0001580642-15-000202 Sample Contracts

INVESTMENT ADVISORY AGREEMENT Between NORTHERN LIGHTS FUND TRUST III and ASCENDANT CAPITAL MANAGEMENT, LLC
Investment Advisory Agreement • January 13th, 2015 • Northern Lights Fund Trust Iii • New York

This AGREEMENT is made as of November 19, 2014 between NORTHERN LIGHTS FUND TRUST III, a Delaware statutory trust (the “Trust”), and Ascendant Capital Management, LLC, a California limited liability company (the “Adviser”) located at 10866 Wilshire Blvd., Suite 1600 Los Angeles, CA 90024.

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SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • January 13th, 2015 • Northern Lights Fund Trust Iii • New York

THIS AGREEMENT (“Agreement”) is made and entered into as of November 19, 2014, by and between SWAN CAPITAL MANAGEMENT, INC., (the “Adviser”), a Colorado Corporation registered under the Investment Advisers Act of 1940, as amended (the “Advisers Act”) located at 277 East Third Avenue, A, Durango, Colorado 81301, and Swan Global Management, LLC a limited liability company organized under the laws of Puerto Rico (the “Subadviser”) and also registered under the Advisers Act, with respect to the Fund listed on Schedule A hereto (each a “Fund”), a series of the NORTHERN LIGHTS FUND TRUST III, a Delaware statutory trust (the “Trust”).

NORTHERN LIGHTS FUND TRUST III OPERATING EXPENSES LIMITATION AGREEMENT ACM DYNAMIC OPPORTUNITY FUND
Agreement • January 13th, 2015 • Northern Lights Fund Trust Iii • New York

THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) is effective as of the 19th day of November, 2014, by and between NORTHERN LIGHTS FUND TRUST III, a Delaware statutory trust (the “Trust”), on behalf of the ACM Dynamic Opportunity Fund (the “Fund”) a series of the Trust, and the Advisor of the Fund, Ascendant Capital Management, LLC, (the “Advisor”).

FIRST AMENDMENT TO INVESTMENT ADVISORY AGREEMENT Between NORTHERN LIGHTS FUND TRUST III and Footprints Asset Management and Research, Inc.
Investment Advisory Agreement • January 13th, 2015 • Northern Lights Fund Trust Iii

THIS FIRST AMENDMENT TO THE INVESTMENT ADVISORY AGREEMENT is made and entered into as of November 20, 2014, between Northern Lights Fund Trust III, a Delaware statutory trust (the "Trust"), and Footprints Asset Management and Research, Inc., a Nebraska Corporation (the "Adviser") located at 11422 Miracle Hills Drive, Suite 208, Omaha, Nebraska 68154.

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