0001213900-20-044244 Sample Contracts

FORM OF SHAREHOLDER SERVICING AGREEMENT
Shareholder Servicing Agreement • December 23rd, 2020 • 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 THE ADMINISTRATION AGREEMENT
Administration Agreement • December 23rd, 2020 • Cavanal Hill Funds

This AMENDMENT to the ADMINISTRATION GREEMENT (the “Amendment”) effective as of December 28, 2020 (the “Effective Date”), among Cavanal Hill Funds, a Massachusetts business trust (the “Trust”) and Cavanal Hill Investment Management, Inc., an Oklahoma corporation, (“Administrator”), to that certain Administration Agreement, dated July 1, 2004, between the Trust and Administrator (as 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 THE BOKF, NA SHAREHOLDER SERVICING AGREEMENT
Shareholder Servicing Agreement • December 23rd, 2020 • Cavanal Hill Funds

This AMENDMENT to the BOKF, NA SHAREHOLDER SERVICING AGREEMENT (the “Amendment”) effective as of December 28, 2020 (the “Effective Date”), among Cavanal Hill Funds, a Massachusetts business trust (the “Trust”) and BOKF, NA, an Oklahoma corporation, (“Service Provider”), to that certain Shareholder Servicing Agreement, dated January 1, 2007, between the Trust and Service Provider (as 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 No. 1 TO THE Services AGREEMENT
Services Agreement • December 23rd, 2020 • Cavanal Hill Funds

THIS AMENDMENT No. 1 is to be effective as of December 28, 2020 (“Amendment”) to that certain Sub-Administration Services Agreement dated June 1, 2019 (“Agreement”), by and between Cavanal Hill Investment Management, Inc. (“Client”) and Citi Fund Services Ohio, Inc. (“Service Provider” and, with the Client, referred to herein individually as “Party” and collectively as “Parties”). All capitalized terms used but not defined herein shall have the meaning given to them in the Agreement.

AMENDMENT No. 1 TO THE Services AGREEMENT
Services Agreement • December 23rd, 2020 • Cavanal Hill Funds

THIS AMENDMENT No. 1 is to be effective as of December 28, 2020 (“Amendment”) to that certain Fund Accounting and Compliance Services Agreement dated June 1, 2019 (“Agreement”), by and between Cavanal Hill Funds, a Massachusetts business trust (“Client”) and Citi Fund Services Ohio, Inc. (“Service Provider” and, with the Client, referred to herein individually as “Party” and collectively as “Parties”). All capitalized terms used but not defined herein shall have the meaning given to them in the Agreement.

AMENDMENT TO THE DISTRIBUTION AGREEMENT
Distribution Agreement • December 23rd, 2020 • Cavanal Hill Funds

This AMENDMENT to the DISTRIBUTION AGREEMENT (the “Amendment”) effective as of December 28, 2020 (the “Effective Date”), among Cavanal Hill Funds, a Massachusetts business trust (the “Trust”) and Cavanal Hill Distributors, Inc., an Oklahoma corporation, (“Distributor”), to that certain Distribution Agreement, dated December 30, 2016, between the Trust and Distributor (as 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 THE BOK FINANCIAL SECURITIES SHAREHOLDER SERVICING AGREEMENT
Shareholder Servicing Agreement • December 23rd, 2020 • Cavanal Hill Funds

This AMENDMENT to the BOK FINANCIAL SECURITIES SHAREHOLDER SERVICING AGREEMENT (the “Amendment”) effective as of December 28, 2020 (the “Effective Date”), among Cavanal Hill Funds, a Massachusetts business trust (the “Trust”) and BOK Financial Securities, Inc., an Oklahoma corporation, (“Service Provider”), to that certain Shareholder Servicing Agreement, dated February 1, 2007, between the Trust and Service Provider (as 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 TRANSFER AGENCY AGREEMENT
Transfer Agency Agreement • December 23rd, 2020 • Cavanal Hill Funds

This AMENDMENT (the “Amendment”) is made as of the Effective Date between Cavanal Hill Funds, a Massachusetts business trust (the “Trust”) and FIS Investor Services, LLC, a Delaware limited liability company and formerly known as SunGard Investor Services, LLC (“FIS”), and is made to the Amended and Restated Transfer Agency Agreement, dated March 31, 2015, between the Trust and FIS (as successor and assign to Citi Fund Services Ohio, Inc.) (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. For the avoidance of any doubt, references in the Agreement to “Citi” shall be deemed references to FIS.

AMENDED AND RESTATED EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • December 23rd, 2020 • Cavanal Hill Funds

THIS AGREEMENT made as of December 28, 2020 (the “Effective Date”) by and among Cavanal Hill Funds (the “Trust”), and Cavanal Hill Investment Management, Inc. (the “Adviser”).

INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • December 23rd, 2020 • Cavanal Hill Funds • Massachusetts

THIS INVESTMENT SUB-ADVISORY AGREEMENT (the “Agreement”) is between Cavanal Hill Investment Management, Inc., an Oklahoma corporation (the “Adviser”), and Lavaca Capital, LLC, a Texas limited liability company (the “Sub-Adviser”) for the Hedged Income Fund series (“Hedged Income Fund”) of the Cavanal Hill Funds (the “Trust”), a Massachusetts business trust registered as an open-end, diversified, management investment company under the Investment Company Act of 1940, as amended (the “1940 Act”), and shall be effective as of the 28th day of December, 2020.

AMENDMENT TO THE CUSTODIAN AGREEMENT
Custodian Agreement • December 23rd, 2020 • Cavanal Hill Funds

This AMENDMENT to the CUSTODIAN AGREEMENT (the “Amendment”) effective as of December 28, 2020 (the “Effective Date”), among Cavanal Hill Funds, a Massachusetts business trust (the “Trust”) and BOKF, NA, an Oklahoma corporation, (“Custodian”), to that certain Custodian Agreement, dated September 5, 1990, between the Trust and Custodian (as 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 THE INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • December 23rd, 2020 • Cavanal Hill Funds

This AMENDMENT to the INVESTMENT ADVISORY AGREEMENT (the “Amendment”) effective as of December 28, 2020 (the “Effective Date”), among Cavanal Hill Funds, a Massachusetts business trust (the “Trust”) and Cavanal Hill Investment Management, Inc., an Oklahoma corporation, (“Advisor”), to that certain Investment Advisory Agreement, dated May 12, 2001, between the Trust and Advisor (as 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.

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