0001209286-11-000938 Sample Contracts

FORM OF SHAREHOLDER SERVICING AGREEMENT
Shareholder Servicing Agreement • December 20th, 2011 • Cavanal Hill Funds • Massachusetts

This Shareholder Servicing Agreement (the “Agreement”) is made as of ________, 20___, by Cavanal Hill Funds, a Massachusetts business trust (the “Trust”) and _______________________, a [jurisdiction/form of organization] (the “Service Provider”) (each a “Party,” and collectively, the “Parties”).

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AMENDMENT TO FUND ACCOUNTING AGREEMENT
Fund Accounting Agreement • December 20th, 2011 • Cavanal Hill Funds

This AMENDMENT to FUND ACCOUNTING AGREEMENT (the “Amendment”) made as of November 11, 2011 and effective as of July 1, 2011 between CAVANAL HILL FUNDS, formerly known as American Performance Funds, a Massachusetts business trust (the “Trust”) and CITI FUND SERVICES OHIO, INC., formerly known as BISYS Fund Services Ohio, Inc., an Ohio corporation (“Citi”), to that certain Fund Accounting Agreement, dated July 1, 2004, between the Trust and Citi (as amended and in effect on the date hereof, the “Agreement”). All capitalized terms used but not defined herein shall have the meanings given to them in the Agreement.

AMENDMENT TO INVESTMENT ADVISER FEE WAIVER AGREEMENT
Cavanal Hill Funds • December 20th, 2011

This AMENDMENT TO INVESTMENT ADVISER FEE WAIVER AGREEMENT (the “Amendment”) is made effective as of September 1, 2011 (the “Effective Date”) between CAVANAL HILL FUNDS, formerly known as American Performance Funds, a Massachusetts business trust (the “Trust”) and CAVANAL HILL INVESTMENT MANAGEMENT, INC., an Oklahoma corporation (“Adviser”), to that certain Investment Adviser Fee Waiver Agreement, dated December 31, 2010, between the Trust and Adviser (as amended and in effect on the date hereof, the “Agreement”). All capitalized terms used but not defined herein shall have the meanings given to them in the Agreement.

DISTRIBUTOR FEE WAIVER AGREEMENT
Fee Waiver Agreement • December 20th, 2011 • Cavanal Hill Funds

This Distributor Fee Waiver Agreement (the “Agreement”) is made effective as of December 31, 2010 (the “Effective Date”), between the Cavanal Hill Funds, a Massachusetts business trust (the “Trust”), having an office at 3435 Stelzer Road, Columbus, OH 43219-3035, and BOSC, Inc., an Oklahoma corporation (the “Distributor”), having an office at One Williams Center, 15th Floor, Tulsa, OK 74172-0172.

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