SECOND AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT BETWEEN INVESTMENT MANAGERS SERIES TRUST II AND axs investments, LLCInvestment Advisory Agreement • December 12th, 2022 • Investment Managers Series Trust II • Delaware
THIS SECOND AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT (the “Agreement”), dated as of _________, 2022 to the Investment Advisory Agreement dated May 3, 2022 (the “Prior Agreement”), as amended July 14, 2022, 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 AXS Investments, LLC, a Limited Liability Corporation (the “Advisor”).
SUB-ADVISORY AGREEMENT BETWEEN AXS INVESTMENTS LLC AND ESOTERICA CAPITAL LLCSub-Advisory Agreement • December 12th, 2022 • Investment Managers Series Trust II
THIS SUB-ADVISORY AGREEMENT (the “Agreement”), dated as of _______________, 2022, is entered into by and between AXS Investments LLC, a Delaware limited liability company with its principal office and place of business at 181 Westchester Avenue, Port Chester, New York 10573 (the “Advisor”) and Esoterica Capital LLC, a [Delaware] limited liability company with its principal office and place of business at 675 West 59th St, Suite 903, New York, NY 10069 (the “Sub-advisor”).
FORM OF AUTHORIZED PARTICIPANT AGREEMENT [TRUST NAME]Authorized Participant Agreement • December 12th, 2022 • Investment Managers Series Trust II
This Authorized Participant Agreement (the “Agreement”) is entered into by and between Foreside Fund Services, LLC (the “Distributor”) and __________ (the “Participant”) and is subject to acceptance by [Name of Transfer Agent/Index Receipt Agent] (the “[Transfer Agent/Index Receipt Agent]”), and is further subject to acknowledgement and agreement by [Name of Trust] (the “Trust”), a series trust offering a number of portfolios of securities (each a “Fund” and collectively the “Funds”), solely with respect to Sections 4(c) and 12(c) herein. Capitalized terms used but not defined herein are defined in the current prospectus for each Fund as it may be supplemented or amended from time to time, and included in the Trust’s Registration Statement on Form N-1A, as it may be amended from time to time, or otherwise filed with the U.S. Securities and Exchange Commission (“SEC”) (together with such Fund’s Statement of Additional Information incorporated therein, the “Prospectus”).
SUBSCRIPTION AGREEMENTSubscription Agreement • December 12th, 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 AXS Esoterica NextG Economy ETF (the “Fund”), and ______________________________ (the "Purchaser").
INVESTMENT MANAGERS SERIES TRUST II SECOND AMENDED AND RESTATED OPERATING EXPENSES LIMITATION AGREEMENTOperating Expenses Limitation Agreement • December 12th, 2022 • Investment Managers Series Trust II • Delaware
THIS SECOND AMENDED AND RESTATED OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”), dated 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, AXS Investments, LLC (the “Advisor”).
FORM OF AMENDMENT TO CUSTODIAN AGREEMENTCustodian Agreement • December 12th, 2022 • Investment Managers Series Trust II
THIS FORM OF AMENDMENT TO CUSTODIAN AGREEMENT (this “Amendment”) is made as of_________, 2022 by and between BROWN BROTHERS HARRIMAN & CO., a limited partnership organized under the laws of the State of New York (“Accounting Agent”), and INVESTMENT MANAGERS SERIES TRUST II, a Delaware statutory trust (the “Fund”, including its separate series listed on Exhibit A).
FORM OF AMENDMENT TO ADMINISTRATIVE AGENCY AGREEMENTAdministrative Agency Agreement • December 12th, 2022 • Investment Managers Series Trust II
THIS FORM OF AMENDMENT TO ADMINISTRATIVE AGENCY AGREEMENT (this “Amendment”) is made as of _______, 2022 by and between BROWN BROTHERS HARRIMAN & CO., a limited partnership organized under the laws of the State of New York (“Accounting Agent”), and INVESTMENT MANAGERS SERIES TRUST II, a Delaware statutory trust (the “Trust”), on behalf of each fund listed on Appendix A to the Agreement.
