0001450791-12-000041 Sample Contracts

INVESTMENT ADVISORY AGREEMENT BETWEEN INVESTMENT MANAGERS SERIES TRUST AND LIBERTY STREET ADVISORS, INC.
Investment Advisory Agreement • March 27th, 2012 • Investment Managers Series Trust • Delaware

THIS INVESTMENT ADVISORY AGREEMENT (the “Agreement”), dated as of December 20, 2010, 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 (the “Fund”), and Liberty Street Advisors, Inc. a New York Corporation (the “Advisor”).

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OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • March 27th, 2012 • Investment Managers Series Trust • Delaware

THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) is effective as of December 20, 2010 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 (the “Fund”), a series of the Trust, and the Advisor of the Fund, Liberty Street Advisors, Inc. (the “Advisor”).

SUBADVISORY AGREEMENT BETWEEN LIBERTY STREET ADVISORS, INC. AND CENTER COAST CAPITAL ADVISORS, LP
Subadvisory Agreement • March 27th, 2012 • Investment Managers Series Trust • Delaware

AGREEMENT made as of December 20, 2010 by and among Liberty Street Advisors, Inc., a New York corporation with its principal office and place of business at 125 Maiden Lane, Floor 6, New York, NY 10038 (the "Adviser"), Center Coast Capital Advisors, LP, a Delaware limited partnership with its principal office and place of business at 1100 Louisiana Street, Suite 4550, Houston, TX 77002 (the "Subadviser"), and, with respect to Sections 8 and Section 12 only, Investment Managers Series Trust, a Delaware statutory trust with its principal office and place of business at 803 W. Michigan Street, Milwaukee, WI 53233 (the "Trust"), on behalf of its series Center Coast MLP Focus Fund (the "Fund").

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