oversight
of the Funds’ sub-advisor. Under the Advisory Agreement, the Advisor has agreed,
at its own expense and without reimbursement from the Funds, to pay all expenses
of each Fund, except for: the fee paid to the Advisor pursuant to the Advisory
Agreement, interest expenses, taxes, acquired fund fees and expenses, brokerage
commissions and any other portfolio transaction related expenses and fees
arising out of transactions effected on behalf of the Funds, credit facility
fees and expenses, including interest expenses, and litigation and
indemnification expenses and other extraordinary expenses not incurred in the
ordinary course of the Funds’ business.
For
its services with respect to the Funds, the Advisor is entitled to receive an
annual advisory fee, calculated daily and payable monthly as a percentage of
each Fund’s average daily net assets, at a rate of 1.05%.
REX
Advisers, LLC (“REX”), a Delaware limited liability company and investment
adviser registered with the SEC, located in Fairfield, Connecticut, is an
independent sponsor of ETFs. REX’s research was used in the creation of the
Funds’ trading strategy. REX does not make investment decisions, provide
investment advice, or otherwise act in the capacity of an investment adviser to
the Funds. REX is not related to the Advisor, the Fund or any of the underlying
stocks of the Funds. REX makes no representation or warranty, express or
implied, to the owners of the Shares or any member of the public regarding the
advisability of investing in securities generally or in the Shares in
particular, or as to the ability of any Fund to meet its investment
objective.
The
Advisor has entered into an agreement with the Sponsor pursuant to which REX and
the Advisor have jointly assumed the obligation of the Advisor to pay all
expenses of the Funds, except Excluded Expenses. REX will also provide marketing
support for the Funds including, but not limited to, distributing the Funds’
materials and providing the Funds with access to and the use of REX’s other
marketing capabilities, including communications through print and electronic
media. For its services, REX is entitled to a fee from the Advisor, which is
calculated daily and paid monthly, based on a percentage of the average daily
net assets of the Funds.
Fund Administrator
Commonwealth
Fund Services, Inc. (“CFS”) acts as the Funds’ administrator. As administrator,
CFS supervises all aspects of the operations of the Fund except those performed
by the Advisor and the Sub-Advisor. For its services, fees to CFS are computed
daily and paid monthly. The Advisor pays these fees
monthly.