0001435109-13-000149 Sample Contracts

DISTRIBUTION AGREEMENT
Distribution Agreement • April 23rd, 2013 • FSI Low Beta Absolute Return Fund • Delaware

THIS AGREEMENT is made and entered into as of this 9 day of April 2013, by and between FSI Low Beta Absolute Return Fund (the “Fund”) and Foreside Fund Services, LLC, a Delaware limited liability company (the “Distributor”).

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FSI LOW BETA ABSOLUTE RETURN FUND INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • April 23rd, 2013 • FSI Low Beta Absolute Return Fund • Delaware

AGREEMENT made as of February 26, 2013 by and between FSI Low Beta Absolute Return Fund, a Delaware statutory trust, with its principal office and place of business at Three Canal Plaza, Suite 600, Portland, Maine 40101 (the “Fund”), and Financial Solutions, Inc., an Oklahoma corporation, with its principal office and place of business at 320 South Boston Ave., Suite 1130, Tulsa, Oklahoma, 74103 (the “Adviser”).

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SUBADVISORY AGREEMENT AMONG FSI LOW BETA ABSOLUTE RETURN FUND FINANCIAL SOLUTIONS, INC. AND MERITAGE CAPITAL, LLC
Subadvisory Agreement • April 23rd, 2013 • FSI Low Beta Absolute Return Fund • Delaware

AGREEMENT made as of February 26, 2013, by and among FSI Low Beta Absolute Return Fund, a statutory trust organized under the laws of the State of Delaware with its principal place of business at Three Canal Plaza, Suite 600, Portland, Maine 40101 (the “Fund”), Financial Solutions, Inc., an Oklahoma corporation, with its principal office and place of business at 320 South Boston Ave., Suite 1130, Tulsa, Oklahoma, 74103 (the “Adviser”) and Meritage Capital, LLC , a Delaware limited liability company, with its principal office and place of business at 114 West Seventh Street, Suite 1300, Austin, Texas, 78701 (the “Subadviser”).

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FSI LOW BETA ABSOLUTE RETURN FUND AMENDED AND RESTATED BY-LAWS
By-Laws • April 23rd, 2013 • FSI Low Beta Absolute Return Fund

These Amended and Restated By-Laws (the “By-Laws”) of FSI Low Beta Absolute Return Fund (the “Trust”), a Delaware statutory trust, are subject to the Trust’s Agreement and Declaration of Trust, dated August 1, 2011, as from time to time amended, supplemented or restated (the “Trust Instrument”). Capitalized terms used herein which are defined in the Trust Instrument are used as therein defined.

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CLOSED END FUND SERVICES AGREEMENT
Closed End Fund Services Agreement • April 23rd, 2013 • FSI Low Beta Absolute Return Fund • New York

The following is an administration, fund accounting and record keeping services agreement between Atlantic Fund Administration, LLC and FSI Low Beta Absolute Return Fund.

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GLOBAL CUSTODY AGREEMENT For Foreign and Domestic Securities
Custodian Agreement • April 23rd, 2013 • FSI Low Beta Absolute Return Fund • California

This Custodian Agreement (“Agreement”) is made as of December 19, 2012 by and between FSI Low Beta Absolute Return Fund ("Principal") and Union Bank, N.A. ("Custodian").

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FSI LOW BETA ABSOLUTE RETURN FUND (a Delaware statutory trust) AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST
Agreement and Declaration of Trust • April 23rd, 2013 • FSI Low Beta Absolute Return Fund

THIS AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST (“Declaration of Trust”) is made and entered into as of April 2, 2013, by the Trustees named hereunder for the purpose of continuing a Delaware statutory trust in accordance with the provisions hereinafter set forth

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PURCHASE AGREEMENT
Purchase Agreement • April 23rd, 2013 • FSI Low Beta Absolute Return Fund
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