0001398344-13-004272 Sample Contracts

CUSTODY AGREEMENT Dated ______________, 2013 Between UMB BANK, N.A. and [ADVISER NAME] ON BEHALF OF ITSELF AND SILVERPEPPER COMMODITY HOLDINGS
Custody Agreement • September 4th, 2013 • 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 [ADVISER NAME], a [FORM OF ENTITY] 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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FORM OF INVESTMENT ADVISORY AGREEMENT BETWEEN INVESTMENT MANAGERS SERIES TRUST AND SILVERPEPPER LLC
Investment Advisory Agreement • September 4th, 2013 • Investment Managers Series Trust • Delaware

THIS INVESTMENT ADVISORY AGREEMENT (the “Agreement”), dated as of July 10, 2013, is entered into 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 (each a “Fund”), and SilverPepper LLC, a Delaware Limited Liability Company (the “Advisor”).

SUB-ADVISORY AGREEMENT BETWEEN SILVERPEPPER, LLC AND GALTERE LTD. AND GALTERA N.A.
Sub-Advisory Agreement • September 4th, 2013 • Investment Managers Series Trust • Delaware

THIS SUB-ADVISORY AGREEMENT (the “Agreement”), dated as of August 6, 2013, is entered into by and between SilverPepper LLC., a Delaware limited liability company with its principal office and place of business at 570 Oakwood Avenue Lake Forest, Illinois 60045 (the “Advisor”) and Galtere Ltd., a British Virgin Islands International Business Company and Galtera N.A., Inc. a Delaware Corporation (together “Galtere” or the “Sub-Advisor”) with their principal office and place of business at 597 Fifth Avenue, 12th Floor, New York, New York, 10017.

INVESTMENT ADVISORY AGREEMENT BETWEEN SILVERPEPPER COMMODITY HOLDINGS AND SILVERPEPPER LLC
Investment Advisory Agreement • September 4th, 2013 • Investment Managers Series Trust • Delaware

THIS INVESTMENT ADVISORY AGREEMENT (the “Agreement”), dated as of August 6, 2013, is entered into by and between SilverPepper Commodity Holdings, a Cayman Islands company, (the “Fund”), and SilverPepper LLC, a Delaware limited liability company (the “Advisor”).

SILVERPEPPER COMMODITY HOLDINGS INVESTMENT SUB-ADVISORY AGREEMENT BETWEEN SILVERPEPPER LLC AND GALTERE LTD. AND GALTERA N.A., INC.
Investment Sub-Advisory Agreement • September 4th, 2013 • Investment Managers Series Trust • Delaware

THIS INVESTMENT ADVISORY AGREEMENT (the “Agreement”), dated as of August 14, 2013, is entered into by and between SilverPepper LLC, a Delaware limited liability company (the “Advisor”), and Galtere Ltd., a British Virgin Islands International Business Company and Galtera N.A., Inc. a Delaware Corporation (together “Galtere” or the “Sub-Advisor”) with their principal office and place of business at 597 Fifth Avenue, 12th Floor, New York, New York, 10017.

ADMINISTRATION, FUND ACCOUNTING AND RECORDKEEPING AGREEMENT
Administration, Fund Accounting and Recordkeeping Agreement • September 4th, 2013 • Investment Managers Series Trust • Wisconsin

THIS ADMINISTRATION, FUND ACCOUNTING AND RECORDKEEPING AGREEMENT (the “Agreement”) is made as of this ___ day of _________, 2013, by and between SilverPepper Commodity Holdings, a Cayman Islands Exempted Company (the “Fund”), and UMB Fund Services, Inc., a Wisconsin corporation (the “Administrator”).

INVESTMENT MANAGERS SERIES TRUST OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • September 4th, 2013 • Investment Managers Series Trust • Delaware

THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) is effective as of July 10, 2013 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 (each a “Fund”), and the Advisor of the Funds, SilverPepper LLC (the “Advisor”).

SUBSCRIPTION AGREEMENT
Subscription Agreement • September 4th, 2013 • Investment Managers Series Trust

THIS SUBSCRIPTION AGREEMENT is entered into as of the __ day of _______, 2013, between Investment Managers Series Trust, a statutory trust organized and existing under the laws of Delaware (the "Trust"), and ___________________________. (the "Purchaser").

SilverPepper, LLC
Investment Advisory Agreement • September 4th, 2013 • Investment Managers Series Trust
SUB-ADVISORY AGREEMENT BETWEEN SILVERPEPPER, LLC AND GLENFINNEN CAPITAL LLC
Sub-Advisory Agreement • September 4th, 2013 • Investment Managers Series Trust • Delaware

THIS SUB-ADVISORY AGREEMENT (the “Agreement”), dated as of _____________, 20__, is entered into by and between SilverPepper LLC, a Delaware limited liability company with its principal office and place of business at 570 Oakwood Avenue, Lake Forest, Illinois 60045 (the “Advisor”) and GLENFINNEN CAPITAL LLC, an Illinois limited liability company with its principal office and place of business at 9602 Coldwater Road, Suite 100, Fort Wayne, Indiana 46825 (the “Sub-advisor”).

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