0001508033-14-000044 Sample Contracts

INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • July 11th, 2014 • Vertical Capital Investors Trust • Delaware

This Investment Advisory Agreement ("Agreement") is made and entered into effective as of January 30, 2014 by and between Vertical Capital Asset Management, LLC., a Delaware limited liability company (the "Advisor"), and the Vertical Capital Investors Trust (the "Trust"), a Delaware statutory trust, on behalf of the Vertical Capital Lido Managed Volatility Fund (the "Fund"), a series of the Trust.

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EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • July 11th, 2014 • Vertical Capital Investors Trust

This Expense Limitation Agreement ("Expense Limitation Agreement") is made and entered into effective as January 30, 2014 by and between the Vertical Capital Investors Trust, a Delaware statutory trust (the "Trust"), on behalf of its series portfolio, the Vertical Capital Lido Managed Volatility Fund (the "Fund"), and Vertical Capital Asset Management, LLC, a Delaware limited liability company (the "Advisor").

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