Common use of Services Provided Clause in Contracts

Services Provided. (a) Subject to the control, direction and supervision of the Board and in compliance with the objectives, policies and limitations set forth in the Trust’s Registration Statement, Agreement and Declaration of Trust and By-Laws; applicable laws and regulations; and all resolutions and policies implemented by the Board, FMG LLC shall have general responsibility for the Trust’s administrative operations and will provide the following services: (i) Trust Administration, (ii) Compliance Services, and (iii) Trust Accounting. A detailed description of each of the above services is contained in Schedules B and C, respectively, to this Agreement. (b) In connection with providing the services identified above, FMG LLC will also: (i) provide, without additional cost to the Trust except for out-of-pocket expenses, office facilities in an appropriate location with respect to the provision of the services contemplated herein (which may be in the offices of FMG LLC or a corporate affiliate of FMG LLC); (ii) provide, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, the services of individuals to serve as officers of the Trust who will be designated by FMG LLC and elected by the Board subject to reasonable Board approval; (iii) provide or otherwise obtain, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, personnel sufficient for provision of the services contemplated herein; (iv) furnish, at no additional cost to the Trust except for out-of-pocket expenses, equipment and other materials, which are necessary or desirable for provision of the services contemplated herein; and (v) keep records, at no additional cost to the Trust except for out-of-pocket expenses, relating to the services provided hereunder in such form and manner as FMG LLC may deem appropriate or advisable. To the extent required by Section 31 of the 1940 Act and the rules thereunder, FMG LLC agrees that all such records prepared or maintained by FMG LLC relating to the services provided hereunder are the property of the Trust and will be preserved for the periods prescribed under Rule 3la-2 under the 1940 Act and made available in accordance with such Section and rules. FMG LLC agrees to make available to the Trust, promptly upon request, any of the Funds’ books and records as are maintained under this Agreement, and to furnish to regulatory authorities having the requisite authority any such books and records and any information or reports in connection with the FMG LLC’s services under this Agreement that may be requested in order to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations; and (vi) regularly report to the Board on the services provided under this Agreement and furnish to the Board such periodic and special reports with respect to the Funds as the Board may reasonably request.

Services Provided. (a) Subject to the control, direction and supervision of the Board and in compliance with the objectives, policies and limitations set forth in the Trust’s 's Registration Statement, Agreement and Declaration of Trust and By-Laws; applicable laws and regulations; and all resolutions and policies implemented by the Board, FMG LLC Equitable shall have general responsibility for the oversight of the Trust’s 's administrative operations and will provide the following services: (i) Trust Administration, (ii) Compliance ServicesServices , and (iii) Trust Accounting. A detailed description of each of the above services is contained in Schedules B and C, respectively, to this Agreement. (b) In connection with providing the services identified above, FMG LLC Equitable will also: (i) provide, without additional cost to the Trust except for out-of-pocket expenses, office facilities in an appropriate location with respect to the provision of the services contemplated herein (which may be in the offices of FMG LLC Equitable or a corporate affiliate of FMG LLCEquitable); (ii) provide, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, the services of individuals to serve as officers of the Trust who will be designated by FMG LLC Equitable and elected by the Board subject to reasonable Board approval; (iii) provide or otherwise obtain, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, personnel sufficient for provision of the services contemplated herein; (iv) furnish, at no additional cost to the Trust except for out-of-pocket expenses, equipment and other materials, which are necessary or desirable for provision of the services contemplated herein; and (v) keep records, at no additional cost to the Trust except for out-of-pocket expenses, relating to the services provided hereunder in such form and manner as FMG LLC Equitable may deem appropriate or advisable. To the extent required by Section 31 of the 1940 Act and the rules thereunder, FMG LLC Equitable agrees that all such records prepared or maintained by FMG LLC Equitable relating to the services provided hereunder are the property of the Trust and will be preserved for the periods prescribed under Rule 3la-2 under the 1940 Act and made available in accordance with such Section and rules. FMG LLC agrees to make available to the Trust, promptly upon request, any of the Funds’ books and records as are maintained under this Agreement, and to furnish to regulatory authorities having the requisite authority any such books and records and any information or reports in connection with the FMG LLC’s services under this Agreement that may be requested in order to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations; and (vi) regularly report to the Board on the services provided under this Agreement and furnish to the Board such periodic and special reports with respect to the Funds as the Board may reasonably request.

Services Provided. (a) Subject to the control, direction and supervision of the Board and in compliance with the objectives, policies and limitations set forth in the Trust’s Registration Statement, Agreement and Declaration of Trust and By-Laws; applicable laws and regulations; and all resolutions and policies implemented by the Board, FMG LLC Administrator shall have general responsibility for the Trust’s administrative operations and will provide the following services: (i) Trust Administration, (ii) Compliance Services, and (iii) Trust Accounting. A detailed description of each of the above services is contained in Schedules B and C, respectively, to this Agreement. (b) In connection with providing the services identified above, FMG LLC Administrator will also: (i) provide, without additional cost to the Trust except for out-of-pocket expenses, office facilities in an appropriate location with respect to the provision of the services contemplated herein (which may be in the offices of FMG LLC Administrator or a corporate affiliate of FMG LLCAdministrator); (ii) In connection with providing the services identified above, Administrator will also: provide, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, the services of individuals to serve as officers of the Trust who will be designated by FMG LLC Administrator and elected by the Board subject to reasonable Board approval;, provided, that this provision shall not be construed in a manner that would prohibit the Trust from paying any portion of the compensation of the Trust’s Chief Compliance Officer. (iii) provide or otherwise obtain, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, personnel sufficient for provision of the services contemplated herein; (iv) furnish, at no additional cost to the Trust except for out-of-pocket expenses, equipment and other materials, which are necessary or desirable for provision of the services contemplated herein; and; (v) keep records, at no additional cost to the Trust except for out-of-pocket expenses, relating to the services provided hereunder in such form and manner as FMG LLC Administrator may deem appropriate or advisable. To the extent required by Section 31 of the 1940 Act and the rules thereunder, FMG LLC Administrator agrees that all such records prepared or maintained by FMG LLC Administrator relating to the services provided hereunder are the property of the Trust and will be preserved for the periods prescribed under Rule 3la-2 under the 1940 Act and made available in accordance with such Section and rules. FMG LLC Administrator agrees to make available to the Trust, promptly upon request, any of the Funds’ books and records as are maintained under this Agreement, and to furnish to regulatory authorities having the requisite authority any such books and records and any information or reports in connection with the FMG LLCAdministrator’s services under this Agreement that may be requested in order to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations; and (vi) regularly report to the Board on the services provided under this Agreement and furnish to the Board such periodic and special reports with respect to the Funds as the Board may reasonably request.

Services Provided. (a) Subject to the control, direction and supervision of the Board and in compliance with the objectives, policies and limitations set forth in the Trust’s Registration Statement, Agreement and Declaration of Trust and By-Laws; applicable laws and regulations; and all resolutions and policies implemented by the Board, FMG LLC shall have general responsibility for the oversight of the Trust’s administrative operations and will provide the following services: (i) Trust Administration, (ii) Compliance Services, and (iii) Trust Accounting. A detailed description of each of the above services is contained in Schedules B and C, respectively, to this Agreement. (b) In connection with providing the services identified above, FMG LLC will also: (i) provide, without additional cost to the Trust except for out-of-pocket expenses, office facilities in an appropriate location with respect to the provision of the services contemplated herein (which may be in the offices of FMG LLC or a corporate affiliate of FMG LLC); (ii) provide, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, the services of individuals to serve as officers of the Trust who will be designated by FMG LLC and elected by the Board subject to reasonable Board approval; (iii) provide or otherwise obtain, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, personnel sufficient for provision of the services contemplated herein; (iv) furnish, at no additional cost to the Trust except for out-of-pocket expenses, equipment and other materials, which are necessary or desirable for provision of the services contemplated herein; and (v) keep records, at no additional cost to the Trust except for out-of-pocket expenses, relating to the services provided hereunder in such form and manner as FMG LLC may deem appropriate or advisable. To the extent required by Section 31 of the 1940 Act and the rules thereunder, FMG LLC agrees that all such records prepared or maintained by FMG LLC relating to the services provided hereunder are the property of the Trust and will be preserved for the periods prescribed under Rule 3la-2 under the 1940 Act and made available in accordance with such Section and rules. FMG LLC agrees to make available to the Trust, promptly upon request, any of the Funds’ books and records as are maintained under this Agreement, and to furnish to regulatory authorities having the requisite authority any such books and records and any information or reports in connection with the FMG LLC’s services under this Agreement that may be requested in order to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations; and (vi) regularly report to the Board on the services provided under this Agreement and furnish to the Board such periodic and special reports with respect to the Funds as the Board may reasonably request.

Services Provided. (a) Subject to the control, direction and supervision of the Board and in compliance with the objectives, policies and limitations set forth in the Trust’s Registration Statement, Agreement and Declaration of Trust and By-Laws; applicable laws and regulations; and all resolutions and policies implemented by the Board, FMG LLC EIM shall have general responsibility for the Trust’s administrative operations and will provide the following services: (i) Trust Administration, (ii) Compliance Services, and (iii) Trust Accounting. A detailed description of each of the above services is contained in Schedules B and C, respectively, to this Agreement. (b) In connection with providing the services identified above, FMG LLC EIM will also: (i) provide, without additional cost to the Trust except for out-of-pocket expenses, office facilities in an appropriate location with respect to the provision of the services contemplated herein (which may be in the offices of FMG LLC EIM or a corporate affiliate of FMG LLCEIM); (ii) In connection with providing the services identified above, EIM will also: provide, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, the services of individuals to serve as officers of the Trust who will be designated by FMG LLC EIM and elected by the Board subject to reasonable Board approval, provided, that this provision shall not be construed in a manner that would prohibit the Trust from paying any portion of the compensation of the Trust’s Chief Compliance Officer; (iii) provide or otherwise obtain, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, personnel sufficient for provision of the services contemplated herein; (iv) furnish, at no additional cost to the Trust except for out-of-pocket expenses, equipment and other materials, which are necessary or desirable for provision of the services contemplated herein; and (v) keep records, at no additional cost to the Trust except for out-of-pocket expenses, relating to the services provided hereunder in such form and manner as FMG LLC EIM may deem appropriate or advisable. To the extent required by Section 31 of the 1940 Act and the rules thereunder, FMG LLC EIM agrees that all such records prepared or maintained by FMG LLC EIM relating to the services provided hereunder are the property of the Trust and will be preserved for the periods prescribed under Rule 3la-2 under the 1940 Act and made available in accordance with such Section and rules. FMG LLC EIM agrees to make available to the Trust, promptly upon request, any of the Funds’ books and records as are maintained under this Agreement, and to furnish to regulatory authorities having the requisite authority any such books and records and any information or reports in connection with the FMG LLCEIM’s services under this Agreement that may be requested in order to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations; and (vi) regularly report to the Board on the services provided under this Agreement and furnish to the Board such periodic and special reports with respect to the Funds as the Board may reasonably request. (c) Sub-Contracting. EIM is hereby authorized to retain third parties and is hereby separately authorized to delegate some or all of its duties and obligations hereunder to such person or persons. The compensation of such person or persons shall be paid by EIM, as applicable, and no obligation shall be incurred on behalf of the Trust in such respect (other than reasonable out-of-pocket expenses). EIM shall be liable to the Trust for the acts of such third parties as set forth in Section 6 hereunder. The division of EIM’s duties and obligations hereunder between those to be delegated and those to be performed by EIM shall be in EIM’s sole discretion and may be changed from time to time by EIM. In connection with the delegation of responsibilities to such third parties, EIM will oversee, monitor and assess the performance of delegated functions by each such third party, take reasonable measures to coordinate the activities of such third parties, furnish to the Board periodic reports concerning the performance of delegated responsibilities by those parties, and be responsible for compensating such third parties in the manner specified by the sub-administration (or similar) agreement. In addition, EIM will cause such third parties to: (i) furnish to the Board such statistical information, with respect to the relevant delegated functions, as the Board may reasonably request, (ii) furnish to the Board such periodic and special reports as the Board may reasonably request, and (iii) apprise the Board of important developments materially affecting each Fund or the provision of delegated functions, and furnish the Trust, from time to time, with such information as may be appropriate for this purpose.

Services Provided. (a) Subject to the control, direction and supervision of the Board and in compliance with the objectives, policies and limitations set forth in the Trust’s Registration Statement, Agreement and Declaration of Trust and By-Laws; applicable laws and regulations; and all resolutions and policies implemented by the Board, FMG LLC AXA Equitable shall have general responsibility for the oversight of the Trust’s administrative operations and will provide the following services: (i) Trust Administration, (ii) Compliance Services, and (iii) Trust Accounting. A detailed description of each of the above services is contained in Schedules B and C, respectively, to this Agreement. (b) In connection with providing the services identified above, FMG LLC AXA Equitable will also: (i) provide, without additional cost to the Trust except for out-of-pocket expenses, office facilities in an appropriate location with respect to the provision of the services contemplated herein (which may be in the offices of FMG LLC AXA Equitable or a corporate affiliate of FMG LLCAXA Equitable); (ii) provide, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, the services of individuals to serve as officers of the Trust who will be designated by FMG LLC AXA Equitable and elected by the Board subject to reasonable Board approval; (iii) provide or otherwise obtain, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, personnel sufficient for provision of the services contemplated herein; (iv) furnish, at no additional cost to the Trust except for out-of-pocket expenses, equipment and other materials, which are necessary or desirable for provision of the services contemplated herein; and (v) keep records, at no additional cost to the Trust except for out-of-pocket expenses, relating to the services provided hereunder in such form and manner as FMG LLC AXA Equitable may deem appropriate or advisable. To the extent required by Section 31 of the 1940 Act and the rules thereunder, FMG LLC AXA Equitable agrees that all such records prepared or maintained by FMG LLC AXA Equitable relating to the services provided hereunder are the property of the Trust and will be preserved for the periods prescribed under Rule 3la-2 under the 1940 Act and made available in accordance with such Section 31 under the 1940 Act and rules. FMG LLC agrees to make available to the Trust, promptly upon request, any of the Funds’ books and records as are maintained under this Agreement, and to furnish to regulatory authorities having the requisite authority any such books and records and any information or reports in connection with the FMG LLC’s services under this Agreement that may be requested in order to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations; and (vi) regularly report to the Board on the services provided under this Agreement and furnish to the Board such periodic and special reports with respect to the Funds as the Board may reasonably requestrules thereunder.

Services Provided. (a) Subject to the control, direction and supervision of the Board and in compliance with the objectives, policies and limitations set forth in the Trust’s Registration Statement, Agreement and Declaration of Trust and By-Laws; applicable laws and regulations; and all resolutions and policies implemented by the Board, FMG LLC EIM shall have general responsibility for the Trust’s administrative operations and will provide the following services: (i) Trust Administration, (ii) Compliance Services, and (iii) Trust Accounting. A detailed description of each of the above services is contained in Schedules B and C, respectively, to this Agreement. (b) In connection with providing the services identified above, FMG LLC EIM will also: (i) provide, without additional cost to the Trust except for out-of-pocket expenses, office facilities in an appropriate location with respect to the provision of the services contemplated herein (which may be in the offices of FMG LLC EIM or a corporate affiliate of FMG LLCEIM); (ii) In connection with providing the services identified above, EIM will also: provide, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, the services of individuals to serve as officers of the Trust who will be designated by FMG LLC EIM and elected by the Board subject to reasonable Board approval;, provided, that this provision shall not be construed in a manner that would prohibit the Trust from paying any portion of the compensation of the Trust’s Chief Compliance Officer. (iii) provide or otherwise obtain, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, personnel sufficient for provision of the services contemplated herein; (iv) furnish, at no additional cost to the Trust except for out-of-pocket expenses, equipment and other materials, which are necessary or desirable for provision of the services contemplated herein; and; (v) keep records, at no additional cost to the Trust except for out-of-pocket expenses, relating to the services provided hereunder in such form and manner as FMG LLC EIM may deem appropriate or advisable. To the extent required by Section 31 of the 1940 Act and the rules thereunder, FMG LLC EIM agrees that all such records prepared or maintained by FMG LLC EIM relating to the services provided hereunder are the property of the Trust and will be preserved for the periods prescribed under Rule 3la-2 under the 1940 Act and made available in accordance with such Section and rules. FMG LLC EIM agrees to make available to the Trust, promptly upon request, any of the Funds’ books and records as are maintained under this Agreement, and to furnish to regulatory authorities having the requisite authority any such books and records and any information or reports in connection with the FMG LLCEIM’s services under this Agreement that may be requested in order to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations; and (vi) regularly report to the Board on the services provided under this Agreement and furnish to the Board such periodic and special reports with respect to the Funds as the Board may reasonably request. (c) Sub-Contracting. EIM is hereby authorized to retain third parties and is hereby separately authorized to delegate some or all of its duties and obligations hereunder to such person or persons. The compensation of such person or persons shall be paid by EIM, as applicable, and no obligation shall be incurred on behalf of the Trust in such respect (other than reasonable out-of-pocket expenses). EIM shall be liable to the Trust for the acts of such third parties as set forth in Section 6 hereunder. The division of EIM’s duties and obligations hereunder between those to be delegated and those to be performed by EIM shall be in EIM’s sole discretion and may be changed from time to time by EIM. In connection with the delegation of responsibilities to such third parties, EIM will oversee, monitor and assess the performance of delegated functions by each such third party, take reasonable measures to coordinate the activities of such third parties, furnish to the Board periodic reports concerning the performance of delegated responsibilities by those parties, and be responsible for compensating such third parties in the manner specified by the sub-administration (or similar) agreement. In addition, EIM will cause such third parties to: (i) furnish to the Board such statistical information, with respect to the relevant delegated functions, as the Board may reasonably request, (ii) furnish to the Board such periodic and special reports as the Board may reasonably request, and (iii) apprise the Board of important developments materially affecting each Fund or the provision of delegated functions, and furnish the Trust, from time to time, with such information as may be appropriate for this purpose.

Services Provided. (a) Subject to the control, direction and supervision of the Board and in compliance with the objectives, policies and limitations set forth in the Trust’s Registration Statement, Agreement and Declaration of Trust and By-Laws; applicable laws and regulations; and all resolutions and policies implemented by the Board, FMG LLC Administrator shall have general responsibility for the Trust’s administrative operations and will provide the following services: (i) Trust Administration, (ii) Compliance Services, and (iii) Trust Accounting. A detailed description of each of the above services is contained in Schedules B and C, respectively, to this Agreement. (b) In connection with providing the services identified above, FMG LLC Administrator will also: (i) provide, without additional cost to the Trust except for out-of-pocket expenses, office facilities in an appropriate location with respect to the provision of the services contemplated herein (which may be in the offices of FMG LLC Administrator or a corporate affiliate of FMG LLCAdministrator); (ii) In connection with providing the services identified above, Administrator will also: provide, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, the services of individuals to serve as officers of the Trust who will be designated by FMG LLC Administrator and elected by the Board subject to reasonable Board approval;, provided, that this provision shall not be construed in a manner that would prohibit the Trust from paying any portion of the compensation of the Trust’s Chief Compliance Officer. (iii) provide or otherwise obtain, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, personnel sufficient for provision of the services contemplated herein; (iv) furnish, at no additional cost to the Trust except for out-of-pocket expenses, equipment and other materials, which are necessary or desirable for provision of the services contemplated herein; and; (v) keep records, at no additional cost to the Trust except for out-of-pocket expenses, relating to the services provided hereunder in such form and manner as FMG LLC Administrator may deem appropriate or advisable. To the extent required by Section 31 of the 1940 Act and the rules thereunder, FMG LLC Administrator agrees that all such records prepared or maintained by FMG LLC Administrator relating to the services provided hereunder are the property of the Trust and will be preserved for the periods prescribed under Rule 3la-2 under the 1940 Act and made available in accordance with such Section and rules. FMG LLC Administrator agrees to make available to the Trust, promptly upon request, any of the Funds’ books and records as are maintained under this Agreement, and to furnish to regulatory authorities having the requisite authority any such books and records and any information or reports in connection with the FMG LLCAdministrator’s services under this Agreement that may be requested in order to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations; and (vi) regularly report to the Board on the services provided under this Agreement and furnish to the Board such periodic and special reports with respect to the Funds as the Board may reasonably request.

Services Provided. (a) Subject to the control, direction terms and supervision of the Board and in compliance with the objectives, policies and limitations conditions set forth in this Agreement, Ipanema hereby retains and appoints Utopia as its exclusive agent for the Trust’s Registration Statementpurpose of managing the process of collecting amounts payable to Ipanema in respect of any and all Receivables. Commencing on the date hereof and during the term of this Agreement, Utopia, at no cost or expense to Ipanema or SCOA (other than as provided in this Agreement), shall provide such collection management and other services as may be commercially reasonable to maximize the collection of Receivables on behalf of Ipanema (individually, a "Service", and collectively, the "Services"). Utopia shall maintain adequate sources of funding to support its operations and perform the Services with no less commitment with respect to resources and quality than it would in engaging in the Services for its own account, and in any event shall perform the Services in good faith and in a commercially reasonable manner in accordance with the terms of this Agreement. Ipanema and SCOA recognize and agree that, during the term of this Agreement and Declaration subject to the terms and conditions hereof, Utopia shall have the exclusive right (to the exclusion of Trust Ipanema and By-Laws; applicable laws SCOA) and regulations; responsibility to manage the process of collecting amounts payable to Ipanema in respect of any and all resolutions and policies implemented by Receivables, provided that each party hereto also recognizes that it will be necessary for Utopia to receive the Board, FMG LLC shall have general responsibility for the Trust’s administrative operations and will provide the following services: (i) Trust Administration, (ii) Compliance Services, and (iii) Trust Accounting. A detailed description assistance of each Ipanema personnel who effectively may be performing certain of the above services is contained in Schedules B Services on a day-to-day basis until October 31, 1999. Notwithstanding the foregoing, each party hereto further understands that all rights and C, respectively, responsibilities with respect to this Agreement. (b) In connection with providing the services identified above, FMG LLC will also: (i) provide, without additional cost to the Trust except for out-of-pocket expenses, office facilities in an appropriate location ultimate decision making with respect to the provision collection management of all Receivables will be retained by Utopia exclusively, subject to the rights of Ipanema and SCOA hereunder in respect of outsourcing/subcontracting and the arbitration of disputes pursuant to Section 5. Utopia shall grant Markdowns and settle other Customer Liabilities of Ipanema in a commercially reasonable manner. In performing the Services hereunder Utopia shall be permitted to outsource or subcontract with qualified third parties, subject to Ipanema's consent, which shall not be unreasonably withheld, including with Atlas and ACI (parties with whom Ipanema has contracted for similar services contemplated herein (which may be in the offices of FMG LLC or a corporate affiliate of FMG LLCpast); (ii) provide, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, the services of individuals to serve as officers of the Trust who will be designated by FMG LLC and elected by the Board subject to reasonable Board approval; (iii) provide or otherwise obtain, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, personnel sufficient for provision of the services contemplated herein; (iv) furnish, at no additional cost to the Trust except for out-of-pocket expenses, equipment and other materials, which are necessary or desirable for provision of the services contemplated herein; and (v) keep records, at no additional cost to the Trust except for out-of-pocket expenses, relating to the services provided hereunder in such form and manner as FMG LLC may deem appropriate or advisable. To the extent required by Section 31 of the 1940 Act and the rules thereunder, FMG LLC agrees that all such records prepared or maintained by FMG LLC relating to the services provided hereunder are the property of the Trust and will be preserved for the periods prescribed under Rule 3la-2 under the 1940 Act and made available in accordance with such Section and rules. FMG LLC agrees to make available to the Trust, promptly upon request, any of the Funds’ books and records as are maintained under this Agreement, and to furnish to regulatory authorities having the requisite authority any such books and records and any information or reports in connection with the FMG LLC’s services under this Agreement that may be requested in order to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations; and (vi) regularly report to the Board on the services provided under this Agreement and furnish to the Board such periodic and special reports with respect to the Funds as the Board may reasonably request.

Services Provided. (a) Subject AJCI will provide the following services subject to the control, direction and supervision of the IASI and IMIT's Board and in compliance with the objectives, policies and limitations set forth in the Trust’s IMIT's Registration Statement, Agreement and Declaration of Trust and By-Laws; applicable laws and regulations; and all resolutions and policies implemented by the Board, FMG LLC shall have general responsibility for the Trust’s administrative operations and will provide the following services: (i) Trust Administration, (ii) Compliance Services, andFund Accounting (iii) Trust Accounting. Transfer Agency (iv) Dividend Disbursement A detailed description of each of the above services is contained in Schedules B and schedules B, C, and D respectively, to this Agreement. (b) In connection with providing the services identified above, FMG LLC AJCI will also: (i) provide, without additional cost to the Trust except for out-of-pocket expenses, provide office facilities in an appropriate location with respect to the provision of the services contemplated herein (which may be in the offices of FMG LLC AJCI or a corporate affiliate of FMG LLCAJCI ); (ii) provide, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, provide the services of individuals to serve as officers of the Trust IMIT who will be designated by FMG LLC AJCI with the approval of IASI, and elected by the Board subject to reasonable Board approvalBoard; (iii) provide or otherwise obtain, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, obtain personnel sufficient for provision of the services contemplated herein; (iv) furnish, at no additional cost to the Trust except for out-of-pocket expenses, furnish equipment and other materials, which AJCI believes are necessary or desirable for provision of the services contemplated herein; and (v) keep records, at no additional cost to the Trust except for out-of-pocket expenses, records relating to the services provided hereunder in such form and manner as FMG LLC may deem appropriate or advisableset forth in Schedules B, C and D in accordance with the 1940 Act. To the extent required by Section 31 of the 1940 Act and the rules thereunder, FMG LLC AJCI agrees that all such records prepared or maintained by FMG LLC AJCI relating to the services provided hereunder are the property of the Trust IASI and IMIT and will be preserved for the periods prescribed under Rule 3la-2 under the 1940 Act Act, maintained at IASI's and/or IMIT's expense, and made available in accordance with such Section and rules. FMG LLC AJCI further agrees to make available surrender promptly to the Trust, promptly IASI or IMIT upon request, any of the Funds’ books its request and cease to retain in its records as are and files those records and documents created and maintained under by AJCI pursuant to this Agreement, and to furnish to regulatory authorities having the requisite authority any such books and records and any information or reports in connection with the FMG LLC’s services under this Agreement that may be requested in order to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations; and (vi) regularly report to the Board on the services provided under this Agreement and furnish to the Board such periodic and special reports with respect to the Funds as the Board may reasonably requestunless otherwise required by law.

Services Provided. (a) Subject Chase will provide the following services subject to the control, direction and supervision of UAMFSI and the Fund's Board and in compliance with the objectives, policies and limitations set forth in the Trust’s Fund's Registration Statement, Agreement and Declaration Articles of Trust Incorporation and By-Laws; applicable laws and regulations; and all resolutions and policies implemented by the Board, FMG LLC shall have general responsibility for the Trust’s administrative operations and will provide the following services: (i) Trust Fund Sub-Administration, (ii) Compliance Services, andSub- Accounting (iii) Trust Accounting. Sub-Transfer Agency A detailed description of each of the above services is contained in Schedules B and B, C, and D respectively, to this Agreement. (b) In connection with providing the services identified above, FMG LLC Chase will also: (i) provide, without additional cost to the Trust except for out-of-pocket expenses, provide office facilities in an appropriate location with respect to the provision of the services contemplated herein (which may be in the offices of FMG LLC Chase or a corporate affiliate of FMG LLCChase ); (ii) provide, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, provide the services of individuals to serve as officers of the Trust Fund who will be designated by FMG LLC Chase with the approval of UAMFSI, and elected by the Board subject to reasonable Board approvalBoard; (iii) provide or otherwise obtain, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, obtain personnel sufficient for provision of the services contemplated herein; (iv) furnish, at no additional cost to the Trust except for out-of-pocket expenses, furnish equipment and other materials, which Chase believes are necessary or desirable for provision of the services contemplated herein; and (v) keep records, at no additional cost to the Trust except for out-of-pocket expenses, records relating to the services provided hereunder in such form and manner as FMG LLC may deem appropriate or advisableset forth in Schedules B, C and D in accordance with the 1940 Act. To the extent required by Section 31 of the 1940 Act and the rules thereunder, FMG LLC Chase agrees that all such records prepared or maintained by FMG LLC Chase relating to the services provided hereunder are the property of UAMFSI and the Trust Fund and will be preserved for the periods prescribed under Rule 3la-2 31a-2 under the 1940 Act Act, maintained at UAMFSI's and/or the Fund's expense, and made available in accordance with such Section and rules. FMG LLC Chase further agrees to make available surrender promptly to UAMFSI or the TrustFund upon its request and cease to retain in its records and files those records and documents created and maintained by Chase pursuant to this Agreement, promptly unless otherwise required by law. Chase will provide a copy of such records to UAMFSI, upon request, any of the Funds’ books and records as are maintained under this Agreement, and to furnish to regulatory authorities having the requisite authority any such books and records and any information or reports in connection with the FMG LLC’s services under this Agreement that may be requested in order to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations; and (vi) regularly report to the Board on the services provided under this Agreement and furnish to the Board such periodic and special reports with respect to the Funds as the Board may reasonably requestmutually agreed upon electronic format.

Services Provided. (a) Subject to the control, direction and supervision of the Board and in compliance with the objectives, policies and limitations set forth in the TrustCorporation’s Registration Statement, Agreement and Declaration Articles of Trust Incorporation and By-Laws; applicable laws and regulations; and all resolutions and policies implemented by the Board, FMG LLC AXA Equitable shall have general responsibility for the Trustoversight of the Corporation’s administrative accounting and compliance monitoring operations and will provide the following services: (i) Trust Administration, (ii) Compliance Services, and (iiiii) Trust Corporation Accounting. A detailed description of each of the above services is contained in Schedules B and C, respectively, to this Agreement. (b) In connection with providing the services identified above, FMG LLC AXA Equitable will also: (i) provide, without additional cost to the Trust Corporation except for out-of-pocket expenses, office facilities in an appropriate location with respect to the provision of the services contemplated herein (which may be in the offices of FMG LLC AXA Equitable or a corporate affiliate of FMG LLCAXA Equitable); (ii) provide, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, the services of individuals to serve as officers of the Trust who will be designated by FMG LLC and elected by the Board subject to reasonable Board approval; (iii) provide or otherwise obtain, without additional remuneration from or other cost to the Trust Corporation except for out-of-pocket expenses, personnel sufficient for provision of the services contemplated herein; (iviii) furnish, at no additional cost to the Trust Corporation except for out-of-pocket expenses, equipment and other materials, which are necessary or desirable for provision of the services contemplated herein; and (viv) keep records, at no additional cost to the Trust Corporation except for out-of-pocket expenses, relating to the services provided hereunder in such form and manner as FMG LLC AXA Equitable may deem appropriate or advisable. To the extent required by Section 31 of the 1940 Act and the rules thereunder, FMG LLC AXA Equitable agrees that all such records prepared or maintained by FMG LLC AXA Equitable relating to the services provided hereunder are the property of the Trust Corporation and will be preserved for the periods prescribed under Rule 3la-2 under the 1940 Act and made available in accordance with such Section and rules. (c) Sub-Contracting. FMG LLC agrees AXA Equitable is hereby authorized to make available retain third parties and is hereby separately authorized to delegate some or all of its duties and obligations hereunder to such person or persons. The compensation of such person or persons shall be paid by AXA Equitable, as applicable, and no obligation shall be incurred on behalf of the Corporation in such respect. AXA Equitable shall be liable to the Trust, promptly upon request, any Corporation for the acts of the Funds’ books such third parties as set forth in Section 6 hereunder. The division of AXA Equitable’s duties and records as are maintained under this Agreement, obligations hereunder between those to be delegated and those to furnish to regulatory authorities having the requisite authority any such books be performed by AXA Equitable shall be in AXA Equitable’s sole discretion and records and any information or reports in connection with the FMG LLC’s services under this Agreement that may be requested in order changed from time to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations; and (vi) regularly report to the Board on the services provided under this Agreement and furnish to the Board such periodic and special reports with respect to the Funds as the Board may reasonably requesttime by AXA Equitable.

Services Provided. (a) Subject to the control, direction and supervision of the Board and in compliance with the objectives, policies and limitations set forth in the Trust’s Registration Statement, Agreement and Declaration of Trust and By-Laws; applicable laws and regulations; and all resolutions and policies implemented by the Board, FMG LLC shall have general responsibility for the Trust’s administrative operations and will provide the following services: (i) Trust Administration, (ii) Compliance Services, and (iii) Trust Accounting. A detailed description of each of the above services is contained in Schedules B and C, respectively, to this Agreement. (b) In connection with providing the services identified above, FMG LLC will also: (i) provide, without additional cost to the Trust except for out-of-pocket expenses, office facilities in an appropriate location with respect to the provision of the services contemplated herein (which may be in the offices of FMG LLC or a corporate affiliate of FMG LLC); (ii) In connection with providing the services identified above, FMG LLC will also: provide, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, the services of individuals to serve as officers of the Trust who will be designated by FMG LLC and elected by the Board subject to reasonable Board approval, provided, that this provision shall not be construed in a manner that would prohibit the Trust from paying any portion of the compensation of the Trust’s Chief Compliance Officer; (iii) provide or otherwise obtain, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, personnel sufficient for provision of the services contemplated herein; (iv) furnish, at no additional cost to the Trust except for out-of-pocket expenses, equipment and other materials, which are necessary or desirable for provision of the services contemplated herein; and (v) keep records, at no additional cost to the Trust except for out-of-pocket expenses, relating to the services provided hereunder in such form and manner as FMG LLC may deem appropriate or advisable. To the extent required by Section 31 of the 1940 Act and the rules thereunder, FMG LLC agrees that all such records prepared or maintained by FMG LLC relating to the services provided hereunder are the property of the Trust and will be preserved for the periods prescribed under Rule 3la-2 under the 1940 Act and made available in accordance with such Section and rules. FMG LLC agrees to make available to the Trust, promptly upon request, any of the Funds’ books and records as are maintained under this Agreement, and to furnish to regulatory authorities having the requisite authority any such books and records and any information or reports in connection with the FMG LLC’s services under this Agreement that may be requested in order to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations; and (vi) regularly report to the Board on the services provided under this Agreement and furnish to the Board such periodic and special reports with respect to the Funds as the Board may reasonably request.

Services Provided. 1.1 During the period commencing on the Distribution Date (as defined in the SDA) and ending on the Initial Termination Date (as defined below), as such date may be extended hereunder (but not later than the Final Termination Date (as defined below)), and subject to the terms hereof, PPD shall provide to Furiex, or at PPD’s option shall cause one or more of its Subsidiaries or one or more third parties to provide to Furiex, the services and functions generally described in Annex A to this Agreement and as more particularly described in individual Transition Agreements (each a “Service” and collectively, the “Services”). 1.2 PPD and Furiex shall negotiate in good faith more detailed descriptions of the Services, including those activities necessary to transition the Services to Furiex, and any additional Services agreed upon by the parties, in various sub-transition agreements (“Transition Agreements” or “TAs”), and any services or functions jointly agreed to by PPD and Furiex in such TAs will be deemed part of the Services. The Services shall not include the exercise of business judgment or general management for Furiex. 1.3 Except as otherwise provided in this Section 1.3, PPD shall not be required to provide any Service to the extent: (a) Subject to that the control, direction and supervision performance of the Board and in compliance with the objectives, policies and limitations set forth in the Trust’s Registration Statement, Agreement and Declaration of Trust and By-Laws; applicable laws and regulations; and all resolutions and policies implemented by the Board, FMG LLC shall have general responsibility for the Trust’s administrative operations and will provide the following services: Service would (i) Trust Administration, require PPD or any of its Subsidiaries to violate any applicable Law (including any applicable codes or standards of conduct established by any Governmental Entity with respect to their activities subject to the jurisdiction of such Governmental Entity) or any internal policy reasonably adopted in order to comply with any applicable Law, (ii) Compliance Servicesresult in the breach of any software license, and lease or other Contract, or (iii) Trust Accounting. A detailed description require prior approval of each of a Governmental Entity (except to the above services is contained in Schedules B and C, respectively, to this Agreement. extent such approval has already been obtained); or (b) that PPD cannot provide such Service due to a Force Majeure Event (as defined below), provided, however that PPD shall resume such Service as soon as practicable after such Force Majeure Event. In connection with providing the services identified aboveevent that there is nonperformance of any Service pursuant to this Section 1.3 PPD and Furiex agree to work together in good faith to arrange for an alternative means by which Furiex may obtain, FMG LLC will also: (i) provide, without additional at its sole cost to the Trust except for out-of-pocket expenses, office facilities in an appropriate location with respect to the provision of the services contemplated herein (which may be in the offices of FMG LLC or a corporate affiliate of FMG LLC); (ii) provide, without additional remuneration from or other cost to the Trust except for out-of-pocket expensesand expense, the services of individuals to serve as officers of the Trust who will be designated by FMG LLC and elected by the Board subject to reasonable Board approval; (iii) provide or otherwise obtain, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, personnel sufficient for provision of the services contemplated herein; (iv) furnish, at no additional cost to the Trust except for out-of-pocket expenses, equipment and other materials, which are necessary or desirable for provision of the services contemplated herein; and (v) keep records, at no additional cost to the Trust except for out-of-pocket expenses, relating to the services provided hereunder in such form and manner as FMG LLC may deem appropriate or advisableService so affected. To the extent required by Section 31 of the 1940 Act and the rules thereunder, FMG LLC agrees that all such records prepared or maintained by FMG LLC relating to the services provided hereunder are the property of the Trust and will be preserved for the periods prescribed under Rule 3la-2 under the 1940 Act and made available in accordance PPD shall cooperate with such Section and rules. FMG LLC agrees to make available to the Trust, promptly upon request, any of the Funds’ books and records as are maintained under this Agreement, and to furnish to regulatory authorities having the requisite authority any such books and records and any information or reports Furiex in connection with the FMG LLC’s services under this Agreement that may be requested in order to ascertain whether the operations performance of the Trust are being conducted in Services, including producing on a manner consistent with applicable laws timely basis all Contracts, documents and regulations; andother information reasonably requested. (vi) regularly report to 1.4 Furiex shall receive the Board on the services provided Services under this Agreement and furnish the TAs. PPD shall perform or shall cause its Subsidiaries to perform the Board Services for Furiex in accordance with the terms of this Agreement and the applicable TA. Each such periodic TA will incorporate the terms and special reports conditions of this Agreement by reference, and will not deviate from such terms, except as expressly set forth in each such TA. Each TA shall be considered an exhibit to this Agreement and not a stand-alone agreement. Unless otherwise expressly agreed in writing by the Parties, all invoices for such Services will be paid by Furiex in accordance with respect to the Funds as the Board may reasonably requestSection 3 below.

Services Provided. (a) Subject Chase will provide the following services subject to the control, direction and supervision of UAMFSI and the Fund's Board and in compliance with the objectives, policies and limitations set forth in the Trust’s Fund's Registration Statement, Agreement and Declaration Articles of Trust Incorporation and By-Laws; applicable laws and regulations; and all resolutions and policies implemented by the Board, FMG LLC shall have general responsibility for the Trust’s administrative operations and will provide the following services: (i) Trust Fund Administration, (ii) Compliance Services, andFund Accounting (iii) Trust Accounting. Transfer Agency A detailed description of each of the above services is contained in Schedules B and B, C, and D respectively, to this Agreement. (b) In connection with providing the services identified above, FMG LLC Chase will also: (i) provide, without additional cost to the Trust except for out-of-pocket expenses, provide office facilities in an appropriate location with respect to the provision of the services contemplated herein (which may be in the offices of FMG LLC Chase or a corporate affiliate of FMG LLCChase ); (ii) provide, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, provide the services of individuals to serve as officers of the Trust Fund who will be designated by FMG LLC Chase with the approval of UAMFSI, and elected by the Board subject to reasonable Board approvalBoard; (iii) provide or otherwise obtain, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, obtain personnel sufficient for provision of the services contemplated herein; (iv) furnish, at no additional cost to the Trust except for out-of-pocket expenses, furnish equipment and other materials, which Chase believes are necessary or desirable for provision of the services contemplated herein; and (v) keep records, at no additional cost to the Trust except for out-of-pocket expenses, records relating to the services provided hereunder in such form and manner as FMG LLC may deem appropriate or advisableset forth in Schedules B, C and D in accordance with the 1940 Act. To the extent required by Section 31 of the 1940 Act and the rules thereunder, FMG LLC Chase agrees that all such records prepared or maintained by FMG LLC Chase relating to the services provided hereunder are the property of UAMFSI and the Trust Fund and will be preserved for the periods prescribed under Rule 3la-2 31a-2 under the 1940 Act Act, maintained at UAMFSI's and/or the Fund's expense, and made available in accordance with such Section and rules. FMG LLC Chase further agrees to make available surrender promptly to UAMFSI or the Trust, promptly Fund upon request, any of the Funds’ books its request and cease to retain in its records as are and files those records and documents created and maintained under by Chase pursuant to this Agreement, and to furnish to regulatory authorities having the requisite authority any unless otherwise required by law. Upon such books and request, Chase will surrender such records and any information or reports in connection with the FMG LLC’s services under this Agreement that may be requested in order to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations; and (vi) regularly report to the Board on the services provided under this Agreement and furnish to the Board such periodic and special reports with respect to the Funds as the Board may reasonably requestmutually agreeable electronic format.

Services Provided. (a) Subject to the control, direction and supervision of the Board and in compliance with the objectives, policies and limitations set forth in the TrustCorporation’s Registration Statement, Agreement and Declaration Articles of Trust Incorporation and By-Laws; applicable laws and regulations; and all resolutions and policies implemented by the Board, FMG LLC AXA Equitable shall have general responsibility for the Trustoversight of the Corporation’s administrative accounting and compliance monitoring operations and will provide the following services: (i) Trust Administration,Compliance Services , and (ii) Compliance Services, and (iii) Trust Corporation Accounting. A detailed description of each of the above services is contained in Schedules B and C, respectively, to this Agreement. (b) In connection with providing the services identified above, FMG LLC AXA Equitable will also: (i) provide, without additional cost to the Trust Corporation except for out-of-pocket expenses, office facilities in an appropriate location with respect to the provision of the services contemplated herein (which may be in the offices of FMG LLC AXA Equitable or a corporate affiliate of FMG LLCAXA Equitable); (ii) provide, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, the services of individuals to serve as officers of the Trust who will be designated by FMG LLC and elected by the Board subject to reasonable Board approval; (iii) provide or otherwise obtain, without additional remuneration from or other cost to the Trust Corporation except for out-of-pocket expenses, personnel sufficient for provision of the services contemplated herein; (iviii) furnish, at no additional cost to the Trust Corporation except for out-of-pocket expenses, equipment and other materials, which are necessary or desirable for provision of the services contemplated herein; and (viv) keep records, at no additional cost to the Trust Corporation except for out-of-pocket expenses, relating to the services provided hereunder in such form and manner as FMG LLC AXA Equitable may deem appropriate or advisable. To the extent required by Section 31 of the 1940 Act and the rules thereunder, FMG LLC AXA Equitable agrees that all such records prepared or maintained by FMG LLC AXA Equitable relating to the services provided hereunder are the property of the Trust Corporation and will be preserved for the periods prescribed under Rule 3la-2 under the 1940 Act and made available in accordance with such Section and rules. (c) Sub-Contracting. FMG LLC agrees AXA Equitable is hereby authorized to make available retain third parties and is hereby separately authorized to delegate some or all of its duties and obligations hereunder to such person or persons. The compensation of such person or persons shall be paid by AXA Equitable, as applicable, and no obligation shall be incurred on behalf of the Corporation in such respect. AXA Equitable shall be liable to the Trust, promptly upon request, any Corporation for the acts of the Funds’ books such third parties as set forth in Section 6 hereunder. The division of AXA Equitable’s duties and records as are maintained under this Agreement, obligations hereunder between those to be delegated and those to furnish to regulatory authorities having the requisite authority any such books be performed by AXA Equitable shall be in AXA Equitable’s sole discretion and records and any information or reports in connection with the FMG LLC’s services under this Agreement that may be requested in order changed from time to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations; and (vi) regularly report to the Board on the services provided under this Agreement and furnish to the Board such periodic and special reports with respect to the Funds as the Board may reasonably requesttime by AXA Equitable.

Services Provided. (a) Subject to the control, direction and supervision of the Board and in compliance with the objectives, policies and limitations set forth in the Trust’s 's Registration Statement, Agreement and Declaration of Trust and By-Laws; applicable laws and regulations; and all resolutions and policies implemented by the Board, FMG LLC Equitable shall have general responsibility for the oversight of the Trust’s 's administrative operations and will provide the following services: (i) Trust Administration, (ii) Compliance ServicesServices , and (iii) Trust Accounting. A detailed description of each of the above services is contained in Schedules B and C, respectively, to this Agreement. (b) In connection with providing the services identified above, FMG LLC Equitable will also: (i) provide, without additional cost to the Trust except for out-of-pocket expenses, office facilities in an appropriate location with respect to the provision of the services contemplated herein (which may be in the offices of FMG LLC Equitable or a corporate affiliate of FMG LLCEquitable); (ii) provide, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, the services of individuals to serve as officers of the Trust who will be designated by FMG LLC Equitable and elected by the Board subject to reasonable Board approval; (iii) provide or otherwise obtain, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, personnel sufficient for provision of the services contemplated hereinHEREIN; (iv) furnish, at no additional cost to the Trust except for out-of-pocket expenses, equipment and other materials, which are necessary or desirable for provision of the services contemplated herein; and (v) keep records, at no additional cost to the Trust except for out-of-pocket expenses, relating to the services provided hereunder in such form and manner as FMG LLC Equitable may deem appropriate or advisable. To the extent required by Section 31 of the 1940 Act and the rules thereunder, FMG LLC Equitable agrees that all such records prepared or maintained by FMG LLC Equitable relating to the services provided hereunder are the property of the Trust and will be preserved for the periods prescribed under Rule 3la-2 under the 1940 Act and made available in accordance with such Section and rules. FMG LLC agrees to make available to the Trust, promptly upon request, any of the Funds’ books and records as are maintained under this Agreement, and to furnish to regulatory authorities having the requisite authority any such books and records and any information or reports in connection with the FMG LLC’s services under this Agreement that may be requested in order to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations; and (vi) regularly report to the Board on the services provided under this Agreement and furnish to the Board such periodic and special reports with respect to the Funds as the Board may reasonably request.

Services Provided. (a. Customer Drop-off 1. The Program Drop-off Area shall be open during all regular operating hours of the Site. See Appendix A. 2. The Materials accepted at the Program Drop-off Area include: a) Subject Empty beer, wine and spirit containers as designated as The Beer Store packaging or by the Ontario Regulation 13/07 “Ontario Deposit Return Program” or its amended or replacement regulation. b) All boxes, bags, lids, caps, carriers and containers dropped off by Customers in relation to the controlProgram. c) See Appendix C for a complete list of acceptable Materials including sorting and packing requirements. 3. The Service Provider cannot exclude any individual items (for example, direction glass wine bottles) from the list of acceptable Materials. 4. The Service Provider can provide on-site collection bins (for example “Rubbermaid” totes, bins, barrels, half-barrels, drums, etc.) with prior approval by the Environmental Manager. 5. These on-site collection bins cannot interfere with regular Customer traffic, including accessing Blue Box 40-yard roll-off bins, nor should they impede waste collection vehicles, snowplows, etc. 6. The Service Provider shall retain ownership and supervision maintenance of on-site collection bins provided by the Service Provider, and pre- approved by the Environmental Manager, unless such on-site collection bins are deemed abandoned and then they shall become property of the Board Municipality. 7. The Municipality and in compliance with the objectives, policies and limitations set forth in the Trust’s Registration Statement, Agreement and Declaration of Trust and ByService Provider will develop a Site map indicating where any on-Laws; applicable laws and regulations; and all resolutions and policies implemented by the Board, FMG LLC shall have general responsibility for the Trust’s administrative operations and site collection bins are to be to placed. This will provide the following services: (i) Trust Administration, (ii) Compliance Services, and (iii) Trust Accounting. A detailed description of each of the above services is contained in Schedules form Appendix B and C, respectively, to this Agreement. The placement of on-site collection bins cannot be altered without written agreement by the Environmental Manager, and Appendix B of this Agreement is revised. 8. In the case of an urgent or emergency need to close the Program Drop-off Area, the Service Provider will notify the Environmental Manager and onsite Landfill Attendants immediately, and the Service Provider shall post a notice at the Program Drop-off Area. 9. Should the Municipality require that collection be discontinued temporarily (b) In connection with providing for example, due to wildlife on site), the services identified aboveService Provider shall be notified immediately and would be responsible for any actions needed to close the Program Drop-off Area. 10. If the Program Drop-off Area is closed, FMG LLC temporarily or indefinitely, deposit return containers will also: (i) providebe placed in Blue Box 40-yard roll-off bins, without additional cost no compensation will be provided to the Trust except Service Provider for outthe value of such containers. 11. Signage notifying Customers that the Program Drop-ofoff Area is closed shall indicate that items should be placed in appropriate Blue Box 40-pocket expensesyard roll-off bins, office facilities and state the location of the nearest alternative The Beer Store for drop-off. b. Handling of Materials 1. Municipality and contractor staff will not handle any Materials placed inside Program Drop-off Area unless there is a threat to health, safety, site operations that necessitate such. 2. If a Customer places Materials in an appropriate Blue Box or Garbage 40-yard roll-off bin(s), the Service Provider and its Workers will NOT remove the Materials from the Blue Box or Garbage 40-yard roll-off bin(s). c. Expected Hours of Work 1. During summer operating hours (May 1 to September 30), the Service Provider is required to remove all Materials from the Program Drop-off Area at least once a day, including Statutory Holidays. 2. During winter operating hours (October 1 to April 30), the Service Provider is required to remove all Materials from the Program Drop-off Area at least once a week. d. Sorting and Transferring Materials 1. The Service Provider agrees to not sort Materials at the Program Drop-off Area or the Waste Disposal Site, but instead sort Materials at a location with respect off-site of their choosing. The Service Provider will confidentially provide the address of its sorting location to the provision Environmental Manager. 2. The Service Provider will use a licensed and insured vehicle to transfer Materials off-site for sorting. 3. The Service Provider will use a licensed and insured vehicle to transfer sorted Materials to The Beer Store or The Beer Store Bulk Return Location. 4. The Service Provider agrees to sort Materials based on requirements of The Beer Store or The Beer Store Bulk Return Location. e. Site Access 1. The Service Provider shall only have access to the Site during normal operating hours of the services contemplated herein Site. 2. The Service Provider and its Workers accessing the Site must sign-in on entry, and sign-out on exit, with the Site’s Landfill Attendant. 3. The Service Provider will not be issued a Site key. 4. Before leaving the Site, the Service Provider shall ensure the Program Drop-off Area is cleared of Materials, equipment or supplies to allow for maintenance, plowing, sanding, dust control, and other roadway operations. f. Site Facilities 1. The Service Provider and its Workers will have access to on-site portable toilets. 2. The Service Provider and its Workers will not be able to access the on-site office, maintenance buildings, or other structures. g. Site Maintenance 1. The Service Provider shall ensure the appearance of the Program Drop-off Area is clean and orderly. 2. The Service Provider shall remove all litter from the Program Drop-off Area on a regular basis, and place said litter in the appropriate Blue Box or Garbage 40-yard roll-off bins. 3. The Service Provider will ensure access to the Program Drop-off Area is kept free and clear of snow and ice accumulations. 4. The Service Provider can access winter-sand on Site provided by the Municipality for pedestrian traction. 5. Should there be any issues so far as maintenance of the Program Drop-off Area, the Municipality shall contact the Service Provider. If the Municipality is required to maintain the Program Drop-off Area to meet Site standards (which including, but not limited to, those as mandated by the site Environmental Compliance Approval (ECA)), a charge may be in the offices of FMG LLC or a corporate affiliate of FMG LLC); (ii) provide, without additional remuneration from or other cost levied to the Trust except Service Provider pay for out-of-pocket expenses, the services of individuals to serve as officers of the Trust who will be designated by FMG LLC and elected work conducted by the Board subject to reasonable Board approval; Municipality. Municipality time shall be charged at current rates, as determined by the Municipality. A minimum one (iii1) provide or otherwise obtainhour charge shall apply for Municipality staff time during regular working hours. Premium charges will apply for evening, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, personnel sufficient for provision of the services contemplated herein; (iv) furnish, at no additional cost to the Trust except for out-of-pocket expenses, equipment weekend and other materials, which are necessary or desirable for provision of the services contemplated herein; and (v) keep records, at no additional cost to the Trust except for out-of-pocket expenses, relating to the services provided hereunder in such form and manner as FMG LLC may deem appropriate or advisable. To the extent required by Section 31 of the 1940 Act and the rules thereunder, FMG LLC agrees that all such records prepared or maintained by FMG LLC relating to the services provided hereunder are the property of the Trust and will be preserved for the periods prescribed under Rule 3la-2 under the 1940 Act and made available in accordance with such Section and rules. FMG LLC agrees to make available to the Trust, promptly upon request, any of the Funds’ books and records as are maintained under this Agreement, and to furnish to regulatory authorities having the requisite authority any such books and records and any information or reports in connection with the FMG LLC’s services under this Agreement that may be requested in order to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations; and (vi) regularly report to the Board on the services provided under this Agreement and furnish to the Board such periodic and special reports with respect to the Funds as the Board may reasonably requestholiday hours.

Services Provided. BMTS shall, subject to the terms and conditions hereof, and the limitations of MedClean’s ByLaws and Articles of Incorporation and applicable law, perform, at MedClean’s expense, all desirable or necessary business functions for and on behalf of MedClean in substantially the manner previously conducted, including specifically, but not limited to, the following (collectively, the “Services”): (a) Subject implement and supervise MedClean’s performance under existing contracts, and procure and perform new contracts, leases and product and technology licenses on behalf of MedClean, in the ordinary and normal course of business, (all parties understanding that MedClean executive officers shall remain responsible for all SEC compliance and Merger activity on behalf of MedClean until merger is complete); (b) accept and receive notes, drafts, checks, bills of exchange and commercial papers; purchase insurance: and supervise accounting, disbursing, and payroll services; (c) pay and discharge out of funds available there for the accounts payable, notes, and other obligations and liabilities of MedClean; (d) furnish MedClean’s Board of Directors and executive officers all pertinent reports and information with respect to the controlprogress of MedClean’s business on a monthly basis; (e) employ personnel required for MedClean operations, direction planning and supervision administration pertaining to labor relations, salaries, wages, working conditions, hours of work, termination of employment, employee benefits, safety, recruiting, housing and related matters pertaining to such employees; (f) purchase, rent or otherwise acquire machinery, equipment and facilities for the conduct of the Board business of MedClean and sell, abandon or otherwise dispose of items of machinery, equipment or fixtures that are worn out, obsolete or no longer useful in compliance the conduct of the business of MedClean. (g) purchase such materials, supplies and services as may be needed or required in connection with the objectives, policies operations of MedClean; (h) prepare and limitations set forth in the Trust’s Registration Statement, Agreement file with all appropriate governmental authorities any tax and Declaration other reports concerning operations of Trust and By-Laws; applicable laws and regulations; and all resolutions and policies implemented MedClean required by the Board, FMG LLC shall have general responsibility for the Trust’s administrative operations and will provide the following services:law; (i) Trust Administration, (ii) Compliance Services, and (iii) Trust Accounting. A detailed description of each of the above services is contained in Schedules B and C, respectivelydisburse funds, to this Agreement. (b) In connection with providing the services identified aboveextent available, FMG LLC will also: (i) provide, without additional cost to the Trust except for out-of-pocket expenses, office facilities in an appropriate location with respect to the provision any taxes imposed on MedClean by virtue of the services contemplated herein (which may be in the offices its conduct of FMG LLC or a corporate affiliate of FMG LLC)its business; (iij) providesecure and maintain insurance covering insurable risks of MedClean, without additional remuneration from including risks growing out of personal injuries to or against its employees or others, risks of fire. and other cost risks ordinarily insured against in similar operations, and adjusting losses and claims pertaining to the Trust except for out-of-pocket expenses, the services or rising out of individuals to serve as officers of the Trust who will be designated by FMG LLC and elected by the Board subject to reasonable Board approvalsuch insurance; (iiik) provide or otherwise obtain, without additional remuneration from or other cost comply with all laws applicable to the Trust except for out-of-pocket expenses, personnel sufficient for provision MedClean by virtue of the services contemplated hereinoperation of the business of MedClean, including particularly laws relating to safety requirements, working conditions, and compensation and benefits to employees; (iv1) furnishapply to appropriate governmental bodies for permits, at no additional cost licenses and approvals necessary to accomplish the Trust except for out-of-pocket expensespowers and duties of MedClean herein set forth and the filing of all reports and notices with such governmental bodies as arc required by law; (m) keep full and accurate accounts of all business transactions entered into on behalf of MedClean; (n) prosecute and defend lawsuits, equipment as necessary, to establish and other materials, which are necessary protect the rights of MedClean or desirable for provision to establish or protect the validity of the services contemplated hereintitle to MedClean’s real or personal property; and (vo) keep records, BMTS and MedClean shall jointly prepare quarterly capital and operating budgets for review with MedClean’s Board of Directors at no additional cost to a business review meeting and upon request by the Trust except for out-of-pocket expenses, relating to the services provided hereunder in such form and manner as FMG LLC may deem appropriate or advisable. To the extent required by Section 31 MedClean Board of the 1940 Act and the rules thereunder, FMG LLC agrees that all such records prepared or maintained by FMG LLC relating to the services provided hereunder are the property of the Trust and will be preserved for the periods prescribed under Rule 3la-2 under the 1940 Act and made available in accordance with such Section and rules. FMG LLC agrees to make available to the Trust, promptly upon request, any of the Funds’ books and records as are maintained under this Agreement, and to furnish to regulatory authorities having the requisite authority any such books and records and any information or reports in connection with the FMG LLC’s services under this Agreement that may be requested in order to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations; and (vi) regularly report to the Board on the services provided under this Agreement and furnish to the Board such periodic and special reports with respect to the Funds as the Board may reasonably requestDirectors.

Services Provided. Fire Suppression and Emergency Rescue will be provided (aexcludes transport, which is handled through the Districts Certificate of Necessity (“CON”) Subject to Service) and limited Emergency Medical Services (EMS) may be provided (at the control, direction and supervision discretion of the Board and in compliance with District) under this Agreement (collectively “Emergency Services”). Unless the objectives, policies and limitations set forth in Incident Commander (the Trust’s Registration Statement, Agreement and Declaration of Trust and By-Laws; applicable laws and regulations; and all resolutions and policies implemented by the Board, FMG LLC shall have general responsibility for the Trust’s administrative operations and will provide the following services: (isenior Sunsites-▇▇▇▇▇▇ Fire District Officer present) Trust Administration, (ii) Compliance Services, and (iii) Trust Accounting. A detailed description of each of the above services is contained in Schedules B and C, respectively, to this Agreement. (b) In connection with providing the services identified above, FMG LLC will also: (i) provide, without requests additional cost to the Trust except for out-of-pocket expenses, office facilities in an appropriate location with respect to the provision of the services contemplated herein (which may be in the offices of FMG LLC or a corporate affiliate of FMG LLC); (ii) provide, without additional remuneration assistance from or other cost to the Trust except for out-of-pocket expensesanother agency, the services of individuals to serve District shall provide a standard response as officers of determined by District dispatch protocols on each emergency call received from the Trust who will be designated by FMG LLC and elected by the Board Applicant, subject to reasonable Board approval; (iii) provide or otherwise obtain, without additional remuneration from or other cost to conditions below. It is intended that the Trust except for out-of-pocket expenses, personnel sufficient for provision of the services contemplated herein; (iv) furnish, at no additional cost to the Trust except for out-of-pocket expenses, equipment and other materials, which are necessary or desirable for provision of the services contemplated herein; and (v) keep records, at no additional cost to the Trust except for out-of-pocket expenses, relating to the services Emergency Services provided hereunder in such form and manner as FMG LLC may deem appropriate or advisable. To the extent required by Section 31 of the 1940 Act and the rules thereunder, FMG LLC agrees that all such records prepared or maintained by FMG LLC relating to the services provided hereunder are the property of the Trust and will under this Agreement shall be preserved for the periods prescribed under Rule 3la-2 under the 1940 Act and made available in accordance with such Section and rules. FMG LLC agrees to make available to the Trustindividuals residing at the property described in the Preamble above (the “Property”) or invitees of said residents (collectively, promptly upon request, any “Service Recipients”) in conjunction with the above-referenced Property irrespective of whether the Funds’ books and records as are maintained Property is owner occupied or leased. While the Applicant shall be responsible for all fees assessed under this Agreement, and the District also reserves the right to furnish to regulatory authorities having ▇▇▇▇ both the requisite authority any such books and records Applicant and any information or reports in connection with the FMG LLC’s services under this Agreement that may actual Service Recipient (who shall be requested in order to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations; and (vijointly liable) regularly report to the Board on for the services provided under this Agreement and furnish Agreement, according to the Board such periodic fee schedule adopted by the District, as amended from time to time. Any said additional billing will reflect the billing rates set forth in the District fee schedule then in effect, and special reports with respect shall be in addition to the Funds fee charged under paragraph 7 of this Agreement. In providing services under this Agreement, the District reserves the right to involve such other jurisdictions and EMS or suppression service providers as it deems necessary, consistent with its then current protocol. No assurances are made as to whether, or to what extent, any such third party providers will respond. Applicant and Service Recipients may be responsible for any additional charges assessed by such other service providers. The Applicant herein acknowledges that the Board District may reasonably requestrespond with fewer units or personnel in the event of any unforeseen circumstance, such as another suppression call, other accidents, conflicting concurrent calls, reduction in available force, road closure, poor road conditions, acts of God, or other situations in which there is a shortage of manpower or equipment. Applicant understands that the response time will likely be extended beyond that which might be regularly expected elsewhere within the District by reason of the distance to and isolation of the Applicant’s Property, the limited manpower available, access limitations, road conditions, and the other calls within the District that take priority, and Applicant hereby consents to the same. In addition, Applicant acknowledges and agrees that the District’s response and effectiveness may be limited by a lack of adequate water supply. Applicant acknowledges and agrees that the District may, in its discretion, give priority to other emergency calls either within the District or outside District boundaries, causing a delay in response time. Further, Applicant acknowledges and agrees that the District may, in conjunction with any call to the Property, respond with insufficient equipment or manpower on occasion, either by reason of limited manpower or equipment availability, resource allocation, or by reason of limited information having been made available to the District in conjunction with the determination of the appropriate response. In conjunction therewith, Applicant hereby acknowledges that no assurances are given or warranties made as to the response time or service level that will be made available, and agrees to hold the District harmless from and indemnify the District for any and all damages which might be incurred to Applicant, to Service Recipient, to Applicant’s Property or to any third party’s property or person, including that of any Service Recipient, by reason of extended response times, reduced equipment or manpower response, the decision to involve other service providers, the failure to involve other jurisdictions or service providers, the District’s decision to allocate resources elsewhere either inside or outside of the District, the allocation of manpower or equipment elsewhere, or other operational decisions which might result in delay, injury or damage, or additional loss of life or property. The District shall not be liable for the negligent act or omission of any third party service provider and the Applicant agrees to hold District harmless from the same, and indemnify the District for any loss or injury occurring by reason of any such act or omission. Applicant also agrees the District is under no obligation to transport any Service Recipient of services, but may do so if a transport vehicle is available.

Services Provided. (a) Subject Chase will provide the following services subject to the control, direction and supervision of UAMFSI and the Trust's Board and in compliance with the objectives, policies and limitations set forth in the Trust’s 's Registration Statement, Agreement and Declaration Articles of Trust Incorporation and By-Laws; applicable laws and regulations; and all resolutions and policies implemented by the Board, FMG LLC shall have general responsibility for the Trust’s administrative operations and will provide the following services: (i) Trust Fund Administration, (ii) Compliance Services, andFund Accounting (iii) Trust Accounting. Transfer Agency A detailed description of each of the above services is contained in Schedules B and B, C, and D respectively, to this Agreement. (b) In connection with providing the services identified above, FMG LLC Chase will also: (i) provide, without additional cost to the Trust except for out-of-pocket expenses, provide office facilities in an appropriate location with respect to the provision of the services contemplated herein (which may be in the offices of FMG LLC Chase or a corporate affiliate of FMG LLCChase ); (ii) provide, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, provide the services of individuals to serve as officers of the Trust who will be designated by FMG LLC Chase with the approval of UAMFSI, and elected by the Board subject to reasonable Board approvalBoard; (iii) provide or otherwise obtain, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, obtain personnel sufficient for provision of the services contemplated herein; (iv) furnish, at no additional cost to the Trust except for out-of-pocket expenses, furnish equipment and other materials, which Chase believes are necessary or desirable for provision of the services contemplated herein; and (v) keep records, at no additional cost to the Trust except for out-of-pocket expenses, records relating to the services provided hereunder in such form and manner as FMG LLC may deem appropriate or advisableset forth in Schedules B, C and D in accordance with the 1940 Act. To the extent required by Section 31 of the 1940 Act and the rules thereunder, FMG LLC Chase agrees that all such records prepared or maintained by FMG LLC Chase relating to the services provided hereunder are the property of UAMFSI and the Trust and will be preserved for the periods prescribed under Rule 3la-2 31a-2 under the 1940 Act Act, maintained at UAMFSI's and/or the Trust's expense, and made available in accordance with such Section and rules. FMG LLC Chase further agrees to make available surrender promptly to UAMFSI or the Trust, promptly Trust upon request, any of the Funds’ books its request and cease to retain in its records as are and files those records and documents created and maintained under by Chase pursuant to this Agreement, and to furnish to regulatory authorities having the requisite authority any unless otherwise required by law. Upon such books and request, Chase will surrender such records and any information or reports in connection with the FMG LLC’s services under this Agreement that may be requested in order to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations; and (vi) regularly report to the Board on the services provided under this Agreement and furnish to the Board such periodic and special reports with respect to the Funds as the Board may reasonably requestmutual agreeable electronic format.

Services Provided. (a) Subject Chase will provide the following services subject to the control, direction and supervision of UAMFSI and the Fund's Board and in compliance with the objectives, policies and limitations set forth in the Trust’s Fund's Registration Statement, Agreement and Declaration Articles of Trust Incorporation and By-Laws; applicable laws and regulations; and all resolutions and policies implemented by the Board, FMG LLC shall have general responsibility for the Trust’s administrative operations and will provide the following services: (i) Trust Fund Sub-Administration, (ii) Compliance Services, andSub-Accounting (iii) Trust Accounting. Sub-Transfer Agency A detailed description of each of the above services is contained in Schedules B and B, C, and D respectively, to this Agreement. (b) In connection with providing the services identified above, FMG LLC Chase will also: (i) provide, without additional cost to the Trust except for out-of-pocket expenses, provide office facilities in an appropriate location with respect to the provision of the services contemplated herein (which may be in the offices of FMG LLC Chase or a corporate affiliate of FMG LLCChase); (ii) provide, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, provide the services of individuals to serve as officers of the Trust Fund who will be designated by FMG LLC Chase with the approval of UAMFSI, and elected by the Board subject to reasonable Board approvalBoard; (iii) provide or otherwise obtain, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, obtain personnel sufficient for provision of the services contemplated herein; (iv) furnish, at no additional cost to the Trust except for out-of-pocket expenses, furnish equipment and other materials, which Chase believes are necessary or desirable for provision of the services contemplated herein; and (v) keep records, at no additional cost to the Trust except for out-of-pocket expenses, records relating to the services provided hereunder in such form and manner as FMG LLC may deem appropriate or advisableset forth in Schedules B, C and D in accordance with the 1940 Act. To the extent required by Section 31 of the 1940 Act and the rules thereunder, FMG LLC Chase agrees that all such records prepared or maintained by FMG LLC Chase relating to the services provided hereunder are the property of UAMFSI and the Trust Fund and will be preserved for the periods prescribed under Rule 3la-2 31a-2 under the 1940 Act Act, maintained at UAMFSI's and/or the Fund's expense, and made available in accordance with such Section and rules. FMG LLC Chase further agrees to make available surrender promptly to UAMFSI or the TrustFund upon its request and cease to retain in its records and files those records and documents created and maintained by Chase pursuant to this Agreement, promptly unless otherwise required by law. Chase will provide a copy of such records to UAMFSI, upon request, any of the Funds’ books and records as are maintained under this Agreement, and to furnish to regulatory authorities having the requisite authority any such books and records and any information or reports in connection with the FMG LLC’s services under this Agreement that may be requested in order to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations; and (vi) regularly report to the Board on the services provided under this Agreement and furnish to the Board such periodic and special reports with respect to the Funds as the Board may reasonably requestmutually agreed upon electronic format.

Services Provided. (a) Subject Northern will provide the following services subject to the control, direction and supervision of the Board Trust or its designee and in compliance with the objectives, policies and limitations set forth in procedures which may be established from time to time between the Trust’s Registration Statement, Agreement and Declaration of Trust and By-Laws; applicable laws and regulationsNorthern; and all reasonable resolutions and policies implemented by the Board, FMG LLC shall have general responsibility for the Trust’s administrative operations and will provide the following services: (i) Trust Fund Administration,, and (ii) Compliance Services, and (iii) Trust Fund Accounting. A detailed general description of each of the above services is contained in Schedules Schedule B and C, respectively, to this Agreement. (b) In connection with providing the services identified above, FMG LLC Northern will also: (i) provide, without additional cost to the Trust except for out-of-pocket expenses, provide office facilities in an appropriate location with respect to the provision of the services contemplated herein (which may be in the offices of FMG LLC Northern or a corporate affiliate of FMG LLCNorthern); (ii) provide, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, the services of individuals to serve as officers of the Trust who will be designated by FMG LLC and elected by the Board subject to reasonable Board approval; (iii) provide or otherwise obtain, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, obtain personnel sufficient for provision of the services contemplated herein; (iviii) furnish, at no additional cost to the Trust except for out-of-pocket expenses, furnish equipment and other materials, which are necessary or desirable for provision of the services contemplated herein; and; (viv) keep records, at no additional cost to the Trust except for out-of-pocket expenses, records relating to the services provided hereunder contemplated herein in such form and manner as FMG LLC Northern may deem appropriate or advisable. To Northern shall create and maintain all records relating to its obligations under this Agreement in such manner as will meet the extent required by Section 31 obligations of the Trust under the 1940 Act with particular attention to Section 31 thereof and the rules thereunder, FMG LLC Rules 31a-1 and 31a-2 thereunder and under applicable Federal and state laws. Northern agrees that all such records prepared or maintained by FMG LLC Northern relating to the services provided hereunder (1) are the property of the Trust; (2) will be furnished promptly to the Trust or any successor administrator upon request in a format or formats and upon a time frame to be mutually agreed but that will permit the Trust to maintain its business operations in the ordinary course and meet its reporting obligations under applicable law; and (3) shall at all times during regular business hours of Northern be open for inspection and use by duly authorized officers, employees and agents of the Trust and will be preserved for by appropriate employees of the periods prescribed under Rule 3la-2 Securities and Exchange Commission or any other regulatory agency having jurisdiction over the Trust’s business, subject to Northern’s obligations of confidentiality with respect to all of its clients; and (v) maintain a business continuity plan that complies with laws, rules and regulations applicable to Northern as a provider of fund administration and accounting services to investment companies registered under the 1940 Act and made available in accordance with reasonable industry standards and shall provide an executive summary of such Section and rules. FMG LLC agrees to make available plan to the Trust, promptly Trust upon request, any of the Funds’ books and records as are maintained under this Agreement, and to furnish to regulatory authorities having the requisite authority any such books and records and any information or reports in connection with the FMG LLC’s services under this Agreement that may be requested in order to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations; and (vi) regularly report to the Board on the services provided under this Agreement and furnish to the Board such periodic and special reports with respect to the Funds as the Board may reasonably reasonable request.

Services Provided. (a) Subject Chase will provide the following services subject to the control, direction and supervision of UAMFSI and the Fund's Board and in compliance with the objectives, policies and limitations set forth in the Trust’s Fund's Registration Statement, Agreement and Declaration Articles of Trust Incorporation and By-Laws; applicable laws and regulations; and all resolutions and policies implemented by the Board, FMG LLC shall have general responsibility for the Trust’s administrative operations and will provide the following services: (i) Trust Fund Administration, (ii) Compliance Services, andFund Accounting (iii) Trust Accounting. Transfer Agency A detailed description of each of the above services is contained in Schedules B and B, C, and D respectively, to this Agreement. (b) In connection with providing the services identified above, FMG LLC Chase will also: (i) provide, without additional cost to the Trust except for out-of-pocket expenses, provide office facilities in an appropriate location with respect to the provision of the services contemplated herein (which may be in the offices of FMG LLC Chase or a corporate affiliate of FMG LLCChase ); (ii) provide, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, provide the services of individuals to serve as officers of the Trust Fund who will be designated by FMG LLC Chase with the approval of UAMFSI, and elected by the Board subject to reasonable Board approvalBoard; (iii) provide or otherwise obtain, without additional remuneration from or other cost to the Trust except for out-of-pocket expenses, obtain personnel sufficient for provision of the services contemplated herein; (iv) furnish, at no additional cost to the Trust except for out-of-pocket expenses, furnish equipment and other materials, which Chase believes are necessary or desirable for provision of the services contemplated herein; and (v) keep records, at no additional cost to the Trust except for out-of-pocket expenses, records relating to the services provided hereunder in such form and manner as FMG LLC may deem appropriate or advisableset forth in Schedules B, C and D in accordance with the 1940 Act. To the extent required by Section 31 of the 1940 Act and the rules thereunder, FMG LLC Chase agrees that all such records prepared or maintained by FMG LLC Chase relating to the services provided hereunder are the property of UAMFSI and the Trust Fund and will be preserved for the periods prescribed under Rule 3la-2 31a-2 under the 1940 Act Act, maintained at UAMFSI's and/or the Fund's expense, and made available in accordance with such Section and rules. FMG LLC Chase further agrees to make available surrender promptly to UAMFSI or the Trust, promptly Fund upon request, any of the Funds’ books its request and cease to retain in its records as are and files those records and documents created and maintained under by Chase pursuant to this Agreement, and to furnish to regulatory authorities having the requisite authority any unless otherwise required by law. Upon such books and request, Chase will surrender such records and any information or reports in connection with the FMG LLC’s services under this Agreement that may be requested in order to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations; and (vi) regularly report to the Board on the services provided under this Agreement and furnish to the Board such periodic and special reports with respect to the Funds as the Board may reasonably requestmutual agreeable electronic format.