FINANCIAL INVESTORS TRUST RONDURE NEW WORLD FUND RONDURE OVERSEAS FUND PRINCIPAL FINANCIAL OFFICER SERVICES AGREEMENT

RONDURE NEW WORLD FUND

RONDURE OVERSEAS FUND

This Principal Financial Officer Services Agreement (this “Agreement”), effective as of March 21, 2017, by and between Financial Investors Trust (the “Trust”), a Delaware statutory trust, on behalf of its series listed in Appendix A hereto (the “Funds”), and ALPS Fund Services, Inc. (“ALPS”), a Colorado corporation.

WHEREAS, the Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company; and

WHEREAS, the Trust desires that ALPS perform certain services and ALPS is willing to provide those services on the terms and conditions set forth in this Agreement

NOW THEREFORE, for and in consideration of the mutual covenants and agreements contained herein, the Fund and ALPS hereby agree as follows:

SECTION 1. APPOINTMENT; DELIVERY OF DOCUMENTS

(a)       The Fund hereby appoints ALPS, and ALPS hereby agrees, to provide a qualified person to serve as the Fund’s Principal Financial Officer (“PFO”), to the Funds for the period and on the terms and conditions set forth in this Agreement.

(b)       In connection therewith, the Trust has delivered to ALPS copies of: (i) the Trust’s Trust Instrument and Bylaws (collectively, as amended from time to time, “Organizational Documents”); (ii) the Funds’ current Registration Statement, as amended or supplemented, filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), or the 1940 Act (the “Registration Statement”); (iii) the Fund’s current Prospectus and Statement of Additional Information (collectively, as currently in effect and as amended or supplemented, the “Prospectus” or “SAI”, as the case may be, or the “Disclosure Documents”); (iv) each plan of distribution or similar document that may be adopted by the Fund under Rule 12b-1 under the 1940 Act (“Plan”) and each current shareholder service plan or similar document adopted by the Trust on behalf of the Funds (“Service Plan”); (v) all policies, programs and procedures adopted by the Trust with respect to the Funds, and shall promptly furnish ALPS with all amendments of or supplements to the foregoing. The Trust shall deliver to ALPS a certified copy of the resolution of the Board of Trustees of the Trust (the “Board”) appointing ALPS hereunder and authorizing the execution and delivery of this Agreement. In addition, the Trust shall deliver, or cause to deliver, to ALPS upon ALPS’s reasonable request any other documents that would enable ALPS to perform the services described in this Agreement.

SECTION 2. DUTIES OF ALPS

(a)       Subject to the approval of the Board, ALPS shall make available a qualified person who is competent and knowledgeable regarding the management and internal controls of the Funds to serve as the Funds’ PFO, who will have the authority normally incident to such office, including the authority to execute documents required to be executed by the Funds’ “Principal Financial Officer”.

SECTION 3. STANDARD OF CARE; LIMITATION OF LIABILITY; INDEMNIFICATION

SECTION 4. REPRESENTATIONS AND WARRANTIES

(i)

It is a corporation duly organized and existing and in good standing under the laws of the State of Colorado;

(ii)

All requisite corporate proceedings have been taken to authorize it to enter into this Agreement and perform its duties under this Agreement;

(iii)

It has access to the necessary facilities, equipment, and personnel to assist the PFO in the performance of his or her duties and obligations under this Agreement;

(iv)

This Agreement, when executed and delivered, will constitute a legal, valid and binding obligation of ALPS, enforceable against ALPS in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the rights and remedies of creditors and secured parties;

(v)

It shall report to the Board promptly if ALPS learns about PFO malfeasance or in the event the PFO is terminated as an officer by another fund or terminated by ALPS;

(vi)

It shall comply with all applicable laws; and

(vii)

It shall maintain policies of insurance reasonable and customary for its business.

(i)

It is a business trust duly organized and existing and in good standing under the laws of the State of Delaware and is in good standing under the laws of the State of Delaware;

(ii)

It is empowered under applicable laws and by its Organizational Documents to enter into this Agreement and perform its duties under this Agreement;

(iii)

All requisite corporate proceedings have been taken to authorize it to enter into this Agreement and perform its duties under this Agreement;

(iv)

It is an open-end management investment company registered under the 1940 Act;

(v)

This Agreement, when executed and delivered, will constitute a legal, valid and binding obligation of the Trust, enforceable against the Trust in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the rights and remedies of creditors and secured parties;

(vi)

A registration statement under the Securities Act and the Exchange Act is currently effective and will remain effective and appropriate State securities law filings have been made and will continue to be made with respect the Fund; and

(vii)

The PFO shall be covered by the Trust’s Directors & Officers/Errors & Omissions Policy (the "Policy"), and the Fund shall use reasonable efforts to ensure that such coverage be (a) reinstated should the Policy be cancelled; (b) continued after such officers ceases to serve as the Fund on substantially the same terms as such coverage is provided for the Fund officers after such persons are no longer officers of the Fund; or (c) continued in the event a Fund merges or terminates, on substantially the same terms as such coverage is provided for the Trust officers (but for a period no less than six years). The Trust shall provide ALPS with proof of current coverage, including a copy of the Policy, and shall notify ALPS immediately should the Policy be cancelled or terminated.

(viii)

The PFO is a named officer in the Trust’s corporate resolutions and subject to the provisions of the Trust’s Organizational Documents regarding indemnification of its officers.

SECTION 5. COMPENSATION AND EXPENSES

All fees payable hereunder shall be accrued daily by the Funds. The fees payable for the services listed in Appendix B hereto shall be payable monthly in arrears on the first business day of each calendar month for services performed during the prior calendar month. Any out-of pocket charges incurred by ALPS as set forth in Appendix B shall be paid as incurred. If fees begin to accrue in the middle of a month or if this Agreement terminates before the end of any month, all fees for the period from that date to the end of that month or from the beginning of that month to the date of termination, as the case may be, shall be prorated according to the proportion that the period bears to the full month in which the effectiveness or termination occurs. Upon the termination of this Agreement, the Fund shall pay to ALPS such compensation, as shall be payable prior to the effective date of termination.

During each year of the Term, unless the parties shall otherwise agree and provided that the service mix and volumes remain consistent with those provided in the previous year of this Agreement, the fee that would be charged for the same services would be the base fee rate (as reflected in Appendix B) subject to an annual cost of living adjustment based on the Consumer Price Index for Urban Wage Earners and Clerical Workers, for the Denver-Boulder-Greeley area, as published bimonthly by the United States Department of Labor, Bureau of Labor Statistics, or, in the event that publication of such index is terminated, any successor or substitute index, appropriately adjusted, acceptable to all parties.

SECTION 6. EFFECTIVENESS, DURATION, TERMINATION AND ASSIGNMENT

SECTION 7. CONFIDENTIALITY

Each Party shall comply with the laws and regulations applicable to it in connection with its use of Confidential Information, including, without limitation, Regulation S-P (if applicable). ALPS agrees to treat all records and other information related to the Fund as proprietary information of the Fund and, on behalf of itself and its employees, to keep confidential all such information, except that ALPS may

SECTION 8. FORCE MAJEURE

ALPS shall not be responsible or liable for any failure or delay in performance of its obligations under this Agreement arising out of or caused, directly or indirectly, by circumstances beyond its reasonable control including, without limitation, acts of civil or military authority, national emergencies, fire, mechanical breakdowns, flood or catastrophe, acts of God, insurrection, war, riots or failure of the mails, transportation, communication system or power supply. In addition, to the extent ALPS’s obligations hereunder are to oversee or monitor the activities of third parties, ALPS shall not be liable for any failure or delay in the performance of ALPS’s duties caused, directly or indirectly, by the failure or delay of such third parties in performing their respective duties or cooperating reasonably and in a timely manner with ALPS.

SECTION 9. ACTIVITIES OF ALPS

SECTION 10. COOPERATION WITH INDEPENDENT PUBLIC

ACCOUNTANTS

ALPS shall cooperate with the Funds’ independent public accountants and shall take reasonable action to make all necessary information available to the accountants for the performance of the accountants’ duties.

SECTION 11. LIMITATION OF STOCKHOLDER AND TRUSTEE LIABILITY

The trustees of the Trust and the stockholders of the Funds shall not be liable for any obligations of the Trust or the Funds under this Agreement, and ALPS agrees that, in asserting any rights or claims under this Agreement, it shall look only to the assets and property of the Funds.

SECTION 12. MISCELLANEOUS

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in their names and on their behalf by and through their duly authorized officers, as of the day and year first above written.

Appendix A

Rondure New World Fund

Rondure Overseas Fund

Appendix B

(1)

Named PFO

(2)	Out-Of-Pocket and Related Expenses

The Trust, on behalf of the Funds, shall reimburse ALPS for the following out-of-pocket and ancillary expenses with respect to each of the following items:

(i)

communications

(ii)

postage and delivery services

(iii)

record storage and retention (imaging, microfilm and shareholder record storage)

(iv)

reproduction

(v)

reasonable travel expenses for the PFO incurred in connection with the responsibilities set out in this service agreement

(vi)

other expenses incurred in connection with providing the services described in this Agreement if approved by the Board

(3)

Services

·

Support the Principal Executive Officer of the Trust;

·

Attend and represent the Funds at periodic board meetings as necessary;

·

Make all necessary representations and certifications including obtaining subcertifications from various providers (i.e., ▇▇▇▇▇▇▇▇-▇▇▇▇▇ certifications, conformity with GAAP principles, fraud certifications, SEC filings, management representation letters to fund auditors, etc.);

·

Review and sign as PFO on all shareholder communications and all SEC filings such as N-CSR/proxies/N-PX/N-Q/Registration statements;

·

Execute as signatory in the Trust’s disclosure control committees;

·

In cooperation with the Funds’ chief compliance officer and Principal Executive Officer, undertake periodic risk-based reviews of the funds’ service provider operations to ensure compliance with fund policies and accounting statement requirements;

·

Design and authorize disclosure controls and procedures for financial statements including sign-off on design to ensure that all relevant fund financial information is properly disclosed to the executive officers and the board;

·

Work with the fund administrator to ensure that it is in compliance with board policies, procedures, by-laws and resolutions as they pertain to expense management;

·

Undertake periodic risk-based reviews of the funds’ service provider operations to ensure compliance with fund policies and accounting statement requirements;

·

Oversee the budgeting process and authorize the procedures and authorities under which the fund administrator will make expense payments on behalf of the Funds;

·

Review performance of investment adviser, independent accountant and other service providers as per certification requirements and coordinate contract renewal process regarding the same;

·

Approve the Funds’ accounting policies; create and review policies with investment adviser, funds’ auditors and accountant and propose any required amendments for approval by the funds’ board;

·

Coordinate timing of financial statement preparation and filings; review as per certification requirements;

·

Assist with the negotiation of contracts related to audit fees and fees for services with service providers and independent accountants;

·

Represent the Trust as PFO at SEC examinations as required; and

·

Present materials to the Funds’ board, audit committees and senior management, as required or requested.