0000910472-09-000463 Sample Contracts

INVESTMENT ADVISORY AGREEMENT Between NORTHERN LIGHTS FUND TRUST and MONTEBELLO PARTNERS, LLC
Investment Advisory Agreement • June 24th, 2009 • Northern Lights Fund Trust • New York

AGREEMENT, made as of May 29, 2009 between Northern Lights Fund Trust, a Delaware statutory trust (the "Trust"), and Montebello Partners, LLC, a limited liability company organized and existing under the laws of the State of New York (the "Adviser") located at 75 Montebello Road, Suffern, NY 10901.

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NORTHERN LIGHTS FUND TRUST OPERATING EXPENSES LIMITATION AND SECURITY AGREEMENT GMG DEFENSIVE BETA FUND
And Security Agreement • June 24th, 2009 • Northern Lights Fund Trust • New York

THIS OPERATING EXPENSES LIMITATION AND SECURITY AGREEMENT (the “Agreement”) is effective as of the 29th day of May, 2009, by and between NORTHERN LIGHTS FUND TRUST, a Delaware statutory trust (the “Trust”), on behalf of GMG DEFENSIVE BETA FUND (the “Fund”) a series of the Trust, and the advisor of the Fund, MONTEBELLO PARTNERS, LLC (the “Advisor”).

SUBADVISORY AGREEMENT
Subadvisory Agreement • June 24th, 2009 • Northern Lights Fund Trust • New York

THIS AGREEMENT is made and entered into as of this 29th day of May, 2009, by and between WAYNE HUMMER ASSET MANAGEMENT COMPANY, LLC (the "Adviser"), a Delaware limited liability company registered under the Investment Advisers Act of 1940, as amended (the “Advisers Act”) located at located at 222 S. Riverside Plaza, Suite 2800, Chicago, IL 60606, and ADVANCED INVESTMENT PARTNERS, LLC (the “Subadviser”), a Delaware limited liability company registered under the Advisers Act, located at 100 Main Street, Suite 301, Safety Harbor, FL 34695, with respect to each Fund listed on Schedule A hereto (each, a “Fund”), each a series of the NORTHERN LIGHTS FUND TRUST, a Delaware statutory trust (the “Trust”).

NORTHERN LIGHTS FUND TRUST OPERATING EXPENSES LIMITATION AGREEMENT
Trust Operating Expenses Limitation Agreement • June 24th, 2009 • Northern Lights Fund Trust • New York

THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) is effective as of the 17TH day of March, 2008, as revised on September 25, 2008, December 15, 2008 and May 29, 2009 by and between NORTHERN LIGHTS FUND TRUST, a Delaware statutory trust (the “Trust”), on behalf of PathMaster Domestic Equity Fund, Wayne Hummer Large Cap Core Fund, Wayne Hummer Real Estate 130/30 Fund & Wayne Hummer Small Cap Core Fund (each a “Fund” and collectively the “Funds”) each a series of the Trust and the Advisor of such Funds, WAYNE HUMMER ASSET MANAGEMENT COMPANY, LLC (the “Advisor”).

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