PRINCIPAL UNDERWRITING AGREEMENTPrincipal Underwriting Agreement • September 24th, 2021 • M Funds Trust • New York
THIS PRINCIPAL UNDERWRITING AGREEMENT (the “Agreement”) is dated as of [ ], 20[ ] by and between M+ FUNDS TRUST (the “Trust”) on behalf of each series of the Trust listed on Schedule A hereto (each a “Series of Trust”) and AXIO FINANCIAL LLC, as Depositor (the “Company”).
ContractMaster Trust Agreement • December 26th, 2019 • M Funds Trust • Delaware
This MASTER TRUST AGREEMENT is dated as of December 18, 2019, and is among Cowen Prime Services, LLC, as Depositor, Alaia Capital, LLC, as Portfolio Consultant, Evaluator and Supervisor, and The Bank of New York Mellon, as Trustee. The Trust formed by this Trust Agreement shall be governed by the terms of this Trust Agreement; the Trust may from time to time create Series; and each Series created within the Trust shall be governed by the related Series Trust Agreement by and among the parties named therein and this Trust Agreement.
THIRD AMENDED AND RESTATED OPERATING AGREEMENT OF AXIO GROUP LLCOperating Agreement • September 24th, 2021 • M Funds Trust • Delaware
THIS THIRD AMENDED AND RESTATED OPERATING AGREEMENT is made and entered into as of this 14th day of March, 2018, by and among the undersigned and provides as follows:
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • January 3rd, 2024 • M Funds Trust • Delaware
THE UNDERSIGNED is executing this Second Amended and Restated Limited Liability Company Agreement (this “Agreement”) of iCapital Markets LLC (f/k/a Axio Financial LLC) (the “Company”) as of November 30, 2023 for the purposes of amending and restating, in its entirety, the Company’s currently effective Amended and Restated Limited Liability Company Agreement dated as of October 31, 2021 (the “Current Agreement”), pursuant to the provisions of the Delaware Limited Liability Company Act, 6 Del. C. §§ 18-101 et seq. (as amended and in effect from time to time, the “Delaware Act”), and does hereby certify as follows:
UNIT INVESTMENT TRUST FORM OF DEALER AGREEMENTM Funds Trust • December 26th, 2019 • New York
Cowen Prime Services, LLC (“Cowen”) serves as the principal underwriter for m+ funds Trust, Series [●] (together with any future series for which Cowen may serve as underwriter, the “Series”), a separate Series of m+ funds Trust, a unit investment trust (the “Trust”) registered under the Investment Company Act of 1940, as amended (the “1940 Act”). Cowen and [DEALER NAME] (“Dealer”) hereby agree that Dealer will participate in the distribution of units (“Units”) of each Series, subject to the terms of this dealer agreement, dated as of [DATE OF AGREEMENT] (“Agreement”).
AXIO FINANCIAL LLC UNIT INVESTMENT TRUST FORM OF DEALER AGREEMENTM Funds Trust • September 24th, 2021 • New York
Axio Financial LLC (“Axio”) serves as the principal underwriter for m+ funds Trust, Series [●] (together with any future series for which Axio may serve as underwriter, the “Series”), a separate Series of m+ funds Trust, a unit investment trust (the “Trust”) registered under the Investment Company Act of 1940, as amended (the “1940 Act”). Axio and [DEALER NAME] (“Dealer”) hereby agree that Dealer will participate in the distribution of units (“Units”) of each Series, subject to the terms of this dealer agreement, dated as of [DATE OF AGREEMENT] (“Agreement”).
AMENDMENT NO. 1 DATED SEPTEMBER 24, 2021 TO MASTER TRUST AGREEMENT DATED DECEMBER 18, 2019Master Trust Agreement • September 24th, 2021 • M Funds Trust • Delaware
WHEREAS, on December 18, 2019, Cowen and Company, LLC (as successor in interest to Cowen Prime Services, LLC), as the Depositor (the “Original Depositor”), Alaia Capital, LLC, as the Portfolio Consultant, Evaluator and Supervisor (the “Portfolio Consultant”), and The Bank of New York Mellon, as Trustee (the “Trustee”), executed a Master Trust Agreement (the “Master Trust Agreement”) pursuant to which a Delaware Statutory Trust titled “m+ funds Trust” (the “Trust”) was formed;
AMENDMENT NO. 2 DATED SEPTEMBER 8, 2022 TO MASTER TRUST AGREEMENT DATED DECEMBER 18, 2019Master Trust Agreement • September 26th, 2022 • M Funds Trust • Delaware
WHEREAS, on December 18, 2019, Cowen and Company, LLC (as successor in interest to Cowen Prime Services, LLC), as the Depositor (the “Original Depositor”), Alaia Capital, LLC, as the Portfolio Consultant (in such capacity, the “Portfolio Consultant”), Evaluator (in such capacity, the “Evaluator”) and Supervisor (in such capacity, the “Supervisor”), and The Bank of New York Mellon, as Trustee (the “Trustee”), executed a Master Trust Agreement (the “Master Trust Agreement”) pursuant to which a Delaware Statutory Trust titled “m+ funds Trust” (the “Trust”) was formed;
m+ FUNDS TRUST, SERIES [●] SERIES TRUST AGREEMENTSeries Trust Agreement • December 26th, 2019 • M Funds Trust
This Series Trust Agreement (the “Series Trust Agreement”) among Cowen Prime Services, LLC, as Depositor, Alaia Capital, LLC, as Portfolio Consultant, Evaluator and Supervisor, and The Bank of New York Mellon, as Series Trustee, supplements the Master Trust Agreement, dated as of December 18, 2019, among the Depositor, the Portfolio Consultant, Evaluator and Supervisor and The Bank of New York Mellon, as Trustee and sets forth certain provisions in full and incorporates other provisions by reference to the document entitled “Standard Terms and Conditions of Trust For m+ funds Trust, Effective for Unit Investment Trusts Investing in Equity Securities, Debt Securities and/or Derivative Transactions Established On and After December 18, 2019 (the “Standard Terms and Conditions of Trust”) and such provisions as are set forth in full and such provisions as are incorporated by reference. The Master Trust Agreement created m+ funds Trust (the “Trust”). This Series Trust Agreement, including t
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF COWEN PRIME SERVICES LLCLimited Liability Company Agreement • December 26th, 2019 • M Funds Trust • Delaware
This Amended and Restated Limited Liability Company Agreement (this “Agreement”) of Cowen Prime Services LLC (f/k/a Concept Capital Markets, LLC) (the “Company”) is entered into by Cowen PB Holdings LLC, a Delaware limited liability company (the “Member”) and the Company.
m+ FUNDS TRUST, SERIES [●] FORM OF SERIES TRUST AGREEMENTSeries Trust Agreement • September 24th, 2021 • M Funds Trust
This Series Trust Agreement (the “Series Trust Agreement”) among Axio Financial LLC, as successor Depositor to Cowen and Company, LLC (as successor in interest to Cowen Prime Services, LLC), Alaia Capital, LLC, as Portfolio Consultant, Evaluator and Supervisor, and The Bank of New York Mellon, as Series Trustee, supplements the Master Trust Agreement, dated as of December 18, 2019, as amended on September 24, 2021 (as so amended, the “Master Trust Agreement”), among the Depositor, the Portfolio Consultant, Evaluator and Supervisor and The Bank of New York Mellon, as Trustee and sets forth certain provisions in full and incorporates other provisions by reference to the document entitled “Standard Terms and Conditions of Trust For m+ funds Trust, Effective for Unit Investment Trusts Investing in Equity Securities, Debt Securities and/or Derivative Transactions Established On and After February 6, 2020 (the “Standard Terms and Conditions of Trust”) and such provisions as are set forth in
