(s) to the Fund BDC for the purpose of valuing a Fundthe BDC’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable controlcontrol that were not directly or indirectly caused by U▇▇▇▇▇▇’s willful misfeasance, bad faith, gross negligence in the performance of its duties, or reckless disregard of its obligations and duties hereunder, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust BDC or other past or current service provider; and (6) any failure to properly register any Fundthe BDC’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus U▇▇▇▇▇▇ may apply to the Trust BDC at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with UltimusU▇▇▇▇▇▇' duties or the Services, including, without limitation, legal counsel for the BDC, provided, however, that U▇▇▇▇▇▇ shall not consult with legal counsel for the BDC without first obtaining written consent from the Administrator to do so. Ultimus U▇▇▇▇▇▇ shall not be liable or accountable for any action reasonably taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustBDC’s Agreement and Declaration certificate of Trust (the “Declaration of Trust”) formation is on file with the Secretary of State (or equivalent authority) of the state in which the Trust BDC is organized, and notice is hereby given that this instrument is the BDC’s organizational documents are executed on behalf of the Trust BDC and not the Trustees shareholders individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund)BDC, and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), BDC for the satisfaction of such obligations. D. Ultimus U▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any FundBDC, the Trust’s or any FundBDC’s investment adviser or any of the Trust’s or FundBDC’s other service providers until receipt of written notice thereof from the Trust or Fund BDC (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board BDC has and retains primary responsibility for oversight of all compliance matters relating to the FundsBDC, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund the BDC relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust BDC agrees to limit Ultimus’ liability for the TrustBDC’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 1224-month period or the actual time period this Agreement has been in effect if less than 12 24 months. (the “Indemnification Cap”); provided, however, the Indemnification Cap shall not apply to BDC Losses resulting from U▇▇▇▇▇▇’s willful misfeasance or bad faith. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus either party be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus the other party was advised of the possibility thereof. Ultimus No party shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (including, without limitation, any investment adviser to the BDC) for use in delivering Ultimus’ Services to the Trust or a Fund performing its duties under this Agreement and Ultimus no party shall have no a duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section. H. Notwithstanding the foregoing limitations, Ultimus will bear in full the material costs specified in Ultimus’s As-Of Trading Policies and Procedures attached hereto as Exhibit A.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus ▇▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-third- parties; (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary sole responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-12- month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (including, without limitation, any investment adviser to the Funds) for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-third- party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Except where Ultimus has violated the standard of care set forth in Section 10.1, Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind other instrument that Ultimus reasonably believes to be genuine and to have been signed, presented, signed or furnished presented by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-third party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of the State (or equivalent authority) of the state in which the Trust is organizedOhio, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any FundTrust, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Trust. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons person performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, Funds including but not limited to, to compliance with the Investment Company 1940 Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or tenure of its relationship with the actual time period this Agreement has been in effect if less than 12 monthsrelevant Fund. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus ▇▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (43) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, Ultimus Master Services Agreement November 1, 2024 Page 6 of 17 without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-third- parties; (54) any error, action or omission by the Trust or other past or current service provider; and (65) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust at any time for instructions and may may, with prior approval of the Trust, consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)) or when such change is or should be clearly known by Ultimus personnel as a result of their attendance at Trust board meetings. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary sole responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-18- Ultimus Master Services Agreement November 1, 2024 Page 7 of 17 month period or the actual time period this Agreement has been in effect if less than 12 18 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (including, without limitation, any investment adviser to the Funds) for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-third- party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind other instrument that Ultimus reasonably believes to be genuine and to have been signed, presented, signed or furnished presented by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using any errors in the valuation information provided by the Trust’s approved third-third party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of the State (or equivalent authority) of the state in which the Trust is organizedDelaware, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any FundTrust, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Trust. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons person performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, Funds including but not limited to, to compliance with the Investment Company 1940 Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or or, if the actual time period this Agreement has been is in effect if for less than 12 monthsa year at the time of liability, then the most recent one-month period annualized. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined belowbelow in Section 10.3) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind other instrument that Ultimus reasonably believes to be genuine and to have been signed, presented, signed or furnished presented by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to that Ultimus by third-parties;has established and maintained disaster recovery and contingency plans and systems as described in the Section 11 below; and (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any . Ultimus Master Services Agreement Asset Management Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice Notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any FundTrust, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Trust. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons person performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, Funds including but not limited to, to compliance with the Investment Company 1940 Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus any party be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus a party was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund Administrator (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Administrator for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustAdministrator’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a each Fund’s portfolio holdings; (4) subject to Section 6 of this Agreement, any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and Diamond Hill Capital Management, Inc. ETF Master Services Agreement August 22, 2025 Page 6 of 16 (5) any error, action or omission by the Trust Administrator, Fund, or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust Administrator at any time for instructions and may may, with the prior written consent of the Administrator, consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, Administrator and with accountants and other experts with respect to any matter arising in connection with Ultimus▇▇▇▇▇▇▇' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustAdministrator’s Agreement and Declaration of Trust organizational documents (the “Declaration of TrustOrganizational Documents”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Administrator is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Administrator and not the Trustees its officers individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that FundAdministrator), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Administrator) for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser Administrator or any of the Trust’s or FundAdministrator’s other service providers until receipt of written notice thereof from the Trust or Fund Administrator (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board Each Fund has and retains primary responsibility for oversight of all compliance matters relating to the Fundssuch Fund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 2002, each as amended, and the policies and limitations of each Fund relating to the portfolio investments as set forth in the such Fund’s prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Administrator agrees to limit Ultimus’ liability for the Trust’s any Losses (as defined below) suffered by the Administrator or any Fund to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus Subject to Section 6 of this Agreement, ▇▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust Administrator or a any Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the followingfollowing provided that ▇▇▇▇▇▇▇ has acted in accordance with the standard of care set forth above: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-third- parties; (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust Fund at any time for instructions and may may, with the Fund’s prior approval and with representatives of the Fund present, consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with the Fund’s accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with any such written instruction or with the reasonable written opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Directors or Trustees (as applicable) of the Fund individually and that the obligations of this instrument are not binding upon any of the Directors, Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the Fund’s prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) other than liability resulting from ▇▇▇▇▇▇▇’ willful misfeasance, bad faith, gross negligence in the performance of its duties, or reckless disregard of its obligations and duties hereunder, to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus either party be liable to the other party for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus a party was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (including, without limitation, any investment adviser to the Fund) for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus ▇▇▇▇▇▇▇ shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Directors or Trustees (as applicable) of the Fund individually and that the obligations of this instrument are not binding upon any of the Directors, Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act federal securities laws or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (including, without limitation, any third-party pricing service, audit firm, or tax professional) for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus Not withstanding the above, ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. For the avoidance of doubt, ▇▇▇▇▇▇▇ will request prior written consent from the Fund before consulting with any counsel for the Fund, independent Board members, accountants, or other experts. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion.. Ultimus Transfer Agent Services Agreement C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Directors or Trustees (as applicable) of the Fund individually and that the obligations of this instrument are not binding upon any of the Directors, Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted.. Notwithstanding the foregoing, this Section 10.2.F. shall not limit Ultimus’ liability for any Losses suffered by the Fund to the extent such Losses arise out of Ultimus’ failure to exercise the standard of care set forth in Section 10.1 G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Subject to Section 10.1, Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes);; Ultimus Master Services Agreement (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ’ duties or the Services. Subject to Section 10.1, Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance.. Ultimus Master Services Agreement F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory assertedasserted other than fraud. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus ▇▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services;; Ultimus ETF Master Services Agreement (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) subject to Section 6 of this Agreement, any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure by any party other than Ultimus to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance.. Ultimus ETF Master Services Agreement F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-12- month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus Subject to Section 6 of this Agreement, ▇▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (including, without limitation, any investment adviser to the Funds) for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus U▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus U▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust or other past or current service provider; andand Ultimus Master Services Agreement (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws, except for any failure arising from an error by U▇▇▇▇▇▇ in connection with performing (or failing to perform) any services relating to such registration contemplated herein. B. Ultimus U▇▇▇▇▇▇ may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with UltimusU▇▇▇▇▇▇' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus U▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus U▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus U▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus U▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus U▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws, except for any failure arising from an error by U▇▇▇▇▇▇ in connection with performing (or failing to perform) any services relating to such registration contemplated herein. B. Ultimus U▇▇▇▇▇▇ may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with UltimusU▇▇▇▇▇▇' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus U▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus U▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus U▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus U▇▇▇▇▇▇ shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus ▇▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus▇▇▇▇▇▇▇' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus ▇▇▇▇▇▇▇ shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.not

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind other instrument that Ultimus reasonably believes to be genuine and to have been signed, presented, signed or furnished presented by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services, provided that Ultimus shall reasonably seek advice from the Trust or a Fund when it deems necessary; (3) using valuation information provided by the Trust’s approved third-third party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of the State (or equivalent authority) of the state in which the Trust is organizedDelaware, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any FundTrust, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Trust. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons person performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, Funds including but not limited to, to compliance with the Investment Company 1940 Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or or, if the actual time period this Agreement has been is in effect if for less than 12 monthsa year at the time of liability, then the most recent one-month period annualized. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus This limitation under Section 10.2(F) shall not be liable for any corrupt, faulty or inaccurate data provided apply to Ultimus by any third-parties for use Trust losses incurred as a result of an error in delivering Ultimus’ Services to the Trust or calculating a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this sectionFund’s Net Asset Value.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind other instrument that Ultimus reasonably believes to be genuine and to have been signed, presented, signed or furnished presented by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-third party pricing service(s) or valuation methods approved in accordance with the investment adviser(s) to the Fund for the purpose of valuing a FundTrust’s portfolio holdings;valuation policies and procedures; and (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action action, or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants accountants, auditors, and other experts with respect to any matter arising in connection with from Ultimus' ’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion.opinion Oak Associates Funds C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) the Commonwealth of the state in which the Trust is organizedMassachusetts, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any FundTrust, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Trust. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons person performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, Funds including but not limited to, to compliance with the Investment Company 1940 Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or or, if the actual time period this Agreement has been is in effect if for less than 12 monthsa year at the time of liability, then the most recent one-month period annualized. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus U▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-third- parties; (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus U▇▇▇▇▇▇ may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with accountants and other experts with respect to any matter arising in connection with Ultimus' U▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Directors or Trustees (as applicable) of the Fund individually and that the obligations of this instrument are not binding upon any of the Directors, Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus U▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary sole responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-12- month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus U▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (including, without limitation, any investment adviser to the Fund) for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus U▇▇▇▇▇▇ shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-third- parties; (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) if applicable, any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws.. Ultimus Master Services Agreement B. Ultimus may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Trustees Directors of the Fund individually and that the obligations of this instrument are not binding upon any of the Trustees, Directors officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus ▇▇▇▇▇▇▇ shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional informationregistration statement. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-12- month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. The foregoing limitation on liability shall not apply to any damages, losses or costs resulting directly or indirectly from any fraud committed by ▇▇▇▇▇▇▇ or its employees or agents or any intentional malevolent acts by Ultimus’ employees. For purposes of this paragraph, “intentional malevolent acts” shall mean those acts undertaken purposefully under the circumstances in which the person knows or has reason to believe that such acts violate this Agreement and are likely to cause damage or harm. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus ▇▇▇▇▇▇▇ shall have no duty to independently verify and confirm the accuracy of third-third- party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind other instrument that Ultimus reasonably believes to be genuine and to have been signed, presented, signed or furnished presented by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-third party pricing service(s) or valuation methods approved in accordance with the investment adviser(s) to the Fund for the purpose of valuing Trust’s valuation policies and procedures; and American Pension Investors Trust (d/b/a Fund’s portfolio holdings;Yorktown Funds) (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action action, or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants accountants, auditors, and other experts with respect to any matter arising in connection with from Ultimus' ’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) the Commonwealth of the state in which the Trust is organizedMassachusetts, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any FundTrust, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Trust. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons person performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, Funds including but not limited to, to compliance with the Investment Company 1940 Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or or, if the actual time period this Agreement has been is in effect if for less than 12 monthsa year at the time of liability, then the most recent one-month period annualized. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and Ultimus Master Services Agreement (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund BDC (other than an employee or other affiliated persons of Ultimus ▇▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust BDC for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustBDC’s approved third-party pricing service(s) or the investment adviser(s) to the Fund BDC for the purpose of valuing a Fundthe BDC’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust BDC or other past or current service provider; and (6) any failure to properly register any Fundthe BDC’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust BDC at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, BDC and with accountants and other experts with respect to any matter arising in connection with Ultimus▇▇▇▇▇▇▇' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustBDC’s Agreement and Declaration certificate of Trust (the “Declaration of Trust”) formation is on file with the Secretary of State (or equivalent authority) of the state in which the Trust BDC is organized, and notice is hereby given that this instrument is the BDC’s organizational documents are executed on behalf of the Trust BDC and not the Trustees shareholders individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund)BDC, and Ultimus ▇▇▇▇▇▇▇ shall look only to the assets of the Trust (or the particular Fund, as applicable), BDC for the satisfaction of such obligations. D. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any FundBDC, the Trust’s or any FundBDC’s investment adviser or any of the Trust’s or FundBDC’s other service providers until receipt of written notice thereof from the Trust or Fund BDC (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board BDC has and retains primary responsibility for oversight of all compliance matters relating to the FundsBDC, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund the BDC relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust BDC agrees to limit Ultimus’ liability for the TrustBDC’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus ▇▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Wisconsin Capital Funds, Inc. Ultimus Master Services Agreement Ultimus' ’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary sole responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (including, without limitation, any investment adviser to the Funds) for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the followingfollowing provided that ▇▇▇▇▇▇▇ has acted in accordance with the standard of care set forth above: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust Fund at any time for instructions and may may, with the Fund’s prior approval and with representatives of the Fund present, consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with the Fund’s accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with any such written instruction or with the reasonable written opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Directors or Trustees (as applicable) of the Fund individually and that the obligations of this instrument are not binding upon any of the Directors, Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the Fund’s prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) other than liability resulting from ▇▇▇▇▇▇▇’ willful misfeasance, bad faith, gross negligence in the performance of its duties, or reckless disregard of its obligations and duties hereunder, to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or if the actual time period this Agreement has been is in effect if for less than 12 monthsmonths at the time of liability, then the most recent one-month period multiplied by 12. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In Except for each party’s indemnification obligations under Section 10.3, in no event shall Ultimus either party be liable to the other party for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus a party was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (including, without limitation, any investment adviser to the Fund) for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus ▇▇▇▇▇▇▇ shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind other instrument that Ultimus reasonably believes to be genuine and to have been signed, presented, signed or furnished presented by a duly authorized representative of the Trust Company or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Company for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustCompany’s approved third-third party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action or omission by the Trust Company or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust Company at any time for instructions and may consult with counsel for the Trust Company or a Fund, counsel for the TrustCompany’s independent TrusteesDirectors, and with accountants and other experts with respect to any matter arising in connection with Ultimus' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustCompany’s Agreement and Declaration Articles of Trust (the “Declaration of Trust”) Incorporation is on file with the Secretary of the State (or equivalent authority) of the state in which the Trust is organizedMaryland, and notice is hereby given that this instrument is executed on behalf of the Trust Company and not the Trustees Directors individually and that the obligations of this instrument are not binding upon any of the TrusteesDirectors, officers or shareholders individually but are binding only upon the assets and property of the Trust Company (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust Company (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any FundCompany, the Trust’s or any FundCompany’s investment adviser or any of the Trust’s or FundCompany’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Company. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons person(s) performing similar services. E. The Company’s Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, Funds including but not limited to, to compliance with the Investment Company 1940 Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Company agrees to limit Ultimus’ liability for the TrustCompany’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or or, if the actual time period this Agreement has been is in effect if for less than 12 monthsa year at the time of liability, then the most recent one-month period annualized. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential consequential, or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus ▇▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus▇▇▇▇▇▇▇' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus U▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus U▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing to value a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty faulty, or inaccurate data provided to Ultimus by third-third parties; (5) any error, action action, or omission by the Trust or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with under the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and instructions. They may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' U▇▇▇▇▇▇’ duties or the Services. Ultimus U▇▇▇▇▇▇ shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with following such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus U▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative representative, or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser adviser, or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary sole responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential consequential, or exemplary damages damages, or lost profits, whether or not such damages were foreseeable or Ultimus U▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus U▇▇▇▇▇▇ shall not be liable for any corrupt, faulty faulty, or inaccurate data provided to Ultimus by any third-third parties (including, without limitation, any investment adviser to the Funds) for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. (A) Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund Administrator (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Administrator for certain purposes);; Sterling Capital Management, LLC Ultimus Sub-Administration Agreement (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustAdministrator’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a each Fund’s portfolio holdings; (4) subject to Section 6 of this Agreement, any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust Administrator, Fund, or other past or current service provider; and (6) any failure to properly register any each Fund’s shares in accordance with the Securities Act or any state blue sky laws, except to the extent such Losses are caused by U▇▇▇▇▇▇’ willful misfeasance, bad faith, negligence in the performance of its duties, or reckless disregard of its obligations and duties hereunder. B. (B) Ultimus may apply to the Trust Administrator at any time for instructions and may may, with the prior written consent of the Administrator, consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, Administrator and with accountants and other experts with respect to any matter arising in connection with UltimusU▇▇▇▇▇▇' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. (C) A copy of the Trust’s Agreement and Declaration of Trust organizational documents (the “Declaration of TrustOrganizational Documents”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), ) for the satisfaction of such obligations. D. Ultimus (D) U▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Administrator, the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Administrator’s, the Trust’s or the Fund’s other service providers until receipt of written notice thereof from the Trust or Fund Administrator (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board (E) Each Fund has and retains primary responsibility for oversight of all compliance matters relating to the Fundssuch Fund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary dayoversight responsibilities. Sterling Capital Management, LLC Ultimus Sub-to-day responsibility for overseeing such compliance.Administration Agreement F. (F) To the maximum extent permitted by law, the Trust Administrator agrees to limit Ultimus’ liability for the Trust’s any Losses (as defined below) suffered by the Administrator or any Fund to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. Notwithstanding the foregoing, this Section 10.2. F. shall not limit Ultimus’ liability for any Losses suffered by the Administrator or the Trust to the extent such Losses arise out of Ultimus’ failure to exercise the standard of care set forth in Section 10.1. G. (G) In no event shall Ultimus be liable for portfolio trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus U▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus Subject to Section 6 of this Agreement, U▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties retained or approved by Administrator or the Trust for use in delivering Ultimus’ Services to the Trust Administrator or a any Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party datadata provided by a party retained or approved by the Administrator or the Trust. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus ▇▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (43) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable controlcontrol and knowledge, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-partiesparties in connection with the Services; (54) any error, action or omission by the Trust or other any past or current service providerprovider to the Trust or any Fund, excluding service providers affiliated with Ultimus; and (65) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or Ultimus ETF Master Services Agreement the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 1224-month period or the actual time period this Agreement has been in effect if less than 12 24 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. F. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (including, without limitation, any investment adviser to the Funds) for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind other instrument that Ultimus reasonably believes to be genuine and to have been signed, presented, signed or furnished presented by a duly authorized representative of the Client, Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-third party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action or omission by the Client, Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Client or Trust at any time for instructions and may consult with counsel for the Client, Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of the State (or equivalent authority) of the state in which the Trust is organizedDelaware, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Client or Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Client or Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any FundClient, the Trust’s or any Fund, the Trust’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Trust. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons person performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, Funds including but not limited to, to compliance with the Investment Company 1940 Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the followingfollowing provided that ▇▇▇▇▇▇▇ has acted in accordance with the standard of care set forth above: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Directors or Trustees (as applicable) of the Fund individually and that the obligations of this instrument are not binding upon any of the Directors, Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or or, if the actual time period this Agreement has been is in effect if for less than 12 monthsmonths at the time of liability, then the most recent one-month period multiplied by 12. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In Except for any indemnification obligation the Fund may have under Section 10.3.B, in no event shall Ultimus either party be liable to the other party for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Directors or Trustees (as applicable) of the Fund individually and that the obligations of this instrument are not binding upon any of the Directors, Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary sole responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (including, without limitation, any investment adviser to the Fund) for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus ▇▇▇▇▇▇▇ shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust a Fund or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Trustees of the Fund individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. (A) Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus U▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws, except to the extent such Losses are caused by U▇▇▇▇▇▇’ willful misfeasance, bad faith, negligence in the performance of its duties, or reckless disregard of its obligations and duties hereunder. B. (B) Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' U▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. (C) A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) The Commonwealth of the state in which the Trust is organizedMassachusetts, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus U▇▇▇▇▇▇ shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus (D) U▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. (E) The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such complianceoversight responsibilities. F. (F) To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. This limitation shall apply regardless of the cause of action or legal theory asserted. Notwithstanding the foregoing, this Section 10.2.F. shall not limit Ultimus’ liability for any Losses suffered by the Administrator or the Trust to the extent such Losses arise out of Ultimus’ failure to exercise the standard of care set forth in Section 10.1. G. (G) In no event shall Ultimus be liable for portfolio trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus U▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus U▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties retained or approved by the Trust for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party datadata provided by a party retained or approved by the Trust. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind other instrument that Ultimus reasonably believes to be genuine and to have been signed, presented, signed or furnished presented by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-third party pricing service(s) or valuation methods approved in accordance with the investment adviser(s) to the Fund for the purpose of valuing a FundTrust’s portfolio holdings;valuation policies and procedures; and (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action action, or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants accountants, auditors, and other experts with respect to any matter arising in connection with from Ultimus' ’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) the Commonwealth of the state in which the Trust is organizedMassachusetts, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any FundTrust, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Trust. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons person performing similar services. E. The Board Trust has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, Funds including but not limited to, to compliance with the Investment Company 1940 Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board Trust of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the initial three year term, if the Agreement is in effect for less than three years at the time of liability, then the most recent rolling one-month period annualized plus amounts included for completed years. After the initial three year term, the amount shall not exceed the total compensation received by Ultimus under this Agreement during the most recent 12-month period or the actual time period this Agreement has been in effect if less than 12 monthsperiod. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board As a delegate of the Board, the Trust’s Chief Compliance Officer (“CCO”) has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board CCO of its his primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or if the actual time period this Agreement has been in effect if for less than 12 months, an amount equal to 12-months’ worth of fees under the Fee Letters calculated based on the Funds’ assets at the time of the Trust’s Loss. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus Notwithstanding the above, ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust Administrator or any the Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Administrator or the Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustAdministrator’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-third- parties; (5) any error, action or omission by the Trust Administrator, the Fund or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust Administrator or the Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. For the avoidance of doubt, ▇▇▇▇▇▇▇ will request prior written consent from the Fund before consulting with any counsel for the Fund, independent Board members, accountants, or other experts. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustAdministrator’s Agreement and Declaration of Trust (the “Declaration of Trust”) Fund’s formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Administrator and the Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Administrator or the Fund and not the Trustees its officers individually and that the obligations of this instrument are not binding upon any of the Directors, Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus ▇▇▇▇▇▇▇ shall look only to the assets of the Trust (or Administrator and the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any FundAdministrator, the Trust’s or any Fund’s investment adviser or any of the Trust’s or FundAdministrator’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Administrator. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Administrator agrees to limit Ultimus’ liability for the Trust’s any Losses (as defined below) suffered by the Administrator or the Fund to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. Notwithstanding the foregoing, this Section 10.2.F. shall not limit Ultimus’ liability for any Losses suffered by the Administrator or the Fund to the extent such Losses arise out of Ultimus’ failure to exercise the standard of care set forth in Section 10.1. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust Administrator or a the Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund Administrator (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Administrator for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustAdministrator’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a each Fund’s portfolio holdings; (4) subject to Section 6 of this Agreement, any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and Diamond Hill Capital Management, Inc. ETF Master Services Agreement August 21, 2025 Page 6 of 16 (5) any error, action or omission by the Trust Administrator, Fund, or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust Administrator at any time for instructions and may may, with the prior written consent of the Administrator, consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, Administrator and with accountants and other experts with respect to any matter arising in connection with Ultimus▇▇▇▇▇▇▇' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustAdministrator’s Agreement and Declaration of Trust organizational documents (the “Declaration of TrustOrganizational Documents”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Administrator is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Administrator and not the Trustees its officers individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that FundAdministrator), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Administrator) for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser Administrator or any of the Trust’s or FundAdministrator’s other service providers until receipt of written notice thereof from the Trust or Fund Administrator (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board Each Fund has and retains primary responsibility for oversight of all compliance matters relating to the Fundssuch Fund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 2002, each as amended, and the policies and limitations of each Fund relating to the portfolio investments as set forth in the such Fund’s prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Administrator agrees to limit Ultimus’ liability for the Trust’s any Losses (as defined below) suffered by the Administrator or any Fund to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus Subject to Section 6 of this Agreement, ▇▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust Administrator or a any Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind (excluding, for purposes of this paragraph, this Agreement) that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund BDC (other than an employee or other affiliated persons of Ultimus ▇▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust BDC for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; provided, however, that Ultimus shall remain liable for any Losses arising out of its acts or omissions under this Agreement to the extent such Losses arise out of its willful misfeasance, bad faith, gross negligence in the performance of its duties, or reckless disregard of its obligations and duties hereunder; (3) using Ultimus’ or any Ultimus affiliate’s use of valuation information provided by the TrustBDC’s approved third-party pricing service(s) or the investment adviser(s) to the Fund BDC for the purpose of valuing a Fundthe BDC’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused resulting from ▇▇▇▇▇▇▇’ inability to perform any Services or obligations hereunder for so long as such performance is prevented by events Monroe Capital Income Plus Corporation Transfer Agent Services Agreement beyond Ultimus’ commercially reasonable control (provided that Ultimus shall take all commercially reasonable steps to minimize service interruptions for any period that any interruption continues beyond its commercially reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties); (5) any error, action or omission by the Trust BDC or other past or current service providerprovider (not including Ultimus) except to the extent such service provider is controlled by Ultimus or was acting as a subcontractor to Ultimus; and (6) any failure to properly register any Fundthe BDC’s shares in accordance with the Securities Act of 1933, as amended, or any state blue sky laws, to the extent such registration is required under such law. B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust BDC at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, BDC and with accountants and other experts with respect to any matter arising in connection with Ultimus▇▇▇▇▇▇▇' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it it, in good faith and in accordance with the standard of care set forth herein, in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinioninstruction. C. A copy of the TrustBDC’s Agreement articles of amendment and Declaration of Trust (the “Declaration of Trust”) is restatement are on file with the Secretary of State (or equivalent authority) of the state in which the Trust BDC is organized, and notice is hereby given that this instrument is the BDC’s organizational documents are executed on behalf of the Trust BDC and not the Trustees shareholders individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund)BDC, and Ultimus ▇▇▇▇▇▇▇ shall look only to the assets of the Trust (or the particular Fund, as applicable), BDC for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any FundBDC, the Trust’s or any FundBDC’s investment adviser or any of the Trust’s or FundBDC’s other service providers until receipt of written notice thereof from the Trust or Fund BDC (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board Without limiting the standard of care set forth in Section 10.1 of this Agreement and the indemnification provisions in Section 10.3 of this Agreement, the BDC acknowledges that it has and retains primary responsibility for oversight of all applicable compliance matters relating to the FundsBDC, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund the BDC relating to the portfolio investments as set forth in the prospectus BDC’s confidential private placement memorandum (as amended or supplemented from time to time) and statement of additional informationSEC filings, as applicable. Ultimus’ monitoring and other functions hereunder shall not relieve the Board BDC of its primary day-to-day responsibility for overseeing such compliance.. Monroe Capital Income Plus Corporation Transfer Agent Services Agreement F. To the maximum extent permitted by law, the Trust BDC agrees to limit Ultimus’ liability for the TrustBDC’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-third parties for use in delivering Ultimus’ Services to the Trust or a Fund BDC and Ultimus ▇▇▇▇▇▇▇ shall have no duty to independently verify and confirm the accuracy of third-third party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act , unless such service provider is performing duties assigned or any state blue sky lawssub-contracted by Ultimus. B. Ultimus may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a FundFund , counsel for the TrustFund’s independent TrusteesDirectors, and with accountants and other Volumetric Fund Inc. Ultimus Master Services Agreement experts with respect to any matter arising in connection with Ultimus' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration Certificate of Trust (the “Declaration of Trust”) Incorporation is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Trustees Directors individually and that the obligations of this instrument are not binding upon any of the TrusteesDirectors, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund)Fund , and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable)Fund , for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust Fund or any Fund, the Trust’s or any Fund’s its investment adviser or any of the TrustFund’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To ▇. ▇▇ the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In ▇. ▇▇ no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus U▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust Fund at any time for instructions and may with the prior written consent of the Fund, which shall not be unreasonably withheld, consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with accountants and other experts with respect to any matter arising in connection with Ultimus' U▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Directors or Trustees (as applicable) of the Fund individually and that the obligations of this instrument are not binding upon any of the Directors, Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus U▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary sole responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus U▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (including, without limitation, any investment adviser to the Fund) for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus U▇▇▇▇▇▇ shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus U▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus U▇▇▇▇▇▇ may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with accountants and other experts with respect to any matter arising in connection with Ultimus' U▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Directors or Trustees (as applicable) of the Fund individually and that the obligations of this instrument are not binding upon any of the Directors, Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus U▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary sole responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus U▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (including, without limitation, any investment adviser to the Fund) for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus U▇▇▇▇▇▇ shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund Administrator (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Administrator for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustAdministrator’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a each Fund’s portfolio holdings; (4) subject to Section 6 of this Agreement, any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action or omission by the Trust Administrator, Fund, or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust Administrator at any time for instructions and may may, with the prior written consent of the Administrator, consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, Administrator and with accountants and other experts with respect to any matter arising in connection with Ultimus▇▇▇▇▇▇▇' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustAdministrator’s Agreement and Declaration of Trust organizational documents (the “Declaration of TrustOrganizational Documents”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Administrator is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Administrator and not the Trustees its officers individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that FundAdministrator), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Administrator) for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser Administrator or any of the Trust’s or FundAdministrator’s other service providers until receipt of written notice thereof from the Trust or Fund Administrator (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Administrator agrees to limit Ultimus’ liability for the Trust’s any Losses (as defined below) suffered by the Administrator or any Fund to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus Subject to Section 6 of this Agreement, ▇▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust Administrator or a any Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus U▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus U▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing to value a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with under the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and instructions. They may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' U▇▇▇▇▇▇’ duties or the Services. Ultimus U▇▇▇▇▇▇ shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with following such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus U▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative representative, or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser adviser, or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary sole responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential consequential, or exemplary damages damages, or lost profits, whether or not such damages were foreseeable or Ultimus U▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus U▇▇▇▇▇▇ shall not be liable for any corrupt, faulty faulty, or inaccurate data provided to Ultimus by any third-third parties (including, without limitation, any investment adviser to the Funds) for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind other instrument that Ultimus reasonably believes to be genuine and to have been signed, presented, signed or furnished presented by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using any errors in the valuation information provided by the Trust’s approved third-third party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice Notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any FundTrust, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Trust. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons person performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, Funds including but not limited to, to compliance with the Investment Company 1940 Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus U▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus U▇▇▇▇▇▇ may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with accountants and other experts with respect to any matter arising in connection with Ultimus' U▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Directors or Trustees (as applicable) of the Fund individually and that the obligations of this instrument are not binding upon any of the Directors, Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus U▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 1236-month period or the actual time period this Agreement has been in effect if less than 12 36 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus U▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus U▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus U▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric electronic instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus U▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) unless manifestly incorrect, using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitationlimitation (except as to being manifestly incorrect), corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure - unless requested to do so by the Trust or its investment adviser - to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus U▇▇▇▇▇▇ may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts (approved by the Trust) with respect to any matter arising in connection with Ultimus' U▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such Trust / Trust approved counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus U▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, Fund or the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary sole responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance where applicable with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event Barring willful misfeasance, bad faith or gross negligence in the performance of its duties, or reckless disregard of its obligations and duties hereunder, U▇▇▇▇▇▇ shall Ultimus not be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus U▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or (unless manifestly so) inaccurate data provided to Ultimus by any third-parties (including, without limitation, any investment adviser to the Funds) for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party datadata unless manifestly incorrect. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes);; Ultimus Fund Accounting and Transfer Agent Agreement (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act of 1933, as amended (the “Securities Act”) or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Ultimus Fund Accounting and Transfer Agent Agreement Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust Fund or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; Ultimus Master Services Agreement (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust Fund or a Fund, counsel for the TrustFund’s independent TrusteesDirectors, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration of Trust Fund (the “Declaration of TrustFund”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Trustees Directors individually and that the obligations of this instrument are not binding upon any of the TrusteesDirectors, officers or shareholders individually but are binding only upon the assets and property of the Trust Fund (or if the matter relates only to a particular Fund, that Fund), and Ultimus ▇▇▇▇▇▇▇ shall look only to the assets of the Trust Fund (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust Fund or any Fund, the TrustFund’s or any Fund’s investment adviser or any of the TrustFund’s or Fund’s other service providers until receipt of written notice thereof from the Trust Fund or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust Fund or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind other instrument that Ultimus reasonably believes to be genuine and to have been signed, presented, signed or furnished presented by a duly authorized representative of the Administrator, Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, including corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action or omission by the Administrator or Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust Administrator at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of the State (or equivalent authority) of the state in which the Trust is organizedDelaware, and notice is hereby given that this instrument agreement is executed on behalf by the Administrator for the benefit of the Trust. It is understood that neither the Trust and not nor any of the Trust’s Trustees individually are a party to this agreement and that the obligations of this instrument agreement are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund)Administrator, and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable)Administrator, for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any FundAdministrator, the Trust’s or any Fund, the Trust’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust Administrator or Fund (Trust, as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons person performing similar services. E. The Trust’s Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, Funds including but not limited to, to compliance with the Investment Company 1940 Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Administrator agrees to limit Ultimus’ liability for the Administrator’s or Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or or, if the actual time period this Agreement has been is in effect if for less than 12 monthsa year at the time of liability, then the most recent one-month period annualized. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. The parties acknowledge that the other parts of this agreement are premised upon the limitation stated in this section. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Administrator, Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, written or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust a Fund or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus▇▇▇▇▇▇▇' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration Certificate of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Trustees of the Fund individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof; provided that such damages or lost profits are not found to be caused by ▇▇▇▇▇▇▇’ willful misfeasance, bad faith, or gross negligence in the performance of its duties, or reckless disregard of its obligations and duties hereunder. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus ▇▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (43) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable controlcontrol and knowledge, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-partiesparties in connection with the Services; (54) any error, action or omission by the Trust or other any past or current service providerprovider to the Trust or any Fund, excluding service providers affiliated with Ultimus; and (65) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 1224-month period or the actual time period this Agreement has been in effect if less than 12 24 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. F. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (including, without limitation, any investment adviser to the Funds) for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund Administrator (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Administrator for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustAdministrator’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fundthe BDC’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-third- parties; (5) any error, action or omission by the Trust Administrator, BDC, or other past or current service provider; and (6) any failure to properly register any Fundthe BDC’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust Administrator at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, Administrator and with accountants and other experts with respect to any matter arising in connection with Ultimus▇▇▇▇▇▇▇' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustAdministrator’s Agreement and Declaration of Trust organizational documents (the “Declaration of TrustOrganizational Documents”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Administrator is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Administrator and not the Trustees its officers individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that FundAdministrator), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Administrator) for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser Administrator or any of the Trust’s or FundAdministrator’s other service providers until receipt of written notice thereof from the Trust or Fund Administrator (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board Each BDC has and retains primary responsibility for oversight of all compliance matters relating to the Fundssuch BDC, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund the BDC relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Administrator agrees to limit Ultimus’ liability for the Trust’s any Losses (as defined below) suffered by the Administrator or any BDC to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust Administrator or a Fund any BDC and Ultimus ▇▇▇▇▇▇▇ shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with accountants and other experts with respect to any matter arising in connection with Ultimus' U▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion.. Ultimus Master Services Agreement C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Directors or Trustees (as applicable) of the Fund individually and that the obligations of this instrument are not binding upon any of the Directors, Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus U▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus U▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the followingfollowing provided that ▇▇▇▇▇▇▇ has acted in accordance with the standard of care set forth above: (1) performing Services or duties pursuant to any oral, written, or electric electronic instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus ▇▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus▇▇▇▇▇▇▇' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice Notice is hereby given and Ultimus hereby acknowledges that this instrument Agreement is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument the parties hereunder are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period (or the actual time period this Agreement has been in effect, calculated on an annualized basis, if the agreement has been in effect if less than 12 months). This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus either party be liable to the other for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus the other party was advised of the possibility thereof. Ultimus thereof (provided that this provision shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to no way limit the obligation of the Trust or a Fund and to indemnify Ultimus shall have no duty to independently verify and confirm the accuracy of third-party dataunder Section 14.3 for claims brought by third parties). The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) any failure sale or offer to properly register any sell the Fund’s shares in accordance with any jurisdiction where the Securities Act or any state blue sky lawsBoard has not authorized the registration of such shares for sale. B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Directors or Trustees (as applicable) of the Fund individually and that the obligations of this instrument are not binding upon any of the Directors, Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary sole responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 1224-month period or the actual time period this Agreement has been in effect if less than 12 24 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus ▇▇▇▇▇▇▇ was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (including, without limitation, any investment adviser to the Fund) for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus ▇▇▇▇▇▇▇ shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus ▇▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-third- parties;; provided that ▇▇▇▇▇▇▇ shall not have engaged in any willful misfeasance, bad faith, fraud, or acted in a grossly negligent manner with respect to its use of such data; and (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus▇▇▇▇▇▇▇' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus ▇▇▇▇▇▇▇ shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus a party be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profitsprofits of the other party, whether or not such damages were foreseeable or Ultimus such other party was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data provided that ▇▇▇▇▇▇▇ shall not have engaged in any willful misfeasance, bad faith, fraud, or acted in a grossly negligent manner with respect to its use of such data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus U▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, written or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust a Fund or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus U▇▇▇▇▇▇ may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' U▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration Certificate of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Trustees of the Fund individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus U▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus U▇▇▇▇▇▇ was advised of the possibility thereof; provided that such damages or lost profits are not found to be caused by U▇▇▇▇▇▇’ willful misfeasance, bad faith, or gross negligence in the performance of its duties, or reckless disregard of its obligations and duties hereunder. Ultimus U▇▇▇▇▇▇ shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, where the context requires, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, and neither party shall be liable for lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus the party was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind other instrument that Ultimus reasonably believes to be genuine and to have been signed, presented, signed or furnished presented by a duly authorized representative of the Client, Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-third party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action or omission by the Client, Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Client or Trust at any time for instructions and may consult with counsel for the Client, Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of the State (or equivalent authority) of the [state in which the Trust is organizedof incorporation], and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Client or Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Client or Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any FundClient, the Trust’s or any Fund, the Trust’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Trust. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons person performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, Funds including but not limited to, to compliance with the Investment Company 1940 Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the followingfollowing provided that ▇▇▇▇▇▇▇ has acted in accordance with the standard of care set forth above: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust Fund or other past or current service provider; and (6) any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust Fund at any time for instructions and may may, with the Fund’s prior approval and with representatives of the Fund present, consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with the Fund’s accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with any such written instruction or with the reasonable written opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Directors or Trustees (as applicable) of the Fund individually and that the obligations of this instrument are not binding upon any of the Directors, Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the Fund’s prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined below) other than liability resulting from ▇▇▇▇▇▇▇’ willful misfeasance, bad faith, gross negligence in the performance of its duties, or reckless disregard of its obligations and duties hereunder, to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or if the actual time period this Agreement has been is in effect if for less than 12 monthsmonths at the time of liability, then the most recent one-month period multiplied by 12. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined in Section 10.3 below) arising from the following:following (provided that ▇▇▇▇▇▇▇ has acted in accordance with the standard of care set forth in this Agreement): (1) performing Services or duties pursuant to any oral, written, or electric electronic instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes (after due inquiry where appropriate under the circumstances) to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust Fund for certain purposes); (2) operating under its own initiativeinitiative pursuant to this Agreement, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services;; Ardian Access LLC Ultimus Master Services Agreement (3) using valuation information provided by the TrustFund’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a the Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust Fund or other past or current service providerprovider of the Fund that has not been engaged through Ultimus; and (6) any failure to properly register any the Fund’s shares in accordance with the Securities Act or any state blue sky laws, except to the extent that the Fund has informed ▇▇▇▇▇▇▇ that it intends for the Fund’s shares to be so registered in accordance with the Securities Act or any state blue sky laws and the failure of the Fund’s shares to be so registered is as a result of the failure of Ultimus to make any filing or notice required for the Fund to be so registered. B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust Fund at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the TrustFund’s independent TrusteesBoard members, and with Fund accountants and other experts of the Fund with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinionopinion on behalf of the Fund. C. A copy of the TrustFund’s Agreement and Declaration of Trust (the “Declaration of Trust”) formation document is on file with the Secretary of State (or equivalent authority) of the state in which the Trust Fund is organized, and notice is hereby given that this instrument is executed on behalf of the Trust Fund and not the Directors or Trustees (as applicable) of the Fund individually and that the obligations of this instrument are not binding upon any of the Trusteesdirectors, trustees, officers or shareholders unitholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), Fund for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Fund. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the FundsFund, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each the Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance.. Ardian Access LLC Ultimus Master Services Agreement F. To the maximum extent permitted by law, the Trust Fund agrees to limit Ultimus’ liability for the TrustFund’s Losses (as defined in Section 10.3 below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or period, or, if the actual time period this Agreement has been in effect if is less than 12 monthsmonths at the time of liability, then the most recent one-month period annualized. This limitation shall apply regardless of the cause of action or legal theory asserted. Notwithstanding anything in this Agreement to the contrary, this limitation shall not apply to any Fund Losses arising out of or in connection with any gross negligence, willful misconduct, bad faith, reckless violation of law or fraud by ▇▇▇▇▇▇▇. G. In no event shall Ultimus either party be liable to the other party for trading losses, lost revenues, special, incidental, punitive, indirect, consequential punitive or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus or the Fund was advised of the possibility thereof; provided however, that the foregoing shall not limit Ultimus’ liability to the Fund for any amounts actually paid by the Fund to third parties pursuant to judgments or arbitral awards (irrespective of whether such amounts are classified in such judgments or arbitral awards as trading losses, lost revenues, punitive or exemplary damages or lost profits). Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (including, without limitation, any investment adviser to the Fund) for use in delivering Ultimus’ Services to the Trust Fund; provided that ▇▇▇▇▇▇▇ was not grossly negligent in relying on the third party data provided (e.g., due to it being apparent from the face of the data provided that such data was corrupt, faulty or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party datainaccurate). The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the followingfollowing provided that ▇▇▇▇▇▇▇ has acted in accordance with the standard of care set forth above: (1) performing Services or duties pursuant to any oral, written, or electric electronic instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus ▇▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus▇▇▇▇▇▇▇' duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion.. Texas Capital Funds Trust Ultimus Master Services Agreement September 29, 2023 Page 10 of 21 C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of State (or equivalent authority) of the state in which the Trust is organized, and notice Notice is hereby given and Ultimus hereby acknowledges that this instrument Agreement is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument the parties hereunder are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus ▇. ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any Fund, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period (or the actual time period this Agreement has been in effect, calculated on an annualized basis, if the agreement has been in effect if less than 12 months). This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus either party be liable to the other for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus the other party was advised of the possibility thereof. Ultimus thereof (provided that this provision shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to no way limit the obligation of the Trust or a Fund and to indemnify Ultimus shall have no duty to independently verify and confirm the accuracy of third-party dataunder Section 14.3 for claims brought by third parties). The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind other instrument that Ultimus reasonably believes to be genuine and to have been signed, presented, signed or furnished presented by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-third party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration Certificate of Trust (the “Declaration of Trust”) is on file with the Secretary of the State (or equivalent authority) of the state in which the Trust is organizedDelaware, and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any FundTrust, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Trust. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons person performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, Funds including but not limited to, to compliance with the Investment Company 1940 Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 of2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading investment losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind other instrument that Ultimus reasonably believes to be genuine and to have been signed, presented, signed or furnished presented by a duly authorized representative of the Trust or any Fund (other than an employee or other affiliated persons of Ultimus who may otherwise be named as an authorized representative of the Trust for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the Trust’s approved third-third party pricing service(s) or the investment adviser(s) to the Fund for the purpose of valuing a Fund’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable control, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties;; and (5) any error, action or omission by the Trust or other past or current service provider; and (6) any failure to properly register any Fund’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ’ duties or the Services. Ultimus shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”) is on file with the Secretary of the State (or equivalent authority) of the [state in which the Trust is organizedof incorporation], and notice is hereby given that this instrument is executed on behalf of the Trust and not the Trustees individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund), and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), for the satisfaction of such obligations. D. Ultimus shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any FundTrust, the Trust’s or any Fund’s investment adviser or any of the Trust’s or Fund’s other service providers until receipt of written notice thereof from the Trust or Fund (as applicable)Trust. As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons person performing similar services. E. The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, Funds including but not limited to, to compliance with the Investment Company 1940 Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust agrees to limit Ultimus’ liability for the Trust’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 12-month period or the actual time period this Agreement has been in effect if less than 12 months. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus was advised of the possibility thereof. Ultimus shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties for use in delivering Ultimus’ Services to the Trust or a Fund and Ultimus shall have no duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement agreement are premised upon the limitation stated in this section.

Limits of Liability. A. Ultimus ▇▇▇▇▇▇▇ shall not be liable for any Losses (as defined below) arising from the following: (1) performing Services or duties pursuant to any oral, written, or electric instruction, notice, request, record, order, document, report, resolution, certificate, consent, data, authorization, instrument, or item of any kind that Ultimus reasonably believes to be genuine and to have been signed, presented, or furnished by a duly authorized representative of the Trust or any Fund BDC (other than an employee or other affiliated persons of Ultimus ▇▇▇▇▇▇▇ who may otherwise be named as an authorized representative of the Trust BDC for certain purposes); (2) operating under its own initiative, in good faith and in accordance with the standard of care set forth herein, in performing its duties or the Services; (3) using valuation information provided by the TrustBDC’s approved third-party pricing service(s) or the investment adviser(s) to the Fund BDC for the purpose of valuing a Fundthe BDC’s portfolio holdings; (4) any default, damages, costs, loss of data or documents, errors, delay, or other loss whatsoever caused by events beyond Ultimus’ reasonable controlcontrol that were not directly or indirectly caused by ▇▇▇▇▇▇▇’s willful misfeasance, bad faith, gross negligence in the performance of its duties, or reckless disregard of its obligations and duties hereunder, including, without limitation, corrupt, faulty or inaccurate data provided to Ultimus by third-parties; (5) any error, action or omission by the Trust BDC or other past or current service provider; and (6) any failure to properly register any Fundthe BDC’s shares in accordance with the Securities Act or any state blue sky laws. B. Ultimus ▇▇▇▇▇▇▇ may apply to the Trust BDC at any time for instructions and may consult with counsel for the Trust or a Fund, counsel for the Trust’s independent Trustees, and with accountants and other experts with respect to any matter arising in connection with Ultimus' ▇▇▇▇▇▇▇’ duties or the Services, including, without limitation, legal counsel for the BDC, provided, however, that ▇▇▇▇▇▇▇ shall not consult with legal counsel for the BDC without first obtaining written consent from the Administrator to do so. Ultimus ▇▇▇▇▇▇▇ shall not be liable or accountable for any action reasonably taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants, or other experts qualified to render such opinion. C. A copy of the TrustBDC’s Agreement and Declaration certificate of Trust (the “Declaration of Trust”) formation is on file with the Secretary of State (or equivalent authority) of the state in which the Trust BDC is organized, and notice is hereby given that this instrument is the BDC’s organizational documents are executed on behalf of the Trust BDC and not the Trustees shareholders individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Fund, that Fund)BDC, and Ultimus shall look only to the assets of the Trust (or the particular Fund, as applicable), BDC for the satisfaction of such obligations. D. Ultimus ▇▇▇▇▇▇▇ shall not be held to have notice of any change of authority of any officer, agent, representative or employee of the Trust or any FundBDC, the Trust’s or any FundBDC’s investment adviser or any of the Trust’s or FundBDC’s other service providers until receipt of written notice thereof from the Trust or Fund BDC (as applicable). As used in this Agreement, the term “investment adviser” includes all sub-advisers or persons performing similar services. E. The Board BDC has and retains primary responsibility for oversight of all compliance matters relating to the FundsBDC, including, but not limited to, compliance with the Investment Company Act, the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the USA PATRIOT Act of 2001, the Sarbanes Oxley Act of 2002 and the policies and limitations of each Fund the BDC relating to the portfolio investments as set forth in the prospectus and statement of additional information. Ultimus’ monitoring and other functions hereunder shall not relieve the Board of its primary day-to-day responsibility for overseeing such compliance. F. To the maximum extent permitted by law, the Trust BDC agrees to limit Ultimus’ liability for the TrustBDC’s Losses (as defined below) to an amount that shall not exceed the total compensation received by Ultimus under this Agreement during the most recent rolling 1224-month period or the actual time period this Agreement has been in effect if less than 12 24 months. (the “Indemnification Cap”); provided, however, the Indemnification Cap shall not apply to BDC Losses resulting from ▇▇▇▇▇▇▇’s willful misfeasance or bad faith. This limitation shall apply regardless of the cause of action or legal theory asserted. G. In no event shall Ultimus either party be liable for trading losses, lost revenues, special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or Ultimus the other party was advised of the possibility thereof. Ultimus No party shall not be liable for any corrupt, faulty or inaccurate data provided to Ultimus by any third-parties (including, without limitation, any investment adviser to the BDC) for use in delivering Ultimus’ Services to the Trust or a Fund performing its duties under this Agreement and Ultimus no party shall have no a duty to independently verify and confirm the accuracy of third-party data. The parties acknowledge that the other parts of this Agreement are premised upon the limitation stated in this section. H. Notwithstanding the foregoing limitations, Ultimus will bear in full the material costs specified in Ultimus’s As-Of Trading Policies and Procedures attached hereto as Exhibit A.