0001144204-10-068568 Sample Contracts

INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • December 28th, 2010 • AdvisorShares Trust • Delaware

AGREEMENT made as of this 21st day of December, 2010 by and between AdvisorShares Investments, LLC, a Delaware limited liability company with its principal place of business at 3 Bethesda Metro Center, Suite 700, Bethesda MD, 20814 (the “Adviser”) and Strategic Income Management, LLC, a Washington limited liability company with its principal place of business at 720 Olive Way, Suite 1675, Seattle, WA 98101 (the “Sub-Adviser”).

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EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • December 28th, 2010 • AdvisorShares Trust

EXPENSE LIMITATION AGREEMENT, effective as of December 21, 2010 by and between ADVISORSHARES INVESTMENTS, LLC (the "Adviser") and STRATEGIC INCOME MANAGEMENT, LLC (the "Sub-Adviser") (the "Agreement").

SCHEDULE A to the ADVISORY AGREEMENT dated June 2, 2009, amended as of December 28, 2010 between ADVISORSHARES TRUST and ADVISORSHARES INVESTMENTS, LLC
Advisory Agreement • December 28th, 2010 • AdvisorShares Trust

The Trust will pay to the Adviser as compensation for the Adviser’s services rendered, a fee, computed daily at an annual rate based on the average daily net assets of the respective Fund in accordance the following fee schedule:

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