0000894189-15-006285 Sample Contracts

INVESTMENT MANAGEMENT AGREEMENT Stone Ridge Reinsurance Risk Premium Interval Sub Fund Ltd
Investment Management Agreement • December 10th, 2015 • Stone Ridge Trust II • New York

This INVESTMENT MANAGEMENT AGREEMENT, dated and effective as of _______, 2015 (the “Agreement”), is by and between Stone Ridge Asset Management LLC, a Delaware limited liability company (the “Investment Manager”) and Stone Ridge Reinsurance Risk Premium Interval Sub Fund Ltd (“Reinsurance Risk Premium Interval Sub Fund” or the “Fund”), a Cayman Islands exempted company and a wholly-owned subsidiary of Stone Ridge Reinsurance Risk Premium Interval Fund (“Reinsurance Risk Premium Interval Fund”), a closed-end management investment company registered under the Investment Company Act of 1940, as amended (the “Investment Company Act”), and a series of Stone Ridge Trust II, a Delaware statutory trust. The purpose of Reinsurance Risk Premium Interval Sub Fund is to facilitate the implementation of Reinsurance Risk Premium Interval Fund’s investment strategies.

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