0001111830-11-000790 Sample Contracts

INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • December 19th, 2011 • TFS Capital Investment Trust • Virginia

THIS AGREEMENT made as of the 15th day of December, 2011 by and between TFS Capital LLC (the “Investment Adviser”), a Virginia Limited Liability Company, and TFS Capital Investment Trust (the “Trust”), an Ohio business trust.

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INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • December 19th, 2011 • TFS Capital Investment Trust • Virginia

THIS AGREEMENT made as of the 15th day of December, 2011 by and between TFS Capital LLC (the “Investment Adviser”), a Virginia Limited Liability Company, and TFS Hedged Futures Strategy Offshore Fund Ltd. (the “Company”), a company organized under the laws of the Cayman Islands as an exempted company and a wholly-owned subsidiary of TFS Hedged Futures Fund (the “Fund”), a series of TFS Capital Investment Trust (the “Trust”).

SECOND AMENDMENT TO TFS CAPITAL INVESTMENT TRUST ADMINISTRATION AGREEMENT
Administration Agreement • December 19th, 2011 • TFS Capital Investment Trust

WHEREAS, TFS Capital Investment Trust, an Ohio business trust (the “Trust”) and Ultimus Fund Solutions, LLC (the “Administrator”), an Ohio limited liability company, have entered into an Administration Agreement as of June 23, 2004 (the “Agreement”);

EXPENSE LIMITATION AGREEMENT TFS CAPITAL LLC Richmond, Virginia 23226
Expense Limitation Agreement • December 19th, 2011 • TFS Capital Investment Trust • Virginia
THIRD AMENDMENT TO TFS CAPITAL INVESTMENT TRUST FUND ACCOUNTING AGREEMENT
Accounting Agreement • December 19th, 2011 • TFS Capital Investment Trust

WHEREAS, TFS Capital Investment Trust, an Ohio business trust (the “Trust”) and Ultimus Fund Solutions, LLC (the “Fund Accountant”), an Ohio limited liability company, have entered into a Fund Accounting Agreement as of June 23, 2004 (the “Agreement”);

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