0001398344-15-004502 Sample Contracts

ALPS SERIES TRUST DDJ OPPORTUNISTIC HIGH YIELD FUND CHIEF COMPLIANCE OFFICER SERVICES AGREEMENT
Chief Compliance Officer Services Agreement • July 15th, 2015 • ALPS Series Trust • Colorado

This Chief Compliance Officer Services Agreement (this “Agreement”) is effective as of July 15, 2015 (the “Effective Date”) by and between ALPS Series Trust, a Delaware statutory trust (the “Trust”), on behalf of the series listed in Exhibit A hereto (each, a “Fund” and collectively, the “Funds”), 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.

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ALPS SERIES TRUST DDJ OPPORTUNISTIC HIGH YIELD FUND TRANSFER AGENCY AND SERVICES AGREEMENT
Transfer Agency and Services Agreement • July 15th, 2015 • ALPS Series Trust • Colorado

THIS AGREEMENT is made as of July 15, 2015, between ALPS Series Trust (the “Trust”), a Delaware statutory trust under the laws of the state of Delaware, and ALPS Fund Services, Inc. (“ALPS”), a Colorado corporation.

ALPS SERIES TRUST DDJ OPPORTUNISTIC HIGH YIELD FUND INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • July 15th, 2015 • ALPS Series Trust • Colorado

This Agreement is made and entered into effective as of July 15, 2015, by and between the ALPS Series Trust, a Delaware statutory trust (the “Trust”) on behalf of the DDJ Opportunistic High Yield Fund, a series of shares of the Trust (the “Fund”), and DDJ Capital Management, LLC, a Massachusetts limited liability company (the “Adviser”).

ALPS SERIES TRUST DDJ OPPORTUNISTIC HIGH YIELD FUND DISTRIBUTION AGREEMENT
Distribution Agreement • July 15th, 2015 • ALPS Series Trust • Colorado

THIS AGREEMENT is made as of July 15, 2015, between ALPS Series Trust, a Delaware statutory trust (the “Trust”), and ALPS Distributors, Inc., a Colorado corporation (“ALPS”).

DDJ CAPITAL MANAGEMENT, LLC
Management Fee Limitation Agreement • July 15th, 2015 • ALPS Series Trust

This letter confirms the agreement of DDJ Capital Management, LLC (the “Adviser”) with the Trust to contractually limit the total amount of the “Management Fees” that it is entitled to receive from the Fund and to reimburse “Other Expenses” to the extent required.

Amendment to Global Custody Agreement (For Foreign and Domestic Securities)
Global Custody Agreement • July 15th, 2015 • ALPS Series Trust

This Amendment is dated February 20, 2015 (“Effective Date”) to the Global Custody Agreement (For Foreign and Domestic Securities), dated November 29, 2012 (the “Agreement”), as amended, and is entered into by and between ALPS Series Trust, a Delaware statutory trust (the “Trust”), and MUFG Union Bank, National Association (f/k/a Union Bank, N.A.) (the “Custodian”).

CHAMPLAIN INVESTMENT PARTNERS, LLC 18201 Von Karman, Suite 480 Irvine, CA 92612
Expense Limitation Agreement • July 15th, 2015 • ALPS Series Trust

This letter confirms the agreement of Champlain Investment Partners, LLC (the “Adviser”) with the Trust to contractually limit the total amount of the “Management Fees” and “Other Expenses” that it is entitled to receive from the Fund.

SHARE PURCHASE AGREEMENT ALPS SERIES TRUST On behalf of its series, DDJ Opportunistic High Yield Fund (the “Fund”)
Share Purchase Agreement • July 15th, 2015 • ALPS Series Trust

This Agreement is made effective as of the 15th day of July, 2015 between ALPS Fund Services, Inc., a Colorado corporation (“ALPS”), and ALPS Series Trust, a Delaware statutory trust (the “Trust”), on behalf of the Fund.

ALPS SERIES TRUST DDJ OPPORTUNISTIC HIGH YIELD FUND ADMINISTRATION, BOOKKEEPING AND PRICING SERVICES AGREEMENT
Administration, Bookkeeping and Pricing Services Agreement • July 15th, 2015 • ALPS Series Trust • Colorado

THIS AGREEMENT is made as of July 15, 2015, between ALPS Series Trust, organized as a Delaware statutory trust (the “Trust”), and ALPS Fund Services, Inc., a Colorado corporation (“ALPS”).

Amendment to Global Custody Agreement (For Foreign and Domestic Securities)
Global Custody Agreement • July 15th, 2015 • ALPS Series Trust

This Amendment is dated July 15, 2015 (“Effective Date”) to the Global Custody Agreement (For Foreign and Domestic Securities), dated November 29, 2012 (the “Agreement”), as amended, and is entered into by and between ALPS Series Trust, a Delaware statutory trust (the “Trust”), and MUFG Union Bank, National Association (f/k/a Union Bank, N.A.) (the “Custodian”).

ALPS SERIES TRUST NEW SHERIDAN DEVELOPING WORLD FUND INTERIM INVESTMENT ADVISORY AGREEMENT
Interim Investment Advisory Agreement • July 15th, 2015 • ALPS Series Trust • Colorado

This Agreement is made and entered into effective as of June 30, 2015, by and between the ALPS Series Trust, a Delaware statutory trust (the “Trust”) on behalf of the New Sheridan Developing World Fund, a series of shares of the Trust (the “Fund”), and Champlain Investment Partners, LLC, a Delaware limited liability company (the “Adviser”).

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