0001534424-16-000720 Sample Contracts

CONTEXT CAPITAL FUNDS TRANSFER AGENCY AND SERVICES AGREEMENT
Transfer Agency and Services Agreement • April 29th, 2016 • Context Capital Funds • Colorado

THIS AGREEMENT is made as of November 1, 2015, among Context Capital Funds Trust, organized as a Delaware statutory trust with its principal office and place of business at 325 John H. McConnell Blvd., Suite 150, Columbus, OH 43215 (the “Trust”), Beacon Hill Fund Services, Inc. (“Beacon Hill”), an Ohio corporation having its principal place of business at 325 John H. McConnell Boulevard, Suite 150, Columbus, Ohio 43215 and ALPS Fund Services, Inc., a Colorado corporation with its principal place of business at 1290 Broadway, Suite 1100, Denver, Colorado 80203 (“ALPS”).

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SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • April 29th, 2016 • Context Capital Funds • Delaware

This Sub-Advisory Agreement (the “Agreement”) between Context Advisers II, L.P. (“Context Advisers”), a Delaware Limited Partnership, and First Principles Capital Management, LLC (“Sub- Adviser”), a Delaware Limited Liability Company. is executed as of September 3, 2015.

SERVICES AGREEMENT FOR TRUST AND REGULATORY GOVERNANCE
Services Agreement • April 29th, 2016 • Context Capital Funds • Delaware

AGREEMENT effective as of the 1st day of November, 2015, between Context Capital Funds (the “Trust”), a Delaware business trust having its principal place of business at 325 John H. McConnell Boulevard, Suite 150, Columbus, Ohio 43215, on behalf of the series of the Trust listed on Schedule A, and Beacon Hill Fund Services, Inc. (“Beacon Hill”), an Ohio corporation having its principal place of business at 325 John H. McConnell Boulevard, Suite 150, Columbus, Ohio 43215.

LOAN ADMINISTRATION AGREEMENT
Loan Administration Agreement • April 29th, 2016 • Context Capital Funds • New York

This LOAN ADMINISTRATION AGREEMENT (this “Agreement”) is made and entered into effective as of January 29, 2016, by and between The Bank of New York Mellon (“BNYM”), and Context Capital Funds (“Trust”), on behalf of its series listed on the signature page hereto and each additional series designated by the Trust’s President pursuant to a Joinder (as hereinafter defined) (each a “Fund” and, collectively, the “Funds”).

FIRST AMENDMENT TO EXPENSE REIMBURSEMENT AGREEMENT
Expense Reimbursement Agreement • April 29th, 2016 • Context Capital Funds

This First Amendment is made effective as of April 28, 2016 (the “Effective Time”), between Context Advisers II, L.P., a Delaware limited partnership (the “Adviser”), and Context Capital Funds, a Delaware statutory trust (the “Trust”). Capitalized terms used in this First Amendment, but not defined herein, will have the meaning ascribed to them in the Agreement (as defined below).

CONTEXT CAPITAL FUNDS Amendment No. 1 to Administration, Bookkeeping and Pricing Services Agreement
Services Agreement • April 29th, 2016 • Context Capital Funds • Colorado

THIS AMENDMENT is made as of February 29, 2016, by and between ALPS Fund Services, Inc. (“ALPS”), Context Capital Funds Trust (the “Trust”), and Beacon Hill Fund Services, Inc. (“Beacon Hill”).

SECOND AMENDMENT TO DISTRIBUTION AGREEMENT
Distribution Agreement • April 29th, 2016 • Context Capital Funds • Delaware

This Second Amendment (“Amendment”) to the Distribution Agreement (the “Agreement”) dated as of January 15, 2014 by and between Context Capital Funds, a Delaware Statutory Trust (the “Client) and Foreside Funds Services, LLC, a Delaware limited liability company (“Distributor”) is entered into as of May 18, 2015 (the “Effective Date”).

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