0000910472-13-001184 Sample Contracts

MANAGEMENT AGREEMENT
Management Agreement • March 29th, 2013 • Compass EMP Funds Trust • Ohio

The Trust has been organized to engage in the business of an open-end management investment company. The Trust currently intends to offer 19 series of shares to investors.

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FUND SERVICES AGREEMENT between COMPASS EMP FUNDS TRUST and
Fund Services Agreement • March 29th, 2013 • Compass EMP Funds Trust • New York

THIS FUND SERVICES AGREEMENT (the “Agreement”) effective as of the 12th day of July, 2012, by and between COMPASS EMP FUNDS TRUST, a Delaware business trust having its principal office and place of business at 17605 Wright Street, Omaha, Nebraska 68130 (the "Trust") and GEMINI FUND SERVICES, LLC, a Nebraska limited liability company having its principal office and place of business at 17605 Wright Street, Omaha, Nebraska 68130 (“GFS”). This Agreement replaces and supersedes all prior understandings and agreements between the parties hereto for the services described below.

Expense Limitation Agreement
Expense Limitation Agreement • March 29th, 2013 • Compass EMP Funds Trust
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