0001104659-13-029411 Sample Contracts

CUSTODIAN CONTRACT
Custodian Contract • April 15th, 2013 • AIP Series Trust • New York

This Contract dated as of March 7, 2008, between each fund or series of a fund listed on Appendix A, severally and not jointly, which evidences its agreement to be bound hereby by executing a copy of this Contract (each such Fund is individually hereinafter referred to as the “Fund”), and State Street Bank and Trust Company, a Massachusetts trust company, having its principal place of business at One Lincoln Street, Boston, Massachusetts, 02111 (hereinafter called the “Custodian”), to be effective as of the dates on Appendix A,

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DISTRIBUTION AGREEMENT
Distribution Agreement • April 15th, 2013 • AIP Series Trust • New York

AGREEMENT made this day of , 2013, between AIP SERIES TRUST, a Delaware statutory trust (the “Fund”), and MORGAN STANLEY DISTRIBUTION, INC, a Pennsylvania corporation (the “Distributor”).

INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • April 15th, 2013 • AIP Series Trust • New York

INVESTMENT ADVISORY AGREEMENT made this day of , 2013 by and between AIP Series Trust, a Delaware statutory trust (the “Fund”), and Morgan Stanley AIP GP LP, a Delaware limited partnership (the “Adviser”).

TRANSFER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • April 15th, 2013 • AIP Series Trust • New York

THIS AGREEMENT made as of June 1, 2010, by and between the MORGAN STANLEY RETAIL FUNDS listed on Appendix A hereto (each, a “Fund” and collectively, the “Funds”) , and MORGAN STANLEY SERVICES COMPANY INC. (“MSSCI”).

ADMINISTRATION AGREEMENT
Administration Agreement • April 15th, 2013 • AIP Series Trust • New York

ADMINISTRATION AGREEMENT dated as of , 2013 between AIP SERIES TRUST, a Delaware statutory trust (the “Fund”) and MORGAN STANLEY INVESTMENT MANAGEMENT INC., a Delaware corporation (“MSIM”).

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