0001162044-07-000212 Sample Contracts

FORM OF TRANSFER AGENT AGREEMENT
Transfer Agent Agreement • April 24th, 2007 • Simple Capital Trust • Ohio

THIS AGREEMENT is made and entered into this _____ day of _______, 2007, by and between the The Simple Capital Trust (the “Trust”), an Massachusetts business trust having its principal place of business at One Apple Hill, Suite 316, Natick, Massachusetts, and Mutual Shareholder Services, LLC, a Delaware Limited Liability Company (“MSS”).

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ACCOUNTING SERVICES AGREEMENT
Accounting Services Agreement • April 24th, 2007 • Simple Capital Trust • Ohio

THIS AGREEMENT is made and entered into this ____ day of _________, 2007, by and between the The Simple Capital Trust (the “Trust”), a Massachusetts business trust having its principal place of business at One Apple Hill, Suite 316, Natick, Massachusetts 01760, and Mutual Shareholder Services, LLC, a Delaware Limited Liability Company (“MSS”).

CUSTODY AGREEMENT BETWEEN THE HUNTINGTON NATIONAL BANK AND
Custody Agreement • April 24th, 2007 • Simple Capital Trust • Ohio

This agreement (the "Agreement") is entered into as of the ____ day of April 2007, by and between the Simple Capital Fund, a Massachusetts business trust (Legal Status of the Fund) (the "Trust"), and The Huntington National Bank, (the "Custodian"), a national banking association having its principal office at 41 South High Street, Columbus, Ohio 43215.

MANAGEMENT CONTRACT
Management Contract • April 24th, 2007 • Simple Capital Trust

Management Contract executed as February 11, 2007 between SIMPLE CAPITAL TRUST, a Massachusetts business trust (the “Trust”), on behalf of its Series the Simple Capital Global Fund (the “Fund”), and Simple Capital, LLC, a Delaware limited liability company (the “Manager”).

FEE WAIVER AND EXPENSE LIMITATION AGREEMENT
Fee Waiver and Expense Limitation Agreement • April 24th, 2007 • Simple Capital Trust

Agreement made this ___ day of __________, 2007 between Simple Capital, LLC, a Delaware limited liability company (the “Advisor”) and the Simple Capital Trust, a Massachusetts business trust (the “Trust”), on behalf of its Series, the Simple Capital Global Fund (the “Fund”).

AGREEMENT AND DECLARATION OF TRUST OF SIMPLE CAPITAL TRUST (“Trust”)
Agreement and Declaration • April 24th, 2007 • Simple Capital Trust • Massachusetts

THIS AGREEMENT AND DECLARATION OF TRUST made at Natick, Massachusetts this 11th day of February, 2007, by the Trustees whose signatures is affixed hereunder and the holders of shares of beneficial interest issued hereunder and to be issued hereunder as hereinafter provided:

Initial Capital Agreement
Capital Agreement • April 24th, 2007 • Simple Capital Trust

The undersigned hereby subscribes for 10,000 Shares of Beneficial Interest, no par value, of The Simple Capital Global Fund, a series of The Simple Capital Trust, a Massachusetts business trust, at $10.00 per share for an aggregate purchase price of $100,000.

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