0001144204-11-053588 Sample Contracts

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FIFTH AMENDMENT TO ADVISORSHARES ETF DISTRIBUTION AGREEMENT
Advisorshares Etf Distribution Agreement • September 16th, 2011 • AdvisorShares Trust

This Fifth Amendment (the “Amendment”) to the AdvisorShares Trust ETF Distribution Agreement (the “Agreement”) dated as of June 25, 2009, as amended, by and between AdvisorShares Trust, a Delaware statutory trust (the “Trust”) and Foreside Fund Services, LLC, a Delaware limited liability company (the “Distributor”) is entered into as of August 30, 2011 (the “Effective Date”).

Investment Advisory Representative Services and Code of Ethics
Investment Advisory Agreement • September 16th, 2011 • AdvisorShares Trust

The purpose of this agreement is to identify the products and services to be provided by First Affirmative Financial Network, LLC (“First Affirmative”) and the duties and responsibilities of the investment professionals and access persons who are registered with or employed by the firm (hereafter referred to as “IARs”). Each First Affirmative employee and IAR is asked to review and certify his/her understanding of the information below and the policies currently in force, as discussed and disclosed below, on an annual basis.

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