0001144204-09-043740 Sample Contracts

FORM OF DISTRIBUTION AGREEMENT
Distribution Agreement • August 14th, 2009 • Investment Managers Series Trust • Delaware

THIS AGREEMENT is made and entered into as of this ___ day of ____________ 2009, by and among Investment Managers Series Trust, a Delaware Statutory Trust (the “Client”), Liberty Street Advisors, Inc., a New York corporation (the “Adviser”) and Foreside Fund Services, LLC, a Delaware limited liability company (the “Distributor”).

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FORM OF INVESTMENT ADVISORY AGREEMENT BETWEEN INVESTMENT MANAGERS SERIES TRUST AND LIBERTY STREET ADVISORS, INC.
Investment Advisory Agreement • August 14th, 2009 • Investment Managers Series Trust • Delaware

THIS INVESTMENT ADVISORY AGREEMENT (the “Agreement”), dated as of ______________, between the Investment Managers Series Trust, a Delaware statutory trust (the “Trust”), on behalf of its series listed in Appendix A, as amended from time to time (the “Fund”), and Liberty Street Advisors, Inc., a New York corporation (the “Advisor”).

INVESTMENT MANAGERS SERIES TRUST FORM OF OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • August 14th, 2009 • Investment Managers Series Trust • Delaware

THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) is effective as of ____________ by and between INVESTMENT MANAGERS SERIES TRUST, a Delaware statutory trust (the “Trust”), on behalf of its series listed in Appendix A, as amended from time to time (the “Fund”), a series of the Trust, and the Advisor of the Fund, Liberty Street Advisors, Inc. (the “Advisor”).

FORM OF SUBADVISORY AGREEMENT BETWEEN LIBERTY STREET ADVISORS, INC. AND HORIZON ASSET MANAGEMENT, INC.
Subadvisory Agreement • August 14th, 2009 • Investment Managers Series Trust • Delaware

AGREEMENT made as of the _____________, 2009, by and between Liberty Street Advisors, Inc., a New York corporation with its principal office and place of business at 125 Maiden Lane, Floor 6, New York, NY 10038 (the “Adviser”) and Horizon Asset Management, Inc., a New York corporation with its principal office and place of business at 470 Park Avenue South, 4th Floor South, New York, NY 10016 (the “Subadviser”).

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