0001171520-13-000632 Sample Contracts

DISTRIBUTION AGREEMENT
Distribution Agreement • October 7th, 2013 • EntrepreneurShares Series Trust • New York

THIS AGREEMENT (the “Agreement”) is made as of August 29th, 2013, between EntrepreneurShares Series Trust (the “Fund”), a Delaware Statutory Trust, and Rafferty Capital Markets, LLC (“RCM”), a corporation organized and existing under the laws of the State of New York.

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TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • October 7th, 2013 • EntrepreneurShares Series Trust • Wisconsin

THIS AGREEMENT is made and entered into as of this 9th day of September, 2010, by and between ENTREPRENEURSHARES SERIES TRUST, a Delaware statutory trust (the “Trust”), and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

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CUSTODY AGREEMENT
Custody Agreement • October 7th, 2013 • EntrepreneurShares Series Trust • Wisconsin

THIS AGREEMENT is made and entered into as of this 9th day of September, 2010, by and between ENTREPRENEURSHARES SERIES TRUST, a Delaware statutory trust (the “Trust”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America (the “Custodian”).

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INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • October 7th, 2013 • EntrepreneurShares Series Trust

THIS INVESTMENT ADVISORY AGREEMENT (the “Agreement”), made this 10th day of September, 2013, between ENTREPRENEURSHARES SERIES TRUST, a Delaware Statutory Trust (the “Trust”), and CAPITAL IMPACT ADVISORS, LLC, a Delaware Limited Liability Company (the “Advisor”).

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FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • October 7th, 2013 • EntrepreneurShares Series Trust • Wisconsin

THIS AGREEMENT is made and entered into as of this 9th day of September, 2010, by and between ENTREPRENEURSHARES SERIES TRUST, a Delaware statutory trust (the “Trust”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

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FIRST AMENDMENT TO THE CUSTODY AGREEMENT
Custody Agreement • October 7th, 2013 • EntrepreneurShares Series Trust

THIS FIRST AMENDMENT dated as of the 4th day of September, 2013, to the Custody Agreement, dated as of September 9, 2009, (the “ Agreement”), is entered into by and between ENTREPRENEURSHARES SERIES TRUST, a Delaware statutory trust (the “Trust”), and U.S. BANK, N.A ., a national banking association (the “Custodian”).

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SCHEDULE A ENTREPRENEURSHARES SERIES TRUST AGREEMENT AND DECLARATION OF TRUST dated May 13, 2010 List of Series and Classes
Entrepreneurshares Series Trust • October 7th, 2013 • EntrepreneurShares Series Trust
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FIRST AMENDMENT TO THE TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • October 7th, 2013 • EntrepreneurShares Series Trust

THIS FIRST AMENDMENT dated as of the 4th day of September, 2013, to the Transfer Agent Servicing Agreement, dated as of September 9, 2010 (the “Agreement”), is entered into by and between ENTREPRENEURSHARES SERIES TRUST, a Delaware statutory trust (the “Trust”), and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

Sample 1
FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • October 7th, 2013 • EntrepreneurShares Series Trust • Wisconsin

THIS AGREEMENT is made and entered into as of this 9th day of September, 2010, by and between ENTREPRENEURSHARES SERIES TRUST, a Delaware statutory trust (the “Trust”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

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FIRST AMENDMENT TO THE INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • October 7th, 2013 • EntrepreneurShares Series Trust

THIS FIRST AMENDMENT dated as of the 27 day of September, 2013 (the “First Amendment”), to the Investment Advisory Agreement dated as of September 10, 2013 (the “Agreement”), is entered into by and between ENTREPRENEURSHARES SERIES TRUST, a Delaware Statutory Trust (the “Trust”), and CAPITAL IMPACT ADVISORS, LLC, a Delaware Limited Liability Company (the “Advisor”).

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FIRST AMENDMENT TO THE FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • October 7th, 2013 • EntrepreneurShares Series Trust

THIS FIRST AMENDMENT dated as of the 4th day of September, 2013, to the Fund Accounting Servicing Agreement, dated as of September 9, 2010 (the "Agreement"), is entered into by and between ENTREPRENEURSHARES SERIES TRUST, a Delaware statutory trust (the "Trust"), and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company ("USBFS").

Sample 1
FIRST AMENDMENT TO THE
Fund Adminisration Servicing Agreement • October 7th, 2013 • EntrepreneurShares Series Trust

THIS FIRST AMENDMENT dated as of the 4th day of September, 2013, to the Fund Administration Servicing Agreement, dated as of September 9, 2010 (the "Agreement"), is entered into by and between ENTREPRENEURSHARE SERIES TRUST, a Delaware statutory trust (the "Trust"), and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company ("USBFS").

Sample 1
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