0000894189-17-000999 Sample Contracts

MANAGED PORTFOLIO SERIES OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • February 24th, 2017 • Managed Portfolio Series • Delaware

THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) is made as of the 22nd day of February 2017, by and between Managed Portfolio Series, a Delaware statutory trust (the “Trust”), on behalf of the series of the Trust listed on Appendix A, which may be amended from time to time (each a “Fund” and together the “Funds”), and Muhlenkamp & Company, Inc., a Pennsylvania corporation (the “Adviser”).

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FIRST AMENDMENT TO THE INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • February 24th, 2017 • Managed Portfolio Series

THIS FIRST AMENDMENT dated as of the 22nd day of February, 2017, to the Investment Advisory Agreement, dated as of May 21, 2014 (the “Agreement”), is entered into by and between Managed Portfolio Series, a Delaware statutory trust (“Trust”) and Muhlenkamp & Company, Inc., a Pennsylvania corporation (“Adviser”).

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