EX-99.H 5 ex99h1.htm Exhibit No. EX-99.h.1

                                                           Exhibit No. EX-99.h.1


                       FUND ACCOUNTING SERVICING AGREEMENT

     THIS  AGREEMENT  is made and entered  into as of the 31st day of  December,
2007,  by and between  ACADEMY  FUNDS  TRUST,  a Delaware  statutory  trust (the
"Trust") and U.S.  BANCORP FUND  SERVICES,  LLC, a Wisconsin  limited  liability
company ("USBFS").

     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
is authorized to issue shares of beneficial  interest in separate  series,  with
each such series  representing  interests in a separate  portfolio of securities
and other assets;

     WHEREAS,  USBFS is, among other things, in the business of providing mutual
fund accounting services to investment companies; and

     WHEREAS,  the Trust desires to retain USBFS to provide accounting  services
to each series of the Trust  listed on Exhibit A hereto (as amended from time to
time) (each a "Fund" and collectively, the "Funds").

     NOW,  THEREFORE,  in  consideration  of the promises  and mutual  covenants
herein  contained,  and other good and  valuable  consideration,  the receipt of
which is hereby acknowledged, the parties hereto, intending to be legally bound,
do hereby agree as follows:

1.   Appointment of USBFS as Fund Accountant

     The Trust  hereby  appoints  USBFS as fund  accountant  of the Trust on the
     terms and conditions set forth in this Agreement,  and USBFS hereby accepts
     such appointment and agrees to perform the services and duties set forth in
     this Agreement. The services and duties of USBFS shall be confined to those
     matters expressly set forth herein, and no implied duties are assumed by or
     may be asserted against USBFS hereunder.

2.   Services and Duties of USBFS

     USBFS shall provide the following accounting services to the Fund:

     A.   Portfolio Accounting Services:

          (1)  Maintain portfolio records on a trade date+1 basis using security
               trade   information   communicated  from  the  Fund's  investment
               adviser.

          (2)  For each  valuation  date,  obtain  prices from a pricing  source
               approved  by the board of  trustees  of the Trust (the  "Board of
               Trustees") and apply those prices to the portfolio positions. For
               those  securities   where  market   quotations  are  not  readily
               available,  the Board of Trustees shall  approve,  in good faith,
               procedures for determining the fair value for such securities.

          (3)  Identify  interest  and  dividend  accrual  balances  as of  each
               valuation date and calculate  gross  earnings on investments  for
               each accounting period.

          (4)  Determine  gain/loss  on  security  sales  and  identify  them as
               short-term or long-term;  account for periodic  distributions  of
               gains or losses to shareholders and maintain  undistributed  gain
               or loss balances as of each valuation date.

          (5)  On a daily  basis,  reconcile  cash of the Fund  with the  Fund's
               custodian.

          (6)  Transmit  a  copy  of  the  portfolio  valuation  to  the  Fund's
               investment adviser daily.

          (7)  Review the impact of current day's activity on a per share basis,
               and review changes in market value.

     B.   Expense Accrual and Payment Services:

          (1)  For each valuation date, calculate the expense accrual amounts as
               directed by the Trust as to methodology, rate or dollar amount.

          (2)  Process and record  payments  for Fund  expenses  upon receipt of
               written authorization from the Trust.

          (3)  Account  for  Fund  expenditures  and  maintain  expense  accrual
               balances  at the level of  accounting  detail,  as agreed upon by
               USBFS and the Trust.

          (4)  Provide expense accrual and payment reporting.

     C.   Fund Valuation and Financial Reporting Services:

          (1)  Account for Fund share purchases,  sales,  exchanges,  transfers,
               dividend reinvestments, and other Fund share activity as reported
               by the Fund's transfer agent on a timely basis.

          (2)  Apply equalization accounting as directed by the Trust.

          (3)  Determine net  investment  income  (earnings)  for the Fund as of
               each  valuation  date.  Account  for  periodic  distributions  of
               earnings  to   shareholders   and  maintain   undistributed   net
               investment income balances as of each valuation date.

          (4)  Maintain  a  general  ledger  and  other  accounts,   books,  and
               financial records for the Fund in the form as agreed upon.

          (5)  Determine  the net  asset  value  of the  Fund  according  to the
               accounting  policies  and  procedures  set  forth  in the  Fund's
               current prospectus.

          (6)  Calculate per share net asset value, per share net earnings,  and
               other per share  amounts  reflective  of Fund  operations at such
               time as required by the nature and characteristics of the Fund.

          (7)  Communicate  to the Trust,  at an agreed upon time, the per share
               net asset value for each valuation date.

          (8)  Prepare  monthly reports that document the adequacy of accounting
               detail to support month-end ledger balances.

          (9)  Prepare monthly security transactions listings.

     D.   Tax Accounting Services:

          (1)  Maintain  accounting records for the investment  portfolio of the
               Fund  to  support  the  tax  reporting  required  for  "regulated
               investment companies" under the Internal Revenue Code of 1986, as
               amended (the "Code").

          (2)  Maintain tax lot detail for the Fund's investment portfolio.

          (3)  Calculate  taxable  gain/loss on security sales using the tax lot
               relief method designated by the Trust.

          (4)  Provide the  necessary  financial  information  to calculate  the
               taxable  components of income and capital gains  distributions to
               support tax reporting to the shareholders.

     E.   Compliance Control Services:

          (1)  Support  reporting  to  regulatory  bodies and support  financial
               statement  preparation  by making the Fund's  accounting  records
               available to the Trust,  the Securities  and Exchange  Commission
               (the "SEC"), and the independent accountants.

          (2)  Maintain  accounting  records  according  to  the  1940  Act  and
               regulations provided thereunder.

          (3)  Perform its duties  hereunder in compliance  with all  applicable
               laws  and   regulations   and  provide   any   sub-certifications
               reasonably   requested  by  the  Trust  in  connection  with  any
               certification   required   of   the   Trust   pursuant   to   the
               Sarbanes-Oxley  Act of 2002  (the  "SOX  Act")  or any  rules  or
               regulations promulgated by the SEC thereunder,  provided the same
               shall not be deemed to  change  USBFS's  standard  of care as set
               forth herein.

          (4)  Cooperate with the Trust's  independent  accountants and take all
               reasonable  action in the  performance of its  obligations  under
               this  Agreement to ensure that the necessary  information is made
               available to such accountants for the expression of their opinion
               on the Fund's financial  statements  without any qualification as
               to the scope of their examination.

3.   License of Data; Warranty; Termination of Rights

     A.   The valuation  information and evaluations being provided to the Trust
          by  USBFS  pursuant  hereto  (collectively,   the  "Data")  are  being
          licensed,  not sold, to the Trust.  The Trust has a limited license to
          use the Data only for purposes necessary to valuing the Trust's assets
          and reporting to regulatory bodies (the "License"). The Trust does not
          have any  license  nor right to use the Data for  purposes  beyond the
          intentions of this Agreement including,  but not limited to, resale to
          other  users or use to create  any type of  historical  database.  The
          License is non-transferable and not sub-licensable.  The Trust's right
          to use the Data cannot be passed to or shared with any other entity.

          The Trust  acknowledges  the  proprietary  rights  that  USBFS and its
          suppliers have in the Data.

     B.   THE TRUST HEREBY ACCEPTS THE DATA AS IS, WHERE IS, WITH NO WARRANTIES,
          EXPRESS OR IMPLIED,  AS TO  MERCHANTABILITY OR FITNESS FOR ANY PURPOSE
          OR ANY OTHER MATTER.

     C.   USBFS  may stop  supplying  some or all Data to the  Trust if  USBFS's
          suppliers  terminate  any  agreement to provide  Data to USBFS.  Also,
          USBFS  may  stop  supplying  some or all  Data to the  Trust  if USBFS
          reasonably  believes  that the Trust is using the Data in violation of
          the License,  or breaching its duties of confidentiality  provided for
          hereunder,  or if any of  USBFS's  suppliers  demand  that the Data be
          withheld from the Trust. USBFS will provide notice to the Trust of any
          termination of provision of Data as soon as reasonably possible.

4.   Pricing of Securities

     A.   For each  valuation  date,  USBFS shall  obtain  prices from a pricing
          source  recommended by USBFS and approved by the Board of Trustees and
          apply those prices to the portfolio  positions of the Fund.  For those
          securities  where market  quotations  are not readily  available,  the
          Board  of  Trustees  shall  approve,  in good  faith,  procedures  for
          determining the fair value for such securities.

          If the Trust  desires to provide a price  that  varies  from the price
          provided by the pricing  source,  the Trust shall promptly  notify and
          supply  USBFS with the price of any such  security  on each  valuation
          date.  All  pricing  changes  made by the Trust will be in writing and
          must specifically identify the securities to be changed by CUSIP, name
          of security, new price or rate to be applied, and, if applicable,  the
          time period for which the new price(s) is/are effective.

     B.   In the  event  that the  Trust at any time  receives  Data  containing
          evaluations,  rather than market quotations, for certain securities or
          certain  other  data  related  to  such   securities,   the  following
          provisions will apply: (i) the Trust  acknowledges there may be errors
          or defects in the software, databases, or methodologies generating the
          evaluations  that may cause resultant  evaluations to be inappropriate
          for use in  certain  applications;  and (iii) the  Trust  assumes  all
          responsibility   for   edit   checking,   external   verification   of
          evaluations,   and  ultimately  the   appropriateness  of  using  Data
          containing  evaluations,  regardless  of any efforts made by USBFS and
          its suppliers in this respect.

5.   Changes in Accounting Procedures

     Any  resolution  passed by the Board of Trustees  that  affects  accounting
     practices  and  procedures  under this  Agreement  shall be effective  upon
     written receipt of notice and acceptance by USBFS.

6.   Changes in Equipment, Systems, Etc.

     USBFS  reserves the right to make  changes  from time to time,  as it deems
     advisable,  relating to its systems,  programs,  rules, operating schedules
     and equipment, so long as such changes do not adversely affect the services
     provided to the Trust under this Agreement.

7.   Compensation

     USBFS shall be  compensated  for  providing  the services set forth in this
     Agreement in accordance with the fee schedule set forth on Exhibit B hereto
     (as amended from time to time).  USBFS shall also be  compensated  for such
     out-of-pocket  expenses  (e.g.,   telecommunication  charges,  postage  and
     delivery charges,  and reproduction  charges) as are reasonably incurred by
     USBFS in performing its duties hereunder. The Trust shall pay all such fees
     and reimbursable  expenses within 30 calendar days following receipt of the
     billing  notice,  except  for any fee or  expense  subject  to a good faith
     dispute.  The Trust shall notify USBFS in writing  within 30 calendar  days
     following  receipt of each invoice if the Trust is disputing any amounts in
     good faith.  The Trust shall pay such disputed  amounts  within 10 calendar
     days of the day on which the parties  agree to the amount to be paid.  With
     the exception of any fee or expense the Trust is disputing in good faith as
     set forth above,  unpaid  invoices  shall accrue a finance charge of 1 1/2%
     per month after the due date.  Notwithstanding  anything  to the  contrary,
     amounts owed by the Trust to USBFS shall only be paid out of the assets and
     property of the particular Fund involved.

8.   Representations and Warranties

     A.   The  Trust   hereby   represents   and   warrants   to  USBFS,   which
          representations  and  warranties  shall  be  deemed  to be  continuing
          throughout the term of this Agreement, that:

          (1)  It  is  duly  organized  and  existing  under  the  laws  of  the
               jurisdiction of its organization, with full power to carry on its
               business as now  conducted,  to enter into this  Agreement and to
               perform its obligations hereunder;

          (2)  This Agreement has been duly  authorized,  executed and delivered
               by  the  Trust  in  accordance  with  all  requisite  action  and
               constitutes a valid and legally binding  obligation of the Trust,
               enforceable 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; and

          (3)  It is  conducting  its  business in  compliance  in all  material
               respects with all applicable laws and regulations, both state and
               federal,  and has obtained all regulatory  approvals necessary to
               carry on its  business  as now  conducted;  there is no  statute,
               rule,  regulation,  order  or  judgment  binding  on  it  and  no
               provision  of its charter,  bylaws or any contract  binding it or
               affecting  its property  which would  prohibit  its  execution or
               performance of this Agreement.

     B.   USBFS   hereby   represents   and   warrants   to  the  Trust,   which
          representations  and  warranties  shall  be  deemed  to be  continuing
          throughout the term of this Agreement, that:

          (1)  It  is  duly  organized  and  existing  under  the  laws  of  the
               jurisdiction of its organization, with full power to carry on its
               business as now  conducted,  to enter into this  Agreement and to
               perform its obligations hereunder;

          (2)  This Agreement has been duly  authorized,  executed and delivered
               by USBFS in accordance with all requisite  action and constitutes
               a valid and legally binding  obligation of USBFS,  enforceable 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; and

          (3)  It is  conducting  its  business in  compliance  in all  material
               respects with all applicable laws and regulations, both state and
               federal,  and has obtained all regulatory  approvals necessary to
               carry on its  business  as now  conducted;  there is no  statute,
               rule,  regulation,  order  or  judgment  binding  on  it  and  no
               provision  of its charter,  bylaws or any contract  binding it or
               affecting  its property  which would  prohibit  its  execution or
               performance of this Agreement.

9.   Standard of Care; Indemnification; Limitation of Liability

     A.   USBFS shall exercise  reasonable care in the performance of its duties
          under this Agreement and any related  agreement  between USBFS and its
          suppliers.  Neither  USBFS nor its  suppliers  shall be liable for any
          error of  judgment  or mistake of law or for any loss  suffered by the
          Trust or any third  party in  connection  with its  duties  under this
          Agreement and any related  agreement  between USBFS and its suppliers,
          including losses  resulting from mechanical  breakdowns or the failure
          of communication  or power supplies beyond USBFS's  control,  except a
          loss  arising  out of or  relating  to  USBFS's  refusal or failure to
          comply  with  the  terms  of this  Agreement  or from  its bad  faith,
          negligence,  or willful  misconduct in the  performance  of its duties
          under this  Agreement.  Notwithstanding  any other  provision  of this
          Agreement,  and any related agreement between USBFS an dits suppliers,
          if USBFS  has  exercised  reasonable  care in the  performance  of its
          duties  under  this  Agreement,  the Trust  shall  indemnify  and hold
          harmless  USBFS and its suppliers from and against any and all claims,
          demands,  losses,  expenses,  and  liabilities of any and every nature
          (including reasonable attorneys' fees) that USBFS or its suppliers may
          sustain  or  incur  or  that  may be  asserted  against  USBFS  or its
          suppliers  by any person  arising  out of or related to (X) any action
          taken  or  omitted  to  be  taken  by it in  performing  the  services
          hereunder (i) in accordance with the foregoing  standards,  or (ii) in
          reliance upon any written or oral instruction provided to USBFS by any
          duly  authorized  officer of the Trust,  as  approved  by the Board of
          Trustees of the Trust, or (Y) the Data, or any  information,  service,
          report, analysis or publication derived therefrom,  except for any and
          all claims, demands,  losses, expenses, and liabilities arising out of
          or relating to USBFS's or its suppliers'  refusal or failure to comply
          with the terms of this  Agreement  and any related  agreement  between
          USBFS and its suppliers or from their bad faith, negligence or willful
          misconduct in the  performance  of its duties under this  Agreement or
          any related agreement between USBFS and its suppliers.  This indemnity
          shall be a continuing  obligation  of the Trust,  its  successors  and
          assigns, notwithstanding the termination of this Agreement. As used in
          this  paragraph,  the term "USBFS"  shall include  USBFS's  directors,
          officers and employees.

          The Trust acknowledges that the Data are intended for use as an aid to
          institutional  investors,   registered  brokers  or  professionals  of
          similar   sophistication  in  making  informed  judgments   concerning
          securities.  The Trust accepts responsibility for, and acknowledges it
          exercises its own independent  judgment in, its selection of the Data,
          its  selection  of the use or  intended  use of such,  and any results
          obtained.  Nothing  contained herein shall be deemed to be a waiver of
          any  rights  existing  under  applicable  law  for the  protection  of
          investors.

          USBFS shall indemnify and hold the Trust harmless from and against any
          and all claims, demands,  losses, expenses, and liabilities of any and
          every nature (including reasonable attorneys' fees) that the Trust may
          sustain  or incur or that may be  asserted  against  the  Trust by any
          person arising out of any action taken or omitted to be taken by USBFS
          or its  suppliers  as a result of USBFS's  refusal  or its  suppliers'
          refusal or failure to comply with the terms of this  Agreement  or any
          related  agreement  between USBFS and its  suppliers,  or from its bad
          faith,  negligence,  or willful misconduct in the performance of their
          duties under this Agreement or any related agreement between USBFS and
          its  suppliers.  This  indemnity  shall be a continuing  obligation of
          USBFS, its successors and assigns,  notwithstanding the termination of
          this  Agreement.  As used in this  paragraph,  the term "Trust"  shall
          include the Trust's directors, officers and employees.

          In the event of a mechanical  breakdown or failure of communication or
          power  supplies  beyond its control,  USBFS shall take all  reasonable
          steps to  minimize  service  interruptions  for any  period  that such
          interruption  continues.  USBFS will make every  reasonable  effort to
          restore any lost or damaged data and correct any errors resulting from
          such a breakdown at the expense of USBFS.  USBFS agrees that it shall,
          at all times,  have  reasonable  contingency  plans  with  appropriate
          parties,  making reasonable  provision for emergency use of electrical
          data  processing  equipment  to the extent  appropriate  equipment  is
          available.  Representatives  of the Trust shall be entitled to inspect
          USBFS's premises and operating capabilities at any time during regular
          business hours of USBFS,  upon reasonable  notice to USBFS.  Moreover,
          USBFS  shall  provide  the  Trust,  at such  times  as the  Trust  may
          reasonably   require,   copies  of  reports  rendered  by  independent
          accountants on the internal  controls and procedures of USBFS relating
          to the services provided by USBFS under this Agreement.

          Notwithstanding  the above,  USBFS reserves the right to reprocess and
          correct administrative errors at its own expense.

          In no case  shall  either  party be  liable  to the  other for (i) any
          special,  indirect  or  consequential  damages,  loss  of  profits  or
          goodwill  (even if advised of the  possibility  of such);  or (ii) any
          delay by reason of circumstances beyond its control, including acts of
          civil or military authority, national emergencies, labor difficulties,
          fire,  mechanical  breakdown,  flood  or  catastrophe,  acts  of  God,
          insurrection,   war,   riots,   or  failure   beyond  its  control  of
          transportation or power supply.

     B.   In order that the indemnification provisions contained in this section
          shall apply,  it is understood  that if in any case the indemnitor may
          be asked to indemnify or hold the indemnitee harmless,  the indemnitor
          shall be fully and promptly  advised of all pertinent facts concerning
          the  situation  in  question,  and it is further  understood  that the
          indemnitee  will use all  reasonable  care to  notify  the  indemnitor
          promptly  concerning  any situation that presents or appears likely to
          present the probability of a claim for indemnification. The indemnitor
          shall have the option to defend the indemnitee  against any claim that
          may be the  subject  of this  indemnification.  In the event  that the
          indemnitor so elects,  it will so notify the  indemnitee and thereupon
          the indemnitor  shall take over complete defense of the claim, and the
          indemnitee shall in such situation  initiate no further legal or other
          expenses for which it shall seek  indemnification  under this section.
          The  indemnitee  shall  in no case  confess  any  claim  or  make  any
          compromise  in any  case in  which  the  indemnitor  will be  asked to
          indemnify the indemnitee  except with the  indemnitor's  prior written
          consent.

     C.   The indemnity and defense provisions set forth in this Section 9 shall
          indefinitely   survive  the  termination  and/or  assignment  of  this
          Agreement.

     D.   If USBFS is acting in another  capacity  for the Trust  pursuant  to a
          separate agreement, nothing herein shall be deemed to relieve USBFS of
          any of its obligations in such other capacity.

10.  Notification of Error

     The Trust will notify USBFS of any discrepancy between USBFS and the Trust,
     including,  but not limited to, failing to account for a security  position
     in the Fund's  portfolio,  upon the later to occur of:  (i) three  business
     days after  receipt of any  reports  rendered  by USBFS to the Trust;  (ii)
     three business days after discovery of any error or omission not covered in
     the  balancing or control  procedure;  or (iii) three  business  days after
     receiving notice from any shareholder regarding any such discrepancy.

11.  Data Necessary to Perform Services

     The Trust or its agent shall furnish to USBFS the data necessary to perform
     the  services  described  herein at such times and in such form as mutually
     agreed upon.

12.  Proprietary and Confidential Information

     A.   USBFS  agrees on behalf of itself  and its  directors,  officers,  and
          employees to treat  confidentially  and as proprietary  information of
          the Trust, all records and other information relative to the Trust and
          prior, present, or potential shareholders of the Trust (and clients of
          said  shareholders),  and not to use such records and  information for
          any purpose other than the  performance  of its  responsibilities  and
          duties hereunder,  except (i) after prior notification to and approval
          in writing  by the Trust,  which  approval  shall not be  unreasonably
          withheld  and may not be withheld  where USBFS may be exposed to civil
          or criminal  contempt  proceedings  for  failure to comply,  (ii) when
          requested to divulge such information by duly constituted authorities,
          or (iii) when so requested by the Trust. Records and other information
          which have become known to the public through no wrongful act of USBFS
          or any of its employees,  agents or  representatives,  and information
          that was already in the  possession of USBFS prior to receipt  thereof
          from the Trust or its agent, shall not be subject to this paragraph.

          Further,  USBFS will  adhere to the  privacy  policies  adopted by the
          Trust  pursuant  to Title V of the  Gramm-Leach-Bliley  Act, as may be
          modified from time to time. In this regard,  USBFS shall have in place
          and maintain physical, electronic and procedural safeguards reasonably
          designed to protect the  security,  confidentiality  and integrity of,
          and  to  prevent  unauthorized  access  to  or  use  of,  records  and
          information relating to the Trust and its shareholders.

     B.   The  Trust,  on behalf  of  itself  and its  trustees,  officers,  and
          employees,  will maintain the confidential  and proprietary  nature of
          the Data and agrees to protect  it using the same  efforts,  but in no
          case less than  reasonable  efforts,  that it uses to protect  its own
          proprietary and confidential information.

13.  Records

     USBFS shall keep records relating to the services to be performed hereunder
     in the form and manner,  and for such period,  as it may deem advisable and
     is  agreeable  to the  Trust,  but not  inconsistent  with  the  rules  and
     regulations of appropriate government authorities,  in particular,  Section
     31 of the 1940 Act and the rules  thereunder.  USBFS  agrees  that all such
     records  prepared or  maintained  by USBFS  relating to the  services to be
     performed  by USBFS  hereunder  are the  property  of the Trust and will be
     preserved,   maintained,   and  made  available  in  accordance  with  such
     applicable  sections  and  rules  of the  1940  Act and  will  be  promptly
     surrendered  to the Trust or its  designee  on and in  accordance  with its
     request.

14.  Compliance with Laws

     The Trust has and retains primary responsibility for all compliance matters
     relating to the Fund, including but not limited to compliance with the 1940
     Act,  the Code,  the SOX Act,  the USA Patriot Act of 2002 and the policies
     and  limitations  of the Fund relating to its portfolio  investments as set
     forth in its current  prospectus  and statement of additional  information.
     USBFS's   services   hereunder   shall  not   relieve   the  Trust  of  its
     responsibilities  for assuring  such  compliance  or the Board of Trustee's
     oversight responsibility with respect thereto.

15.  Term of Agreement; Amendment

     This  Agreement  shall become  effective as of the date first written above
     and will continue in effect for a period of three (3) years.  Subsequent to
     the initial  three-year  term,  this  Agreement may be terminated by either
     party upon giving 90 days prior  written  notice to the other party or such
     shorter period as is mutually  agreed upon by the parties.  Notwithstanding
     the  foregoing,  this  Agreement  may be  terminated  by any party upon the
     breach of the other party of any  material  term of this  Agreement if such
     breach  is not  cured  within  15 days of  notice  of  such  breach  to the
     breaching  party.  This  Agreement  may not be amended or  modified  in any
     manner  except by written  agreement  executed by USBFS and the Trust,  and
     authorized or approved by the Board of Trustees.

16.  Duties in the Event of Termination

          In the event that, in connection with termination,  a successor to any
          of USBFS's duties or  responsibilities  hereunder is designated by the
          Trust by  written  notice to USBFS,  USBFS  will  promptly,  upon such
          termination  and at  the  expense  of  the  Trust,  transfer  to  such
          successor all relevant books,  records,  correspondence and other data
          established  or  maintained  by USBFS under this  Agreement  in a form
          reasonably acceptable to the Trust (if such form differs from the form
          in which  USBFS  has  maintained  the same,  the  Trust  shall pay any
          expenses associated with transferring the data to such form), and will
          cooperate  in  the  transfer  of  such  duties  and  responsibilities,
          including  provision  for  assistance  from  USBFS's  personnel in the
          establishment of books,  records and other data by such successor.  If
          no such  successor is designated,  then such books,  records and other
          data shall be returned to the Trust.

17.  Early Termination

     In the absence of any material breach of this  Agreement,  should the Trust
     elect to terminate this  Agreement  prior to the end of the term, the Trust
     agrees to pay the following fees:

     a.   all monthly  fees  through  the life of the  contract,  including  the
          rebate of any negotiated discounts;

     b.   all fees  associated  with  converting  services to successor  service
          provider;

     c.   all fees  associated  with any record  retention  and/or tax reporting
          obligations  that may not be  eliminated  due to the  conversion  to a
          successor service provider; d. all out-of-pocket costs associated with
          a-c above.


18.  Assignment

     This  Agreement  shall extend to and be binding upon the parties hereto and
     their  respective  successors  and assigns;  provided,  however,  that this
     Agreement  shall not be assignable by the Trust without the written consent
     of USBFS, or by USBFS without the written consent of the Trust  accompanied
     by the authorization or approval of the Trust's Board of Trustees.

19.  Governing Law

     This Agreement  shall be construed in accordance with the laws of the State
     of Wisconsin,  without regard to conflicts of law principles. To the extent
     that  the  applicable  laws  of  the  State  of  Wisconsin,  or  any of the
     provisions herein, conflict with the applicable provisions of the 1940 Act,
     the latter shall control, and nothing herein shall be construed in a manner
     inconsistent with the 1940 Act or any rule or order of the SEC thereunder.

20.  No Agency Relationship

     Nothing  herein  contained  shall be deemed to authorize or empower  either
     party to act as agent for the other party to this Agreement,  or to conduct
     business  in the  name,  or for the  account,  of the  other  party to this
     Agreement.

21.  Services Not Exclusive

     Nothing in this  Agreement  shall  limit or restrict  USBFS from  providing
     services to other  parties  that are similar or identical to some or all of
     the services provided hereunder.

22.  Invalidity

     Any  provision  of this  Agreement  which may be  determined  by  competent
     authority to be prohibited or unenforceable  in any jurisdiction  shall, as
     to such  jurisdiction,  be ineffective to the extent of such prohibition or
     unenforceability  without invalidating the remaining provisions hereof, and
     any such  prohibition or  unenforceability  in any  jurisdiction  shall not
     invalidate   or  render   unenforceable   such   provision   in  any  other
     jurisdiction.  In such case,  the  parties  shall in good  faith  modify or
     substitute  such  provision  consistent  with the  original  intent  of the
     parties.

23.  Notices

     Any notice  required or  permitted to be given by either party to the other
     shall be in  writing  and shall be  deemed  to have been  given on the date
     delivered  personally  or by courier  service,  or three days after sent by
     registered or certified mail, postage prepaid, return receipt requested, or
     on the date sent and confirmed  received by facsimile  transmission  to the
     other party's address set forth below:

     Notice to USBFS shall be sent to:

     U.S. Bancorp Fund Services, LLC
     615 East Michigan Street
     Milwaukee, WI  53202


     and notice to the Trust shall be sent to:

     Academy Funds Trust
     c/o Academy Asset Management, LLC
     1735 Market St., Suite 3930
     Philadelphia, PA 19103


24.  Multiple Originals

     This Agreement may be executed on two or more  counterparts,  each of which
     when so executed shall be deemed to be an original,  but such  counterparts
     shall together constitute but one and the same instrument.

     IN WITNESS  WHEREOF,  the parties  hereto have caused this  Agreement to be
executed by a duly authorized officer on one or more counterparts as of the date
first above written.


ACADEMY FUNDS TRUST                         U.S. BANCORP FUND SERVICES, LLC


By:________________________________         By:______________________________


Name:_____________________________          Name: Michael R. McVoy


Title:______________________________        Title: Executive Vice President






                                    Exhibit A
                                     to the
                       Fund Accounting Servicing Agreement

                                   Fund Names

                     Separate Series of Academy Funds Trust



Name of Series                                     Date Added
Academy Core Equity Fund                           On or after 12/31/2007
Academy Select Opportunities Fund                  On or after 12/31/2007

Date Added