0001398344-22-018085 Sample Contracts

amended and restated INVESTMENT ADVISORY AGREEMENT BETWEEN INVESTMENT MANAGERS SERIES TRUST II AND
Investment Advisory Agreement • September 6th, 2022 • Investment Managers Series Trust II • Delaware

THIS AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT (the “Agreement”), dated as of ___________, 2022, to the Investment Advisory Agreement dated December 29, 2021 (the “Prior Agreement”) is entered into by and between Investment Managers Series Trust II, 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 Embassy Asset Management LP, a Delaware limited partnership (the “Advisor”).

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FORM OF SUB-ADVISORY AGREEMENT BETWEEN EMBASSY ASSET MANAGEMENT LP AND RICHBROOK ADVISORS, LP
Sub-Advisory Agreement • September 6th, 2022 • Investment Managers Series Trust II • Delaware

THIS SUB-ADVISORY AGREEMENT (the “Agreement”), dated as of _______________, 20__, is entered into by and between (___________) a (__________________) [limited liability company] with its principal office and place of business at _______ (the “Advisor”) and (___________), a [Delaware] limited liability company with its principal office and place of business at ___________ (the “Sub-advisor”).

SUBSCRIPTION AGREEMENT
Subscription Agreement • September 6th, 2022 • Investment Managers Series Trust II

THIS SUBSCRIPTION AGREEMENT is entered into as of the __ day of ______ 2022, between Investment Managers Series Trust II, a statutory trust organized and existing under the laws of Delaware (the "Trust") on behalf of The Diplomat Fund (the “Fund”), and ______________________________ (the "Purchaser").

INVESTMENT MANAGERS SERIES TRUST II AMENDED AND RESTATED OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • September 6th, 2022 • Investment Managers Series Trust II • Delaware

THIS AMENDED AND RESTATED OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) is effective as of __________, 2022, by and between INVESTMENT MANAGERS SERIES TRUST II, 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, Embassy Asset Management LP, a Delaware limited partnership (the “Advisor”).

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