0001398344-12-003139 Sample Contracts

CUSTODY AGREEMENT Dated ______________, 2012 Between UMB BANK, N.A. and RAMIUS ALTERNATIVE SOLUTIONS, LLC ON BEHALF OF ITSELF AND RAMIUS STRATEGIC VOLATILITY MF LTD
Custody Agreement • October 1st, 2012 • Investment Managers Series Trust

This agreement made as of the date first set forth above between UMB Bank, n.a., a national banking association with its principal place of business located in Kansas City, Missouri (hereinafter "Custodian"), and Ramius Alternative Solutions, LLC, a a Delaware limited liability company on behalf of itself and each of the Funds listed on Appendix B hereof, together with such additional Funds which shall be made parties to this Agreement by the execution of Appendix B hereto (individually, a "Fund" and collectively, the "Funds").

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AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT BETWEEN INVESTMENT MANAGERS SERIES TRUST AND RAMIUS ALTERNATIVE SOLUTIONS, LLC
Investment Advisory Agreement • October 1st, 2012 • Investment Managers Series Trust • Delaware

THIS AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT (the “Agreement”), dated as of _______, 2012 is entered into by and 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 (each a “Fund”), and RAMIUS ALTERNATIVE SOLUTIONS, LLC, a Delaware Limited Liability Company (the “Advisor”).

FORM OF INVESTMENT ADVISORY AGREEMENT BETWEEN RAMIUS STRATEGIC VOLATILITY MF LTD AND RAMIUS ALTERNATIVE SOLUTIONS LLC
Investment Advisory Agreement • October 1st, 2012 • Investment Managers Series Trust • Delaware

THIS INVESTMENT ADVISORY AGREEMENT (the “Agreement”), dated as of __________, 2012, is entered into by and between RAMIUS STRATEGIC VOLATILITY MF LTD, a Cayman Islands company, (the “Fund”), and RAMIUS ALTERNATIVE SOLUTIONS LLC, a Delaware limited liability company (the “Advisor”).

SUBSCRIPTION AGREEMENT
Subscription Agreement • October 1st, 2012 • Investment Managers Series Trust

THIS SUBSCRIPTION AGREEMENT is entered into as of the __ day of _______, 2012, between Investment Managers Series Trust, a statutory trust organized and existing under the laws of Delaware (the "Trust"), and ___________________________. (the "Purchaser").

ADMINISTRATION, FUND ACCOUNTING AND RECORDKEEPING AGREEMENT
Accounting and Recordkeeping Agreement • October 1st, 2012 • Investment Managers Series Trust • Wisconsin

THIS ADMINISTRATION, FUND ACCOUNTING AND RECORDKEEPING AGREEMENT (the “Agreement”) is made as of this ___ day of September, 2012, by and between Ramius Strategic Volatility MF Ltd., a Cayman Islands Exempted Company (the “Fund”), and UMB Fund Services, Inc., a Wisconsin corporation (the “Administrator”).

Ramius Trading Strategies, LLC
Investment Managers Series Trust • October 1st, 2012
INVESTMENT MANAGERS SERIES TRUST OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • October 1st, 2012 • Investment Managers Series Trust • Delaware

THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) is effective as of June 24, 2010 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, RAMIUS ALTERNATIVE SOLUTIONS, LLC (the “Advisor”).

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