Clarkston Fund. The Adviser agrees to limit the Total Annual Fund Operating Expenses (as defined in Item 3 of Form N-1A) of the Clarkston Fund (excluding shareholder servicing fees, brokerage expenses, interest expenses, taxes, acquired fund fees and expenses and extraordinary expenses) to an annual rate of 0.55% of the Clarkston Fund’s average daily net assets for the Institutional Class through January 31, 2019. The Adviser will reduce the fee payable with respect to the Clarkston Fund to the extent of such excess and/or shall reimburse the Clarkston Fund (or class as applicable) by the amount of such excess. If applicable, the waiver or reimbursement shall be allocated to each class of the Clarkston Fund in the same manner as the underlying expenses or fees were allocated.
Clarkston Fund. The Adviser agrees to limit the Total Annual Fund Operating Expenses (as defined in Item 3 of Form N-1A) of the Clarkston Fund (excluding shareholder servicing fees, brokerage expenses, interest expenses, taxes, acquired fund fees and expenses and extraordinary expenses) to an annual rate of 0.55% of the Clarkston Fund’s average daily net assets for the Institutional Class during the term of this Agreement. The Adviser will reduce the Management Fee payable by the Clarkston Fund and/or shall reimburse the Clarkston Fund (or class as applicable) to the extent the Fund’s Total Annual Fund Operating Expenses (excluding shareholder servicing fees, brokerage expenses, interest expenses, taxes, acquired fund fees and expenses and extraordinary expenses) exceed 0.55%. If applicable, the waiver and/or reimbursement shall be allocated to each class of the Clarkston Fund in the same manner as the underlying expenses or fees were allocated.
Clarkston Fund. The Adviser agrees to limit the Total Annual Fund Operating Expenses (as defined in Item 3 of Form N-1A) of the Clarkston Fund (excluding brokerage expenses, interest expenses, taxes, acquired fund fees and expenses and extraordinary expenses) to an annual rate of 0.70% of the Clarkston Fund’s average daily net assets for the Institutional Class through January 31, 2017. The Adviser will reduce the fee payable with respect to the Clarkston Fund to the extent of such excess and/or shall reimburse the Clarkston Fund (or class as applicable) by the amount of such excess. If applicable, the waiver or reimbursement shall be allocated to each class of the Clarkston Fund in the same manner as the underlying expenses or fees were allocated. The Adviser further agrees that such fee waivers and reimbursements for the Funds are effective as of August 14, 2015 and shall continue at least through January 31, 2017. The Adviser will be permitted to recover, on a class-by-class basis, expenses it has borne through this letter agreement to the extent that each Fund’s expenses in later periods fall below the annual rates set forth in this agreement or in previous letter agreements. Notwithstanding the foregoing, the Funds will not be obligated to pay any such deferred fees and expenses more than three years after the end of the fiscal year in which the fee and expenses were deferred. CLARKSTON CAPITAL PARTNERS, LLC By: /s/ Jxxxxxx X. Xxxxxx Name: Jxxxxxx X. Xxxxxx Title: CIO Your signature below acknowledges acceptance of this letter agreement: ALPS SERIES TRUST By: /s/ Jxxxxx X. Xxx Name: Jxxxxx X. Xxx Title: President
Clarkston Fund. INVESTMENT ADVISORY AGREEMENT This Agreement is made and entered into effective as of September 8, 2015, by and between the ALPS Series Trust (the “Trust”), a Delaware statutory trust, on behalf of the Clarkston Partners Fund and the Clarkston Fund, series of shares of the Trust (collectively, the “Funds” and individually, a “Fund”), and Clarkston Capital Partners, LLC, a Michigan limited liability company (the “Adviser”).
