Afba 5star Funds Sample Contracts

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EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • July 28th, 2006 • Afba 5star Fund Inc
WITNESSETH
Transfer Agency Agreement • January 29th, 1997 • Afba Five Star Funds Inc • Missouri
AGREEMENT AND DECLARATION OF TRUST of AFBA 5Star Funds a Delaware Statutory Trust
Agreement and Declaration of Trust • August 31st, 2007 • Afba 5star Fund Inc • Delaware
Expense Limitation Agreement
Limitation Agreement • July 31st, 2007 • Afba 5star Fund Inc
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Management Agreement • January 29th, 1997 • Afba Five Star Funds Inc
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Underwriting Agreement • January 29th, 1997 • Afba Five Star Funds Inc
FORM OF SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • July 29th, 2009 • Afba 5star Funds • Virginia

THIS AGREEMENT is made as of the 26th day of October, 2007 by and between AFBA 5Star Investment Management Company, a Virginia corporation (the “Adviser”), and Marvin & Palmer Associates, Inc., a Delaware corporation (the “Sub-Adviser”).

AFBA 5Star Fund, Inc. Expense Limitation Agreement
Agreement • July 29th, 2008 • Afba 5star Fund Inc

AGREEMENT made the 31st day of January 2008, between AFBA 5Star Fund, Inc., a Maryland corporation (the “Company”), on behalf of each series of the Company reflected on Schedule A hereto (each a “Fund,” together the “Funds”), as such schedule may be amended from time to time, and AFBA Investment Management Company, a Virginia corporation (the “Advisor”).

FORM OF INTERIM SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • July 29th, 2009 • Afba 5star Funds • Virginia

THIS AGREEMENT is made as of the 1st day of July, 2009 by and between AFBA 5Star Investment Management Company, a Virginia corporation (the “Adviser”), and Scout Investment Advisers, Inc., a Missouri corporation (the “Sub-Adviser”).

MANAGEMENT AGREEMENT between AFBA 5STAR INVESTMENT MANAGEMENT COMPANY and AFBA 5STAR FUNDS
Management Agreement • July 29th, 2009 • Afba 5star Funds

This AGREEMENT, made and entered into this 31st day of July, 2008, by and between AFBA 5STAR FUNDS, a Delaware statutory Trust (the “Trust”), on behalf of each separate series of its shares set forth on the Appendix to this Agreement, as that Appendix may be amended from time to time (each such series is hereinafter referred to as a “Fund”), and AFBA 5 STAR INVESTMENT MANAGEMENT COMPANY, a corporation organized under the laws of the State of Virginia (hereinafter referred to as the “Manager”), and which Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which together shall constitute but one instrument.

AFBA 5Star Fund, Inc. Expense Limitation Agreement
Limitation Agreement • June 18th, 2008 • Afba 5star Fund Inc

AGREEMENT made the 31st day of January 2008, between AFBA 5Star Fund, Inc., a Maryland corporation (the “Company”), on behalf of each series of the Company reflected on Schedule A hereto (each a “Fund,” together the “Funds”), as such schedule may be amended from time to time, and AFBA Investment Management Company, a Virginia corporation (the “Advisor”).

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RED FLAG SERVICES AMENDMENT
Red Flags Services Amendment • July 29th, 2009 • Afba 5star Funds

This Red Flags Services Amendment (“Amendment”) is being entered into as of August 1, 2009 (“Effective Date”), by and between PNC Global Investment Servicing (U.S.) Inc. (formerly known as PFPC Inc.) (“PNC”) and the undersigned investment company (the “Fund”) and amends the agreement between PNC and the Fund pursuant to which PNC provides transfer agency services to the Fund, as amended to date (“Existing Agreement”).

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Investment Counsel Agreement • January 29th, 1997 • Afba Five Star Funds Inc
AFBA 5Star Funds Expense Limitation Agreement
Limitation Agreement • July 29th, 2009 • Afba 5star Funds

THIS AGREEMENT is made as of the 28th day of May 2009, between AFBA 5Star Funds, a Delaware statutory trust (the “Trust”), on behalf of each series of the Trust reflected on Schedule A hereto (each a “Fund,” together the “Funds”), as such schedule may be amended from time to time, and AFBA Investment Management Company, a Virginia corporation (the “Advisor”).

AMENDED AND RESTATED EXHIBIT A
Afba 5star Funds • July 29th, 2009

THIS AMENDED AND RESTATED EXHIBIT A, dated as of November 3, 2008, is Exhibit A to that certain Underwriting Agreement dated as of December 18, 2000, between PFPC Distributors, Inc. and AFBA 5Star Funds, a Delaware statutory trust (as successor issuer of AFBA 5 Star Fund, Inc., a Maryland corporation.

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