Common use of REPRESENTATIONS OF THE TRUST Clause in Contracts

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor Ultimus and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by DistributorUltimus, in order to enable Distributor Ultimus to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the (C) The Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of Ultimus that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify Ultimus immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor Ultimus with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorUltimus) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark ▇▇▇▇ registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used use in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining which pertains to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or reasonably requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark m▇▇▇ registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining which pertains to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor ▇▇▇▇▇▇▇ and to provide it with such information, data, documents, and advice relating to the Fund as appropriate or requested by Distributor▇▇▇▇▇▇▇, in order to enable Distributor ▇▇▇▇▇▇▇ to perform its duties and obligations under this Agreement. C. . To the knowledge of extent the Trust and Trust, the Fund, the investment adviser(s) or any other service provider to the Fund is/are unable to supply ▇▇▇▇▇▇▇ with all of the information necessary for Ultimus to perform the Services, ▇▇▇▇▇▇▇ will not be able to fully perform the Services and will not be responsible for such failure. (C) The Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of ▇▇▇▇▇▇▇ that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify ▇▇▇▇▇▇▇ immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor ▇▇▇▇▇▇▇ with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor▇▇▇▇▇▇▇) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. (B) To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent registration statement are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (C) Each of the employees of Service Provider that serve or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Service Provider with proof of current coverage, including a copy of the Policy, and shall notify Service Provider immediately should the Policy be cancelled or terminated. (D) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor Service Provider with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorService Provider) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Service Provider the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor Ultimus and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by DistributorUltimus, in order to enable Distributor Ultimus to perform its duties and obligations under this Agreement. C. (C) To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement Bylaws and any advertising materials registration statement and sales literature prepared by the Trust or its agent Fund’s prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of Ultimus that serve or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify Ultimus immediately should the Policy be cancelled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor Ultimus with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorUltimus) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or reasonably requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining which pertains to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor Ultimus and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by DistributorUltimus, in order to enable Distributor Ultimus to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the (C) The Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of Ultimus that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify Ultimus immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor Ultimus with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorUltimus) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor Ultimus and to provide it with such information, documents, and advice relating to the Fund as appropriate or reasonably requested by DistributorUltimus, in order to enable Distributor Ultimus to perform its duties and obligations under this Agreement. C. (C) To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement Bylaws and any advertising materials registration statement and sales literature prepared by the Trust or its agent Fund’s prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of Ultimus that serve or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify Ultimus immediately should the Policy be cancelled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor Ultimus with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorUltimus) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement Statement, and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law.. Ultimus Distribution Agreement D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses licenses, or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark m▇▇▇ registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining which pertains to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor Ultimus and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by DistributorUltimus, in order to enable Distributor Ultimus to perform its duties and obligations under this Agreement.. Ultimus Master Services Agreement C. To the knowledge of the Trust and the Fund, the (C) The Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of Ultimus that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify Ultimus immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor Ultimus with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorUltimus) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor Ultimus and to provide it with such information, documents, and advice relating to the Fund as appropriate or reasonably requested by DistributorUltimus, in order to enable Distributor Ultimus to perform its duties and obligations under this Agreement. C. (C) To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement Bylaws and any advertising materials registration statement and sales literature prepared by the Trust or its agent Fund’s prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of Ultimus that serve or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify Ultimus immediately should the Policy be cancelled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor Ultimus with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorUltimus) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. (B) To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent registration statement are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (C) Each of the employees of Service Provider that serve or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Service Provider with proof of current coverage, including a copy of the Policy, and shall notify Service Provider immediately should the Policy be cancelled or terminated. (D) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor Service Provider with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorService Provider) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Service Provider the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.. 10 | P a g e

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor Ultimus and to provide it with such information, data, documents, and advice relating to the Fund as appropriate or requested by Distributor▇▇▇▇▇▇▇, in order to enable Distributor ▇▇▇▇▇▇▇ to perform its duties and obligations under this Agreement. C. . To the knowledge of extent the Trust and Trust, the Fund, the investment adviser(s) or any other service provider to the Fund is/are unable to supply ▇▇▇▇▇▇▇ with all of the information necessary for Ultimus to perform the Services, ▇▇▇▇▇▇▇ will not be able to fully perform the Services and will not be responsible for such failure. (C) The Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of ▇▇▇▇▇▇▇ that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify ▇▇▇▇▇▇▇ immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor ▇▇▇▇▇▇▇ with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor▇▇▇▇▇▇▇) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark ▇▇▇▇ registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining which pertains to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used use in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining which pertains to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) Shares of each series of the Trust are currently being offered under an effective Registration Statement under the 1940 Act or no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark m▇▇▇ registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used use in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining which pertains to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”)Deed, Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor U▇▇▇▇▇▇ and to provide it with such information, data, documents, and advice relating to the Fund as appropriate or requested by DistributorU▇▇▇▇▇▇, in order to enable Distributor U▇▇▇▇▇▇ to perform its duties and obligations under this Agreement. C. . To the knowledge of extent the Trust and Trust, the Fund, the investment adviser(s) or any other service provider to the Fund is/are unable to supply U▇▇▇▇▇▇ with all of the information necessary for Ultimus to perform the Services, U▇▇▇▇▇▇ will not be able to fully perform the Services and will not be responsible for such failure. (C) The Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of U▇▇▇▇▇▇ that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify U▇▇▇▇▇▇ immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor U▇▇▇▇▇▇ with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorU▇▇▇▇▇▇) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to reasonably cooperate with Distributor ▇▇▇▇▇▇▇ and to provide it with such information, data, documents, and advice relating to the Fund as appropriate or requested by Distributor▇▇▇▇▇▇▇, in order to enable Distributor Ultimus to perform its duties and obligations under this Agreement. To the extent the Trust, the Fund, the investment adviser(s) or any other service provider to the Fund is/are unable to supply ▇▇▇▇▇▇▇ with all of the information necessary for Ultimus to perform the Services, ▇▇▇▇▇▇▇ will not be able to fully perform the Services and will not be responsible for such failure. C. (C) To the knowledge of the Trust and the FundTrust, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate in all material respects and will remain true and accurate in all material Texas Capital Funds Trust Ultimus Master Services Agreement September 29, 2023 Page 13 of 21 respects at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of ▇▇▇▇▇▇▇ that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify ▇▇▇▇▇▇▇ immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor ▇▇▇▇▇▇▇ with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor▇▇▇▇▇▇▇) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor ▇▇▇▇▇▇▇ and to provide it with such information, data, documents, and advice relating to the Fund as appropriate or requested by Distributor▇▇▇▇▇▇▇, in order to enable Distributor ▇▇▇▇▇▇▇ to perform its duties and obligations under this Agreement. To the extent the Trust, the Fund, the investment adviser(s) or any other service provider to the Fund is/are unable to supply ▇▇▇▇▇▇▇ with all of the material information necessary for ▇▇▇▇▇▇▇ to perform the Services, ▇▇▇▇▇▇▇ will not be able to fully perform the Services and will not be responsible for such failure. C. (C) To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are materially true and accurate and will remain materially true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of ▇▇▇▇▇▇▇ that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify ▇▇▇▇▇▇▇ immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor ▇▇▇▇▇▇▇ with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor▇▇▇▇▇▇▇) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or reasonably requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark ▇▇▇▇ registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining which pertains to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effectiveeffective and all required state securities law filings have been made. The T▇▇▇▇▇▇ PlanUltimus Master Services AgreementMarch 1, and 2024 Page 9 of 16 (3B) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor U▇▇▇▇▇▇ and to provide it with such information, data, documents, and advice relating to the Fund as appropriate or requested by DistributorU▇▇▇▇▇▇, in order to enable Distributor U▇▇▇▇▇▇ to perform its duties and obligations under this Agreement. C. . To the knowledge of extent the Trust and Trust, the Fund, the investment adviser(s) or any other service provider to the Fund is/are unable to supply U▇▇▇▇▇▇ with all of the information necessary for Ultimus to perform the Services, U▇▇▇▇▇▇ will not be able to fully perform the Services and will not be responsible for such failure. (C) The Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of U▇▇▇▇▇▇ that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify U▇▇▇▇▇▇ immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor U▇▇▇▇▇▇ with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorU▇▇▇▇▇▇) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark ▇▇▇▇ registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s 's Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s 's Agreement and Declaration of Trust (the “"Declaration of Trust”"), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “"Authorized Person”") (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark ▇▇▇▇ registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “"Intellectual Property”") necessary for or used use in the conduct of the Trust’s 's business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining which pertains to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s 's right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor Ultimus and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by DistributorUltimus, in order to enable Distributor Ultimus to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the (C) The Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials organizational documents, as provided to Ultimus, are the current and sales literature prepared by effective, and that the Trust or its agent are true Trust’s registration statement has been filed with the Securities and accurate Exchange Commission and will be effective and remain true effective and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of Ultimus that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify Ultimus immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor Ultimus with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorUltimus) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or reasonably requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the best knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust Trust, or its agent at the Trust’s request, are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time.. February 1, 2019 E. The To the best knowledge of the Trust, the Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark ▇▇▇▇ registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used by the Trust in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining which pertains to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law Tilings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor Ultimus and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by DistributorUltimus, in order to enable Distributor Ultimus to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the (C) The Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of Ultimus that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify Ultimus immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor Ultimus with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorUltimus) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1A) (l) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. (B) To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent registration statement are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (C) Each of the employees of Service Provider that serve or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Service Provider with proof of current coverage, including a copy of the Policy, and shall notify Service Provider immediately should the Policy be cancelled or terminated. (D) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor Service Provider with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorService Provider) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Service Provider the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.. 10 | P a g e

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor Ultimus and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by DistributorUltimus, in order to enable Distributor Ultimus to perform its duties and obligations under this Agreement. C. (C) To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement Bylaws and any advertising materials registration statement and sales literature prepared by the Trust or its agent Fund’s prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of Ultimus that serve or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. On the Trust’s behalf, Ultimus will obtain, subject to Board approval, the Policy and Ultimus may retain proof of current coverage, including a copy of the Policy. Ultimus shall notify the Trust immediately should the Policy be cancelled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor Ultimus with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorUltimus) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor U▇▇▇▇▇▇ and to provide it with such information, data, documents, and advice relating to the Fund as appropriate or requested by DistributorU▇▇▇▇▇▇, in order to enable Distributor U▇▇▇▇▇▇ to perform its duties and obligations under this Agreement. C. . To the knowledge of extent the Trust and Trust, the Fund, the investment adviser(s) or any other service provider to the Fund is/are unable to supply U▇▇▇▇▇▇ with all of the material information necessary for Ultimus to perform the Services, U▇▇▇▇▇▇ will not be able to fully perform the Services and will not be responsible for such failure. (C) The Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of U▇▇▇▇▇▇ that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify U▇▇▇▇▇▇ immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor U▇▇▇▇▇▇ with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorU▇▇▇▇▇▇) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or reasonably requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law.. Ultimus Distribution Agreement D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark ▇▇▇▇ registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining which pertains to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor Ultimus and to provide it with such information, data, documents, and advice relating to the Fund as appropriate or reasonably requested by Distributor▇▇▇▇▇▇▇, in order to enable Distributor ▇▇▇▇▇▇▇ to perform its duties and obligations under this Agreement. C. . To the knowledge of extent the Trust and Trust, the Fund, the investment adviser(s) or any other service provider to the Fund is/are unable to supply ▇▇▇▇▇▇▇ with all of the information necessary for Ultimus to perform the Services, ▇▇▇▇▇▇▇ will not be able to fully perform the Services and will not be responsible for such failure. (C) The Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of Ultimus that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify ▇▇▇▇▇▇▇ immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor ▇▇▇▇▇▇▇ with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor▇▇▇▇▇▇▇) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns. Ultimus Master Services Agreement November 1, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct 2024 Page 10 of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.17

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust a Fund will be offered to the public until the TrustFund’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor Ultimus and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by DistributorUltimus, in order to enable Distributor Ultimus to perform its duties and obligations under this Agreement. C. (C) To the knowledge of the Trust and the FundFunds, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement Bylaws and any advertising materials registration statement and sales literature prepared by the Trust or its agent Funds’ prospectuses are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. (D) Each of the employees of Ultimus that serve or has served at any time as an officer of the Trust, including the CCO, President (only when acting on behalf of the Trust), Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify Ultimus immediately should the Policy be cancelled or terminated. D. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor Ultimus with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorUltimus) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining which pertains to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark m▇▇▇ registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used use in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining which pertains to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor Ultimus and to provide it with with, as appropriate, such information, documents, and advice relating to the Fund as appropriate or requested by Distributor▇▇▇▇▇▇▇, in order to enable Distributor ▇▇▇▇▇▇▇ to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the (C) The Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable U.S. federal and state securities laws. D. (D) Each of the employees of ▇▇▇▇▇▇▇ that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify ▇▇▇▇▇▇▇ immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor ▇▇▇▇▇▇▇ with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor▇▇▇▇▇▇▇) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor Ultimus and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor▇▇▇▇▇▇▇, in order to enable Distributor ▇▇▇▇▇▇▇ to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the (C) The Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of ▇▇▇▇▇▇▇ that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify ▇▇▇▇▇▇▇ immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor ▇▇▇▇▇▇▇ with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor▇▇▇▇▇▇▇) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the AdvisorAdviser, sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or reasonably requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used use in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining which pertains to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor ▇▇▇▇▇▇▇ and to provide it with such information, data, documents, and advice relating to the Fund as appropriate or requested by Distributor▇▇▇▇▇▇▇, in order to enable Distributor ▇▇▇▇▇▇▇ to perform its duties and obligations under this Agreement.. Ultimus ETF Master Services Agreement C. To the knowledge of the Trust and the Fund, the (C) The Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of ▇▇▇▇▇▇▇ that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify ▇▇▇▇▇▇▇ immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor ▇▇▇▇▇▇▇ with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor▇▇▇▇▇▇▇) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to reasonably cooperate with Distributor U▇▇▇▇▇▇ and to provide it with such information, data, documents, and advice relating to the Fund as appropriate or requested by DistributorU▇▇▇▇▇▇, in order to enable Distributor Ultimus to perform its duties and obligations under this Agreement. To the extent the Trust, the Fund, the investment adviser(s) or any other service provider to the Fund is/are unable to supply U▇▇▇▇▇▇ with all of the information necessary for Ultimus to perform the Services, U▇▇▇▇▇▇ will not be able to fully perform the Services and will not be responsible for such failure. C. (C) To the knowledge of the Trust and the FundTrust, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate in all material respects and will remain true and accurate in all material respects at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. Ultimus Master Services Agreement (D) Each of the employees of U▇▇▇▇▇▇ that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify U▇▇▇▇▇▇ immediately should the Policy be canceled or terminated. D. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor U▇▇▇▇▇▇ with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorU▇▇▇▇▇▇) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor Ultimus and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by DistributorUltimus, in order to enable Distributor Ultimus to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the (C) The Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate in all material respects and will remain true and accurate in all material respects at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of Ultimus that serves or has served at any time as an officer of the Trust, if any, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. If applicable, the Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify Ultimus immediately should the Policy be canceled or terminated. (E) Any executive officer of the Trust shall be considered an individual who is authorized to provide Distributor Ultimus with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorUltimus) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly Ultimus Distribution Agreement July 1, 2025 Page 9 of 18 authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1A) (I) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement 's registration statement under the Securities Act of 1933, as amended (the "Securities Act"), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor ▇▇▇▇▇▇▇ and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor▇▇▇▇▇▇▇, in order to enable Distributor ▇▇▇▇▇▇▇ to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the (C) The Trust’s 's Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund's organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of Ultimus that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust's Directors & Officers/Errors & Omissions insurance policy (the "Policy") and shall be subject to the provisions of the Trust's Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify ▇▇▇▇▇▇▇ immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor ▇▇▇▇▇▇▇ with instructions and requests on behalf of the Trust (an “"Authorized Person”") (unless such authority is limited in a writing from the Trust and received by Distributor▇▇▇▇▇▇▇) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor U▇▇▇▇▇▇ and to provide it with such information, data, documents, and advice relating to the Fund as appropriate or requested by DistributorU▇▇▇▇▇▇, in order to enable Distributor U▇▇▇▇▇▇ to perform its duties and obligations under this Agreement. C. . To the knowledge of extent the Trust and Trust, the Fund, the investment adviser(s), or any other service provider to the Fund is/are unable to supply Ultimus with all of the information necessary for Ultimus to perform the Services, U▇▇▇▇▇▇ will not be able to fully perform the Services. They will not be responsible for such failure. (C) The Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement, and any advertising materials each Fund’s organizational documents and sales literature prepared by the Trust or its agent prospectus are true and accurate and accurate. They will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of Ultimus that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary, and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and notify U▇▇▇▇▇▇ immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor U▇▇▇▇▇▇ with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorU▇▇▇▇▇▇) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or reasonably requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the best knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust Trust, or its agent at the Trust’s request, are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The To the best knowledge of the Trust, the Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark m▇▇▇ registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used by the Trust in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining which pertains to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no No Shares of the Trust a Fund will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (32) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the AdvisorAdviser, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark ▇▇▇▇ registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party.. Oak Associates Funds F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining which pertains to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor ▇▇▇▇▇▇▇ and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor▇▇▇▇▇▇▇, in order to enable Distributor ▇▇▇▇▇▇▇ to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the (C) The Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of ▇▇▇▇▇▇▇ that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify ▇▇▇▇▇▇▇ immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor ▇▇▇▇▇▇▇ with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor▇▇▇▇▇▇▇) and who has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the AdvisorAdviser, sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or reasonably requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark ▇▇▇▇ registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used use in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining which pertains to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor U▇▇▇▇▇▇ and to provide it with such information, data, documents, and advice relating to the Fund as appropriate or requested by DistributorU▇▇▇▇▇▇, in order to enable Distributor U▇▇▇▇▇▇ to perform its duties and obligations under this Agreement. C. . To the knowledge of extent the Trust and Trust, the Fund, the investment adviser(s), or any other service provider to the Fund is/are unable to supply Ultimus with all of the information necessary for Ultimus to perform the Services, U▇▇▇▇▇▇ will not be able to fully perform the Services. They will not be responsible for such failure. (C) The Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents and sales literature prepared by the Trust or its agent prospectus are true and accurate and accurate. They will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of Ultimus that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary, and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and notify U▇▇▇▇▇▇ immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor U▇▇▇▇▇▇ with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorU▇▇▇▇▇▇) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (32) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It ▇. ▇▇ shall cause the Advisor, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To ▇. ▇▇ the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration Certificate of Trust (the “Declaration of Trust”)Incorporation, Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Ultimus Distribution Agreement December 14, 2020 Page 9 of 18 Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark ▇▇▇▇ registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used use in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining which pertains to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the AdvisorAdviser, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark ▇▇▇▇ registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining which pertains to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are materially true and accurate and will remain materially true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to reasonably cooperate with Distributor ▇▇▇▇▇▇▇ and to provide it with such information, data, documents, and advice relating to the Fund as appropriate or requested by Distributor▇▇▇▇▇▇▇, in order to enable Distributor Ultimus to perform its duties and obligations under this Agreement. To the extent the Trust, the Fund, the investment adviser(s) or any other service provider to the Fund is/are unable to supply ▇▇▇▇▇▇▇ with all of the information necessary for Ultimus to perform the Services, ▇▇▇▇▇▇▇ will not be able to fully perform the Services and will not be responsible for such failure. C. (C) To the knowledge of the Trust and the FundTrust, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate in all material respects and will remain true and accurate in all material respects at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of ▇▇▇▇▇▇▇ that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify ▇▇▇▇▇▇▇ immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor ▇▇▇▇▇▇▇ with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor▇▇▇▇▇▇▇) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor Ultimus and to provide it with such information, data, documents, and advice relating to the Fund as appropriate or requested by DistributorU▇▇▇▇▇▇, in order to enable Distributor U▇▇▇▇▇▇ to perform its duties and obligations under this Agreement. C. . To the knowledge of extent the Trust and Trust, the Fund, the investment adviser(s) or any other service provider to the Fund is/are unable to supply U▇▇▇▇▇▇ with all of the information necessary for Ultimus to perform the Services, U▇▇▇▇▇▇ will not be able to fully perform the Services and will not be responsible for such failure. (C) The Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of U▇▇▇▇▇▇ that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify U▇▇▇▇▇▇ immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor U▇▇▇▇▇▇ with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorU▇▇▇▇▇▇) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or reasonably requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. . R▇▇▇▇▇▇▇, M▇▇▇▇▇▇ D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective. Ultimus Managers Trust Ultimus ETF Master Services Agreement April 21, and 2021 9 (3B) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor U▇▇▇▇▇▇ and to provide it with such information, documents, and advice relating to the Fund as appropriate or reasonably requested by DistributorU▇▇▇▇▇▇, in order to enable Distributor U▇▇▇▇▇▇ to perform its duties and obligations under this Agreement. C. (C) To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of U▇▇▇▇▇▇ that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify U▇▇▇▇▇▇ immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor U▇▇▇▇▇▇ with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorU▇▇▇▇▇▇) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor Ultimus and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by DistributorUltimus, in order to enable Distributor Ultimus to perform its duties and obligations under this Agreement.. EntrepreneurShares Series TrustTM Ultimus ETF Master Services Agreement C. To the knowledge of the Trust and the Fund, the (C) The Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of Ultimus that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify Ultimus immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor Ultimus with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorUltimus) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust Administrator, on behalf of the Trust, represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor Ultimus and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by DistributorUltimus, in order to enable Distributor Ultimus to perform its duties and obligations under this Agreement. C. (C) To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement Bylaws and any advertising materials registration statement and sales literature prepared by the Trust or its agent Fund’s prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of Ultimus that serve or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify Ultimus immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor Ultimus with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by DistributorUltimus) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, on behalf of the Fund, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Ultimus Distribution Agreement September 22, 2023 Page 9 of 18 Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust Fund or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that materially amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor Ultimus and to provide it with such information, data, documents, and advice relating to the Fund as appropriate or requested by Distributor▇▇▇▇▇▇▇, in order to enable Distributor ▇▇▇▇▇▇▇ to perform its duties and obligations under this Agreement. C. . To the knowledge of extent the Trust and Trust, the Fund, the investment adviser(s) or any other service provider to the Fund is/are unable to supply ▇▇▇▇▇▇▇ with all of the information necessary for Ultimus to perform the Services, ▇▇▇▇▇▇▇ will not be able to fully perform the Services and will not be responsible for such failure. (C) The Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Lawapplicable federal and state securities laws. D. (D) Each of the employees of ▇▇▇▇▇▇▇ that serves or has served at any time as an officer of the Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be covered by the Trust’s Directors & Officers/Errors & Omissions insurance policy (the “Policy”) and shall be subject to the provisions of the Trust’s Declaration of Trust and Bylaws regarding indemnification of its officers. The Trust shall provide Ultimus with proof of current coverage, including a copy of the Policy, and shall notify ▇▇▇▇▇▇▇ immediately should the Policy be canceled or terminated. (E) Any officer of the Trust shall be considered an individual who is authorized to provide Distributor ▇▇▇▇▇▇▇ with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor▇▇▇▇▇▇▇) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor Ultimus the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this . Ultimus ETF Master Services Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.13. Insurance

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, and (2) no Shares shares of the Trust any Fund will be offered to the public until the Trust’s Registration Statement registration statement under the Securities Act of 1933, as amended (the “Securities Act”), and the 1940 Act Investment Company Act, has been declared or becomes effective, effective and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessableall required state securities law filings have been made. B. (B) It shall cause the Advisorinvestment adviser(s) and sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor Ultimus and to provide it with such information, data, documents, and advice relating to the Fund as appropriate or requested by Distributor▇▇▇▇▇▇▇, in order to enable Distributor ▇▇▇▇▇▇▇ to perform its duties and obligations under this Agreement. C. . To the knowledge of extent the Trust and Trust, the Fund, the investment adviser(s) or any other service provider to the Fund is/are unable to supply ▇▇▇▇▇▇▇ with all of the information necessary for Ultimus to perform the Services, ▇▇▇▇▇▇▇ will not be able to fully perform the Services and will not be responsible for such failure. (C) The Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement registration statement and any advertising materials each Fund’s organizational documents, and sales literature prepared by the Trust or its agent prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any applicable federal and state securities laws. Wisconsin Capital Funds, Inc. Ultimus Master Services Agreement (D) Each of the employees of ▇▇▇▇▇▇▇ that serves or has served at any time as an officer of the Trust Trust, including the CCO, President, Treasurer, Secretary and the AML Compliance Officer, shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of covered by the Trust Trust’s Directors & Officers/Errors & Omissions insurance policy (an the “Authorized PersonPolicy”) (unless such authority is limited in a writing from and shall be subject to the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct provisions of the Trust’s business Declaration of Trust and for the offer, issuance, distributions and sale Bylaws regarding indemnification of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. its officers. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining to Distributorprovide Ultimus with proof of current coverage, the distribution including a copy of the Shares Policy, and shall notify ▇▇▇▇▇▇▇ immediately should the Policy be canceled or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditionalterminated.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no No Shares of the Trust a Fund will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (32) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the AdvisorAdviser, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are materially true and accurate and will remain materially true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time.. ▇▇▇▇▇▇ ▇▇▇▇▇▇ & ▇▇▇▇▇▇ Trust E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark ▇▇▇▇ registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining which pertains to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no No Shares of the Trust a Fund will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (32) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the AdvisorAdviser, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are materially true and accurate and will remain materially true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark m▇▇▇ registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining which pertains to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the Advisor, sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or reasonably requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time.. ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark ▇▇▇▇ registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining which pertains to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.

REPRESENTATIONS OF THE TRUST. The Trust represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) as of the close of business on the Agreement Effective Date, each Fund that is then in existence has authorized unlimited shares, (2) no Shares of the Trust will be offered to the public until the Trust’s Registration Statement under the Securities Act and the 1940 Act has been declared or becomes effective, and (3) the Shares are validly authorized and, when issued in accordance with the description in the Registration Statement, will be fully paid and nonassessable. B. It shall cause the AdvisorAdviser, sub-advisers, prime broker, custodian, legal counsel, independent accountants, and other service providers and agents, past or present, for each Fund to cooperate with Distributor and to provide it with such information, documents, and advice relating to the Fund as appropriate or reasonably requested by Distributor, in order to enable Distributor to perform its duties and obligations under this Agreement. C. To the knowledge of the Trust and the Fund, the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”), Bylaws, Registration Statement and any advertising materials and sales literature prepared by the Trust or its agent are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with Applicable Law. D. Any officer of the Trust shall be considered an individual who is authorized to provide Distributor with instructions and requests on behalf of the Trust (an “Authorized Person”) (unless such authority is limited in a writing from the Trust and received by Distributor) and has the authority to appoint additional Authorized Persons, to limit or revoke the authority of any previously designated Authorized Person, and to certify to Distributor the names of the Authorized Persons from time to time. E. The Trust owns, possesses, licenses or has other rights to use all patents, patent applications, trademarks and service marks, trademark and service mark m▇▇▇ registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, know-how and other intellectual property (collectively, “Intellectual Property”) necessary for or used use in the conduct of the Trust’s business and for the offer, issuance, distributions and sale of the Shares in accordance with the terms of the Registration Statement and this Agreement, and such Intellectual Property does not and will not breach or infringe the terms of any Intellectual Property owned, held or licensed by any third party. F. The Trust shall not file any amendment to the Registration Statement that amends any provision therein pertaining which pertains to Distributor, the distribution of the Shares or the applicable sales loads or public offering price without giving Distributor reasonable advance notice thereof; provided, however, that nothing contained in this Agreement shall in any way limit the Trust’s right to file at any time such amendments to the Registration Statement, of whatever character, as the Trust may deem advisable, such right being in all respects absolute and unconditional.