0001398344-18-009214 Sample Contracts

FORM OF SUB-ADVISORY AGREEMENT BETWEEN ADVISORS ASSET MANAGEMENT, INC. AND PHOCAS FINANCIAL CORPORATION
Sub-Advisory Agreement • June 21st, 2018 • Investment Managers Series Trust • Delaware

THIS SUB-ADVISORY AGREEMENT (the “Agreement”) dated as of __________ xx, 2018, is entered into by and between Advisors Asset Management, Inc., a Delaware corporation headquartered at 18925 Base Camp Road, Monument, CO 80132 (the “Advisor”) and Phocas Financial Corporation, a Delaware corporation (the “Sub-advisor”).

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SECOND AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT BETWEEN INVESTMENT MANAGERS SERIES TRUST AND Advisors Asset Management, INC.
Investment Advisory Agreement • June 21st, 2018 • Investment Managers Series Trust • Delaware

THIS SECOND AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT (the “Agreement”), dated as of _________ to the Investment Advisory Agreement dated July 5, 2012 as amended March 28, 2013 (the “Prior Agreement”), 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 Advisors Asset Management, Inc., a Delaware corporation (the “Advisor”)..

INVESTMENT MANAGERS SERIES TRUST FIFTH AMENDED AND RESTATED OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • June 21st, 2018 • Investment Managers Series Trust • Delaware

THIS FIFTH AMENDED AND RESTATED OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) dated as of __________, 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 investment advisor of the Funds, Advisors Asset Management, Inc. (the “Advisor”).

Form of AMENDMENT TO DISTRIBUTION AGREEMENT
Distribution Agreement • June 21st, 2018 • Investment Managers Series Trust • Delaware

This [ ] Amendment (the “Amendment”) to the Distribution Agreement dated as of May 31, 2017 (the “Agreement”), by and between Investment Managers Series Trust (“Client”) and IMST Distributors, LLC (“Distributor”) is entered into as of _________________, 2018 (the “Effective Date”) except as otherwise noted below.

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