0001193125-12-371742 Sample Contracts

FINANCIAL INVESTORS TRUST JEFFERIES ASSET MANAGEMENT COMMODITY STRATEGY ALLOCATION FUND INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • August 28th, 2012 • Financial Investors Trust • Colorado

This Investment Advisory Agreement (the “Agreement”) is made and entered into as of this 1st day of November, 2011, by and between ALPS Advisors, Inc., a Colorado corporation (the “Adviser”), and Financial Investors Trust, a Delaware statutory trust (the “Trust”), regarding the Fund listed in Appendix A (the “Fund”).

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FINANCIAL INVESTORS TRUST DISTRIBUTION AGREEMENT
Distribution Agreement • August 28th, 2012 • Financial Investors Trust • Colorado

THIS AGREEMENT is made as of March 16, 2012, between Financial Investors Trust, organized as a statutory trust under the laws of the State of Delaware (the “Fund”), and ALPS Distributors, Inc., a Colorado corporation (“ALPS”).

FINANCIAL INVESTORS TRUST CHIEF COMPLIANCE OFFICER SERVICES AGREEMENT
Chief Compliance Officer Services Agreement • August 28th, 2012 • Financial Investors Trust • Colorado

This Chief Compliance Officer Services Agreement (this “Agreement”) is effective as of March 16, 2012 (the “Effective Date”) by and between FINANCIAL INVESTORS TRUST, a Delaware statutory trust (the “Trust”), on behalf of the series listed in Exhibit A hereto (the “Fund”), as such exhibit may be modified from time to time by written agreement of the parties hereto, and ALPS FUND SERVICES, INC. (“ALPS”), a Colorado corporation.

FINANCIAL INVESTORS TRUST ASPEN MANAGED FUTURES STRATEGY FUND DISTRIBUTION AGREEMENT
Distribution Agreement • August 28th, 2012 • Financial Investors Trust • Colorado

THIS AGREEMENT is made as of November 1, 2011, between Financial Investors Trust, organized as a statutory trust under the laws of the State of Delaware (the “Trust”), and ALPS Distributors, Inc., a Colorado corporation (“ALPS”).

FINANCIAL INVESTORS TRUST FORM OF SUB-ADVISORY AGREEMENT CLOUGH CHINA FUND
Sub-Advisory Agreement • August 28th, 2012 • Financial Investors Trust • Colorado

AGREEMENT, dated as of November 1, 2011 by and among ALPS Advisors, Inc. (the “Investment Adviser”), a Colorado corporation having its principal place of business at 1290 Broadway, Suite 1100, Denver, Colorado 80203, Financial Investors Trust, a Delaware statutory trust (the “Trust”), on behalf of the funds listed in Appendix A hereto, as amended from time to time, each a series of the Trust (each, a “Fund” and collectively, the “Funds”), and Clough Capital Partners LP, a Delaware limited partnership (the “Sub-Adviser”), having its principal place of business at 1 Post Office Square, 40th Floor, Boston, MA 02109

FINANCIAL INVESTORS TRUSTS ASPEN MANAGED FUTURES STRATEGY FUND AMENDED AND RESTATED PRINCIPAL FINANCIAL OFFICER SERVICES AGREEMENT
Principal Financial Officer Services Agreement • August 28th, 2012 • Financial Investors Trust • Colorado

This Principal Financial Officer Services Agreement (this “Agreement”) is effective as of December 13, 2011 (the “Effective Date”) by and between FINANCIAL INVESTORS TRUST (the “Trust”), a Delaware statutory trust with its principal place of business at 1290 Broadway, Suite 1100, Denver, Colorado, 80203, on behalf of its series listed in Appendix A hereto (the “Fund”), as such exhibit may be modified from time to time by written agreement of the parties hereto, and ALPS FUND SERVICES, INC. (“ALPS”), a Colorado corporation with its principal place of business at 1290 Broadway, Suite 1100, Denver, Colorado, 80203.

FINANCIAL INVESTORS TRUST ASPEN MANAGED FUTURES STRATEGY FUND TRANSFER AGENCY AND SERVICES AGREEMENT
Transfer Agency and Services Agreement • August 28th, 2012 • Financial Investors Trust • Colorado

THIS AGREEMENT is made as of August 2, 2011, between Financial Investors Trust, organized as a statutory trust under the laws of the State of Delaware (the “Trust”), and ALPS Fund Services, Inc., a Colorado corporation (“ALPS”).

FINANCIAL INVESTORS TRUST FORM OF INVESTMENT ADVISORY AGREEMENT CLOUGH CHINA FUND
Investment Advisory Agreement • August 28th, 2012 • Financial Investors Trust • Colorado

This Investment Advisory Agreement (this “Agreement”) is made and entered into as of this 1st day of November, 2011, by and between ALPS Advisors, Inc., a Colorado corporation (the “Adviser”), and Financial Investors Trust, a Delaware statutory trust (the “Trust”), on behalf of the funds listed in Appendix A hereto, as amended from time to time, each a series of the Trust (each, a “Fund” and collectively, the “Funds”).

FINANCIAL INVESTORS TRUST ASPEN MANAGED FUTURES STRATEGY FUND ADMINISTRATION, BOOKKEEPING AND PRICING SERVICES AGREEMENT
Administration, Bookkeeping and Pricing Services Agreement • August 28th, 2012 • Financial Investors Trust • Colorado

THIS AGREEMENT is made as of August 2, 2011, among Financial Investors Trust, organized as a Delaware statutory trust (the “Trust”), ALPS Fund Services, Inc., a Colorado corporation (“ALPS”), and, solely for purposes of Section 15(a) of this Agreement, Aspen Partners, Ltd., a Delaware S-Corporation (the “Adviser”).

FINANCIAL INVESTORS TRUST ADMINISTRATION, BOOKKEEPING AND PRICING SERVICES AGREEMENT
Administration, Bookkeeping and Pricing Services Agreement • August 28th, 2012 • Financial Investors Trust • Colorado

THIS AGREEMENT is made as of March 16, 2012, among Financial Investors Trust, organized as a Delaware statutory trust (the “Fund”), and ALPS Fund Services, Inc., a Colorado corporation (“ALPS”).

ALPS/RED ROCKS LISTED PRIVATE EQUITY FUND INVESTMENT ADVISORY AND MANAGEMENT AGREEMENT
Investment Advisory and Management Agreement • August 28th, 2012 • Financial Investors Trust • Delaware

This Investment Advisory and Management Agreement (the “Agreement”) is made and entered into as of November 1, 2011 between Financial Investors Trust, an open-end series management investment company organized as a Delaware statutory trust (the “Trust”), on behalf of the ALPS/Red Rocks Listed Private Equity Fund (the “Fund”), a series of the Trust, and ALPS Advisors, Inc., a corporation organized under the laws of the State of Colorado (the “Adviser”).

FINANCIAL INVESTORS TRUST INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • August 28th, 2012 • Financial Investors Trust • Delaware

This Investment Advisory Agreement (the “Agreement”) is made and entered into as of this 16th day of March, 2012, by and between Emerald Mutual Fund Advisers Trust, a Delaware statutory trust (the “Adviser”), and Financial Investors Trust, a Delaware statutory trust (the “Trust”), regarding the Funds listed in Appendix A (each individually a “Fund” and collectively the “Funds”).

DISTRIBUTION AGREEMENT
Distribution Agreement • August 28th, 2012 • Financial Investors Trust • Colorado

This Distribution Agreement (the “Agreement”) dated as of November 1, 2011, between Financial Investors Trust (the “Trust”), an open-end, management investment company organized as a Delaware statutory trust, having its principal place of business at 1290 Broadway, Suite 1100, Denver, Colorado, 80203, on behalf of its series listed in Schedule A (each, a “Fund”), and ALPS Distributors, Inc., a Colorado corporation and a registered broker-dealer under the Securities Exchange Act of 1934 (the “Distributor”).

INVESTMENT SUBADVISORY AGREEMENT
Investment Subadvisory Agreement • August 28th, 2012 • Financial Investors Trust • Delaware

This Investment Subadvisory Agreement (the “Agreement”) is made as of this November 1, 2011 by and among ALPS Advisors, Inc. (the “Adviser”), Red Rocks Capital LLC (the “Sub-Adviser”), and Financial Investment Trust (the “Trust”).

ALPS ADVISORS, INC.
Sub-Advisory Agreement • August 28th, 2012 • Financial Investors Trust

This letter confirms the agreement by ALPS Advisors, Inc. (the “Adviser”) and Kotak Mahindra (UK) Limited (the “Sub-Adviser”) and the Trust with respect to the Fund.

Amendment to Fund Accounting and Administration Agreement
Fund Accounting and Administration Agreement • August 28th, 2012 • Financial Investors Trust

This Amendment dated as of August 31, 2012 (this “Amendment”) is to the Fund Accounting and Administration Agreement dated October 1, 2007, as amended (the “Agreement”), by and between ALPS Fund Services, Inc., a Colorado corporation (“ALPS”), and Financial Investors Trust, a Delaware statutory trust (the “Trust”). Any items not herein defined shall have the meaning ascribed to them in the Agreement.

FINANCIAL INVESTORS TRUST REDMONT RESOLUTE FUND I REDMONT RESOLUTE FUND II INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • August 28th, 2012 • Financial Investors Trust • Colorado

This Investment Advisory Agreement (the “Agreement”) is made and entered into as of this 29th day of December, 2011, by and between Highland Associates, Inc. (the “Adviser”) and Financial Investors Trust, a Delaware statutory trust (the “Trust”), regarding the fund(s) listed in Appendix A (each, a “Fund” and together, the “Funds”).

Amendment to Transfer Agency and Service Agreement
Transfer Agency and Service Agreement • August 28th, 2012 • Financial Investors Trust

This Amendment dated as of August 31, 2012 (this “Amendment”) is to the Transfer Agency and Service Agreement dated October 1, 2007, as amended (the “Agreement”), by and between ALPS Fund Services, Inc., a Colorado corporation (“ALPS”), and Financial Investors Trust, a Delaware statutory trust (the “Trust”). Any items not herein defined shall have the meaning ascribed to them in the Agreement.

Amendment to Custodian Agreement (Foreign and Domestic)
Custodian Agreement • August 28th, 2012 • Financial Investors Trust

This Amendment dated August 1, 2011 (“Effective Date”) to Custodian Agreement, dated August 3, 2009, as amended (the “Agreement”), between Financial Investors Trust, a Delaware statutory trust (the “Trust”), and Union Bank, N.A. (the “Custodian”).

Amendment to Foreign Custody Manager Agreement
Foreign Custody Manager Agreement • August 28th, 2012 • Financial Investors Trust

This Amendment dated August 31, 2012 (“Effective Date”) to Foreign Custody Manager Agreement, dated November 13, 2007, as amended (the “Agreement”), between Financial Investors Trust, a Delaware statutory trust (the “Trust”), and The Bank of New York Mellon, a New York corporation (the “Custodian”).

ALPS ADVISORS, INC.
Expense Limitation Agreement • August 28th, 2012 • Financial Investors Trust

This letter confirms ALPS Advisors, Inc.’s (the “Adviser”) agreement with the Trust to contractually limit the total amount of the “Advisory Fee” and “Other Expenses” that they are entitled to receive from the Fund.

Amendment to Sub-Advisory Agreement
Sub-Advisory Agreement • August 28th, 2012 • Financial Investors Trust

This Amendment dated as of August 31, 2012 (this “Amendment”) is to the Sub-Advisory Agreement dated as of November 1, 2011 (the “Agreement”), by and among Financial Investors Trust (the “Trust”), a Delaware statutory trust, ALPS Advisors, Inc. (the “Adviser”), a Colorado corporation, and RiverFront Investment Group, LLC (the “Sub-Adviser”), a Delaware limited liability company. Any items not herein defined shall have the meaning ascribed to them in the Agreement.

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EMERALD LETTERHEAD]
Management Fee Limitation Agreement • August 28th, 2012 • Financial Investors Trust
Amendment to Custodian Agreement (Foreign and Domestic)
Custodian Agreement • August 28th, 2012 • Financial Investors Trust

This Amendment dated December 13, 2011 (“Effective Date”) to Custodian Agreement, dated August 3, 2009, as amended (the “Agreement”), between Financial Investors Trust, a Delaware statutory trust (the “Trust”), and Union Bank, N.A. (the “Custodian”).

ALPS ADVISORS, INC.
Expense Limitation Agreement • August 28th, 2012 • Financial Investors Trust

This letter confirms the agreement of ALPS Advisors, Inc. (the “Adviser”) with the Trust to contractually limit the total amount of the “Management Fees” and “Other Expenses” that they are entitled to receive from the Fund.

ALPS ADVISORS, INC.
Management Fee Agreement • August 28th, 2012 • Financial Investors Trust

This letter confirms the agreement of ALPS Advisors, Inc. (the “Adviser”) and Red Rocks Capital LLC (the “Sub-Adviser”) with the Trust to contractually limit the total amount of the “Management Fees” and “Other Expenses” that they are entitled to receive from the Fund.

Amendment to Custodian Agreement (Foreign and Domestic)
Custodian Agreement • August 28th, 2012 • Financial Investors Trust

This Amendment dated June 30, 2011 (“Effective Date”) to Custodian Agreement, dated August 3, 2009, as amended (the “Agreement”), between Financial Investors Trust, a Delaware statutory trust (the “Trust”), and Union Bank, N.A. (the “Custodian”).

Amendment to Custody Agreement
Custody Agreement • August 28th, 2012 • Financial Investors Trust

This Amendment dated August 31, 2012 (“Effective Date”) to Custody Agreement, dated November 13, 2007, as amended (the “Agreement”), between Financial Investors Trust, a Delaware statutory trust (the “Trust”), and The Bank of New York Mellon, a New York corporation (the “Custodian”).

VULCAN VALUE PARTNERS, LLC LETTERHEAD
Management Fee Limitation Agreement • August 28th, 2012 • Financial Investors Trust
Amendment to Distribution Agreement
Distribution Agreement • August 28th, 2012 • Financial Investors Trust

This Amendment dated as of August 31, 2012 (this “Amendment”) is to the Distribution Agreement dated November 1, 2011 (the “Agreement”), by and between Financial Investors Trust (the “Trust”), an open-end, management investment company organized as a Delaware statutory trust, having its principal place of business at 1290 Broadway, Suite 1100, Denver, Colorado 80203, on behalf of the Funds, and ALPS Distributors, Inc. (the “Distributor”), a Colorado corporation and a registered broker-dealer under the Securities Exchange Act of 1934, as amended. Any items not herein defined shall have the meaning ascribed to them in the Agreement.

ALPS FUND SERVICES, INC.
Transfer Agency and Service Agreement • August 28th, 2012 • Financial Investors Trust

This letter confirms the agreement between ALPS Fund Services, Inc. (“ALPS”) and the Trust that ALPS’s Annual Open Account Fee, Annual Inactive Account Fee and Annual Closed Account Fee, as set forth in Schedule B (Fee Schedule) of the Transfer Agency and Service Agreement between ALPS Fund Services, Inc. and the Trust, dated October 1, 2007, as amended, with respect to the Fund (the “Agreement”), shall be reduced as follows for the period May 1, 2012 through August 31, 2015:

Amendment to Custodian Agreement (Foreign and Domestic)
Custodian Agreement • August 28th, 2012 • Financial Investors Trust

This Amendment dated March 13, 2012 (“Effective Date”) to Custodian Agreement, dated August 3, 2009, as amended (the “Agreement”), between Financial Investors Trust, a Delaware statutory trust (the “Trust”), and Union Bank, N.A. (the “Custodian”).

Amendment to Investment Advisory Agreement
Investment Advisory Agreement • August 28th, 2012 • Financial Investors Trust

This Amendment dated as of August 31, 2012 (this “Amendment”) is to the Investment Advisory Agreement dated as of November 1, 2011 (the “Agreement”), by and between Financial Investors Trust (the “Trust”), a Delaware statutory trust, and ALPS Advisors, Inc. (the “Adviser”), a Colorado corporation. Any items not herein defined shall have the meaning ascribed to them in the Agreement.

Exhibit (h)(63)
Expense Limitation Agreement • August 28th, 2012 • Financial Investors Trust
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