Financial Investors Trust Sample Contracts

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SUB-ADVISORY AGREEMENT BETWEEN ACTIVA ASSET MANAGEMENT LLC AND BLACKROCK ADVISORS, INC.
Sub-Advisory Agreement • August 2nd, 2005 • Activa Mutual Fund Trust
FORM OF FINANCIAL INVESTORS TRUST SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • June 12th, 2009 • Financial Investors Trust • Colorado

AGREEMENT, dated as of , 2009 by and among ALPS Advisors, Inc. (the “Investment Adviser”), a Colorado corporation having its principal place of business at 1290 Broadway, Suite 1100, Denver, Colorado 80203, Financial Investors Trust, a Delaware statutory trust (the “Trust”), on behalf of the funds listed in Appendix A hereto, as amended from time to time, each a series of the Trust (each, a “Fund” and collectively, the “Funds”), and Wellington Management Company, LLP, a limited liability partnership (the “Sub-Adviser”), having its principal place of business at 75 State Street, Boston, Massachusetts 02109.

TRANSFER AGENT AND SHAREHOLDER SERVICES AGREEMENT
Transfer Agent and Shareholder Services Agreement • August 18th, 1999 • Amway Mutual Fund Inc • Michigan
FORM OF FINANCIAL INVESTORS TRUST INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • June 12th, 2009 • Financial Investors Trust • Colorado

This Investment Advisory Agreement (this “Agreement”) is made and entered into as of this day of , 2009, by and between ALPS Advisors, Inc., a Colorado corporation (the “Adviser”), and Financial Investors Trust, a Delaware statutory trust (the “Trust”), on behalf of the funds listed in Appendix A hereto, as amended from time to time, each a series of the Trust (each, a “Fund” and collectively, the “Funds”).

FORM OF SHAREHOLDER SERVICING AGREEMENT
Shareholder Servicing Agreement • June 12th, 2009 • Financial Investors Trust • Colorado

THIS SHAREHOLDER SERVICING AGREEMENT (“Agreement”) made and entered into between ALPS Distributors, Inc. (“ADI”), a Colorado corporation having its principal place of business at 1290 Broadway, Suite 1100, Denver, Colorado 80203, and , a company having its principal place of business at , , (hereinafter “Servicer”).

FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • June 12th, 2009 • Financial Investors Trust • New York

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of this day of , 2009 by Financial Investors Trust, a Delaware statutory trust (the “Acquiring Trust”), on behalf of Activa Value Fund (the “Acquiring Fund”); Activa Mutual Fund Trust, a Delaware statutory trust, (the “Selling Trust”), on behalf of Activa Value Fund (the “Selling Fund”) (the Acquiring Fund and Selling Fund referred to herein as a “Fund” and collectively, the “Funds”); and ALPS Advisors, Inc. (“ALPS”), the investment adviser to the Acquiring Fund (for purposes of Section 9.1 of the Agreement only). The principal place of business of the Acquiring Trust and ALPS is 1290 Broadway, Suite 1100, Denver, Colorado 80203; the principal place of business of the Selling Trust is 2905 Lucerne SE, Suite 200, Grand Rapids, Michigan 49546.

FORM OF CUSTODIAN AGREEMENT (FOREIGN AND DOMESTIC SECURITIES)
Custodian Agreement • June 12th, 2009 • Financial Investors Trust • California

This Custodian Agreement is made by and between FINANCIAL INVESTORS TRUST (“Principal”) and UNION BANK, N.A. (“Custodian”). Principal desires that Custodian hold and administer on behalf of Principal certain Securities (as herein defined). Custodian is willing to do so on the terms and conditions set forth in this Agreement. Accordingly, Principal and Custodian agree as follows:

Form of Fund/SERV Agreement
Serv Agreement • June 12th, 2009 • Financial Investors Trust • Colorado

AGREEMENT entered into this day of , 200 , by and between ALPS Distributors, Inc., with its principal place of business at 1290 Broadway, Suite 1100, Denver, Colorado 80203 (“ALPS”), and with its principal place of business in (“Trust Entity”).

TRANSFER AGENCY AND DIVIDEND DISBURSING AGENCY AGREEMENT BETWEEN ACTIVA MUTUAL FUND TRUST AND ACTIVA ASSET MANAGEMENT, LLC
Transfer Agency and Dividend Disbursing Agency Agreement • June 17th, 1999 • Amway Mutual Fund Inc

AGREEMENT made this 11th day of June, 1999, between Activa Mutual Fund Trust, a Delaware Business Trust ("the Trust") and Activa Asset Management, LLC, a Michigan LLC (hereinafter called the "Agent"). In consideration of the mutual promises and undertakings herein contained, the parties hereto agree as follows: SECTION L. TRANSFER AGENT. The Agent shall be the transfer agent for the Activa Mutual Funds ("Funds") which are series of the Trust and as such shall: (a) keep the units of beneficial interest ("shares") transfer books and records of the Funds, including the names and addresses of all shareholders, the number and date of issuance of shares and fractional shares held by each shareholder, the number and date of certificates issued for such shares, the number and date of cancellation of redeemed shares, and the number and date of cancellation of each certificate surrendered for cancellation; (b) be responsible for the issuance and redemption of shares of the (c) effect and record

FORM OF BROKER DEALER SELLING AGREEMENT
Broker Dealer • June 12th, 2009 • Financial Investors Trust • Colorado

THIS BROKER DEALER SELLING AGREEMENT (“Agreement”) made and entered into between ALPS Distributors, Inc. (“ADI”), a Colorado corporation having its principal place of business at 1290 Broadway, Suite 1100, Denver, Colorado 80203, and , a company having its principal place of business (hereinafter “Broker/Dealer”).

SUB-ADVISORY AGREEMENT BETWEEN ACTIVA ASSET MANAGEMENT LLC AND BLACKROCK CAPITAL MANAGEMENT, INC.
Sub-Advisory Agreement • February 23rd, 2007 • Activa Mutual Fund Trust
Form of Trust NETWORKING Agreement
Trust Networking Agreement • June 12th, 2009 • Financial Investors Trust • Colorado

AGREEMENT entered into this day of , 200 , by and between ALPS Distributors, Inc., with its principal place of business at 1290 Broadway, Suite 1100, Denver, Colorado 80203 (“ALPS” or “Fund Agent”), and with its principal place of business in (“Trust Entity”).

BETWEEN
Advisory and Service Contract • August 21st, 1998 • Amway Mutual Fund Inc
PRINCIPAL UNDERWRITER AGREEMENT BETWEEN ACTIVA MUTUAL FUND TRUST AND ACTIVA ASSET MANAGEMENT, LLC
Principal Underwriter Agreement • June 17th, 1999 • Amway Mutual Fund Inc

AGREEMENT made as of the 11th day of June, 1999, between ACTIVA MUTUAL FUND TRUST, a Delaware business trust (hereinafter called the "TRUST"), and ACTIVA ASSET MANAGEMENT, a Michigan LLC (hereinafter called the "Principal Underwriter"); In consideration of the mutual promises and undertakings herein contained the parties hereto agree as follows: SECTION 1. GENERAL. The Trust hereby grants to Principal Underwriter the right, during the term of this Agreement and subject to registration requirements of the Securities Act of 1933 as amended (herein called the "1933 Act"), to purchase shares of beneficial interest ("Shares") of any series of the Activa Mutual Fund Trust (the "Fund"), and to resell such Shares upon the terms and conditions hereinafter set forth. Principal Underwriter shall have the right to purchase from the Trust as principal at a price equal to the net asset value during each period determined as described in the current prospectus the Shares needed, but no more than the

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Form of Amendment No. 2 to Transfer Agency and Service Agreement
Agency and Service Agreement • June 12th, 2009 • Financial Investors Trust

This Amendment No. 2 dated as of , 2009 (this “Amendment”) is to the Transfer Agency and Service Agreement dated October 1, 2007 (the “Agreement”), by and between ALPS Fund Services, Inc., a Colorado corporation (“ALPS”), and Financial Investors Trust, a Delaware statutory trust (the “Trust”).

Form of Amendment No. 1 to Distribution Agreement
Distribution Agreement • June 12th, 2009 • Financial Investors Trust

This Amendment No. 1 dated as of , 2009 (this “Amendment”) is to the Distribution Agreement dated October 1, 2007 (the “Agreement”) by and between ALPS Distributors, Inc., a Colorado corporation (“ADI”), and Financial Investors Trust, a Delaware statutory trust (the “Trust”).

Form of Amendment No. 1 to Fund Accounting and Administration Agreement
Accounting and Administration Agreement • June 12th, 2009 • Financial Investors Trust

This Amendment No. 1 dated as of , 2009 (this “Amendment”) is to the Fund Accounting and Administration Agreement dated October 1, 2007 (the “Agreement”) by and between ALPS Fund Services, Inc., a Colorado corporation (“ALPS”), and Financial Investors Trust, a Delaware statutory trust (the “Trust”).

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