0000894189-20-005990 Sample Contracts

INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • August 5th, 2020 • Managed Portfolio Series • Delaware

This AGREEMENT is made as of the […] day of August, 2020, by and between Tortoise Capital Advisors, L.L.C., a Delaware limited liability company (the “Adviser”), and Ecofin Advisors Limited, a company incorporated in England and Wales (the “Sub-Adviser”), and Managed Portfolio Series, a Delaware statutory trust (the “Trust”) on behalf of the Ecofin Global Renewables Infrastructure Fund (the “Fund”).

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MANAGED PORTFOLIO SERIES OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • August 5th, 2020 • Managed Portfolio Series • Delaware

THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) is made as of the […] day of August, 2020, 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 Tortoise Capital Advisors, L.L.C., a Delaware Limited Liability Company (the “Adviser”).

AMENDMENT TO THE MANAGED PORTFOLIO SERIES FUND ACCOUNTING SERVICING AGREEMENT
Accounting Servicing Agreement • August 5th, 2020 • Managed Portfolio Series

THIS AMENDMENT dated as of the 5th day of May, 2020, to the Fund Accounting Servicing Agreement, dated as of April 6, 2011, as amended (the “Agreement”), is entered into by and between Managed Portfolio Series, a Delaware statutory trust (the “Trust”) and U.S. Bancorp Fund Services, LLC, a Wisconsin limited liability company (“USBFS”).

AMENDMENT TO THE MANAGED PORTFOLIO SERIES FUND ADMINISTRATION SERVICING AGREEMENT
Administration Servicing Agreement • August 5th, 2020 • Managed Portfolio Series

THIS AMENDMENT dated as of the 5th day of May, 2020, to the Fund Administration Servicing Agreement, dated as of April 6, 2011, as amended (the “Agreement”), is entered into by and between Managed Portfolio Series, a Delaware statutory trust (the “Trust”) and U.S. Bancorp Fund Services, LLC, a Wisconsin limited liability company (“USBFS”).

AMENDMENT TO THE MANAGED PORTFOLIO SERIES TRANSFER AGENT SERVICING AGREEMENT
Agent Servicing Agreement • August 5th, 2020 • Managed Portfolio Series

THIS AMENDMENT dated as of the 5th day of May, 2020, to the Transfer Agent Servicing Agreement, dated as of April 6, 2011, as amended (the “Agreement”), is entered into by and between Managed Portfolio Series, a Delaware statutory trust (the “Trust”) and U.S. Bancorp Fund Services, LLC, a Wisconsin limited liability company (“USBFS”).

AMENDMENT TO THE MANAGED PORTFOLIO SERIES CUSTODY AGREEMENT
Custody Agreement • August 5th, 2020 • Managed Portfolio Series

THIS AMENDMENT dated as of the 5th day of May, 2020 to the Custody Agreement, dated as of April 6, 2011, as amended (the "Agreement"), is entered into by and between Managed Portfolio Series, a Delaware statutory trust (the "Trust") and U.S. Bank National Association, a national banking association (the "Custodian").

SECOND AMENDMENT TO THE INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • August 5th, 2020 • Managed Portfolio Series

THIS SECOND AMENDMENT dated as of the […] day of August, 2020, to the Investment Advisory Agreement, dated as of January 31, 2018, as amended (the “Agreement”), is entered into by and between Managed Portfolio Series, a Delaware statutory trust (“Trust”) and Tortoise Capital Advisors, L.L.C., a Delaware limited liability company (the “Adviser”).

AMENDMENT TO THE MANAGED PORTFOLIO SERIES DISTRIBUTION AGREEMENT
Distribution Agreement • August 5th, 2020 • Managed Portfolio Series

THIS AMENDMENT dated as of the , 2020, to the Distribution Agreement, dated as of March 31st, 2020, (the “Agreement”), is entered into by and between MANAGED PORTFOLIO SERIES, a Delaware statutory trust (the “Trust”) on behalf of its series, QUASAR DISTRIBUTORS, LLC, a Delaware limited liability company (the “Distributor”) and Tortoise Capital Advisors, L.L.C, a Delaware limited liability company, (the “Adviser”).

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