0000894189-10-002932 Sample Contracts

DISTRIBUTION AGREEMENT
Distribution Agreement • August 13th, 2010 • Advisors Series Trust • Wisconsin

THIS AGREEMENT is made and entered into as of this 3rd day of June, 2010, by and between ADVISORS SERIES TRUST, a Delaware business trust (the “Trust”) and QUASAR DISTRIBUTORS, LLC, a Delaware limited liability company (the “Distributor”). O’SHAUGHNESSY ASSET MANAGEMENT, LLC, a Delaware limited liability company and the investment advisor to the Trust (the “Advisor”), is a party hereto with respect to Section 5 only.

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ADVISORS SERIES TRUST INVESTMENT ADVISORY AGREEMENT with O’Shaughnessy Asset Management, LLC
Investment Advisory Agreement • August 13th, 2010 • Advisors Series Trust • Delaware

THIS INVESTMENT ADVISORY AGREEMENT is made as of the 16th day of August, 2010, by and between Advisors Series Trust, a Delaware business trust (hereinafter called the “Trust”), on behalf of the series of the Trust indicated on Schedule A, which may be amended from time to time, (each a “Fund”, and together the “Funds”) and O’Shaughnessy Asset Management, LLC, a Delaware limited liability company (hereinafter called the “Advisor”).

AMENDMENT TO THE ADVISORS SERIES TRUST CUSTODY AGREEMENT
Advisors Series Trust • August 13th, 2010 • Advisors Series Trust

THIS AMENDMENT dated as of the 3rd day of June, 2010, to the Custody Agreement, dated as of June 6, 2006, as amended (the "Agreement"), is entered into by and between Advisors Series Trust, a Delaware statutory trust (the "Trust") and U.S. Bank National Association, a national banking association (the "Custodian").

AMENDMENT TO THE ADVISORS SERIES TRUST FUND ADMINISTRATION SERVICING AGREEMENT
Advisors Series Trust • August 13th, 2010 • Advisors Series Trust

THIS AMENDMENT dated as of the 3rd day of June, 2010, to the Fund Administration Servicing Agreement, dated as of June 8, 2006, as amended (the "Agreement"), is entered into by and between Advisors Series Trust, a Delaware statutory trust (the "Trust") and U.S. Bancorp Fund Services, LLC, a Wisconsin limited liability company ("USBFS").

ADVISORS SERIES TRUST FUND ACCOUNTING SERVICING AGREEMENT
Advisors Series Trust • August 13th, 2010 • Advisors Series Trust

THIS AMENDMENT dated as of the 3rd day of June, 2010, to the Fund Accounting Servicing Agreement, dated as of June 8, 2006, as amended (the "Agreement"), is entered into by and between Advisors Series Trust, a Delaware statutory trust (the "Trust") and U.S. Bancorp Fund Services, LLC, a Wisconsin limited liability company ("USBFS").

ADVISORS SERIES TRUST OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • August 13th, 2010 • Advisors Series Trust • Delaware

THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) is effective as of August 16th, 2010 by and between ADVISORS SERIES TRUST, a Delaware statutory trust (the “Trust”), on behalf of each series listed in Appendix A as attached hereto (which may have multiple classes (each a “Class”)), each a series of the Trust (each a “Fund”), and the investment adviser of the Fund(s), O’Shaughnessy Asset Management, LLC. (the “Advisor”).

AMENDMENT TO THE ADVISORS SERIES TRUST TRANSFER AGENT SERVICING AGREEMENT
Advisors Series Trust • August 13th, 2010 • Advisors Series Trust

THIS AMENDMENT dated as of the 3rd day of June, 2010, to the Transfer Agent Servicing Agreement, dated as of June 8, 2006, as amended (the "Agreement"), is entered into by and between Advisors Series Trust, a Delaware statutory trust (the "Trust") and U.S. Bancorp Fund Services, LLC, a Wisconsin limited liability company ("USBFS").

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