0001687898-17-000003 Sample Contracts

BROOKFIELD INVESTMENT MANAGEMENT INC. INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • July 3rd, 2017 • Versus Capital Real Assets Fund LLC • New York

THIS INVESTMENT SUB-ADVISORY AGREEMENT (the “Agreement”) is entered into as of June 26, 2017 by and between Brookfield Investment Management Inc., (the “Sub-Adviser”), and Versus Capital Advisors LLC (the “Adviser”), effective as of the date the Versus Capital Real Assets Fund LLC (the “Fund”) first furnishes funds to be managed by the Sub-Adviser (the “Effective Date”). In consideration of the mutual covenants herein, the Adviser and the Sub-Adviser agree as follows:

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FUND ADMINISTRATION AND ACCOUNTING AGREEMENT
Fund Administration and Accounting Agreement • July 3rd, 2017 • Versus Capital Real Assets Fund LLC • New York

THIS AGREEMENT is made as of June 16, 2017, by and between Versus Capital Real Assets Fund LLC, Delaware limited liability company (the “Fund”), and The Bank of New York Mellon, a New York banking organization (“BNY Mellon”).

INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • July 3rd, 2017 • Versus Capital Real Assets Fund LLC • Delaware

This INVESTMENT MANAGEMENT AGREEMENT, dated as of April 7, 2017 (the “Agreement”), is made and entered into by and among Versus Capital Real Assets Fund LLC, a Delaware limited liability company (the “Fund”) and Versus Capital Advisors LLC, a Delaware limited liability company (the “Adviser”).

SERVICE AGREEMENT
Service Agreement for Transfer Agent Services • July 3rd, 2017 • Versus Capital Real Assets Fund LLC • New York

THIS SERVICE AGREEMENT FOR TRANSFER AGENT SERVICES (this “Agreement”) between Versus Capital Real Assets Fund LLC, a Delaware limited liability company (“Client”) and BNY Mellon Investment Servicing (US) Inc., a Massachusetts corporation (“Transfer Agent”), is dated as of June 16, 2017

EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Expense Limitation and Reimbursement Agreement • July 3rd, 2017 • Versus Capital Real Assets Fund LLC • Delaware

This EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT, dated as of October 26, 2016 (the “Agreement”), by and among Versus Capital Real Assets Fund LLC, a Delaware limited liability company (the “Fund”), and Versus Capital Advisors LLC, a Delaware limited liability company (the “Adviser”).

DISTRIBUTION AGREEMENT
Distribution Agreement • July 3rd, 2017 • Versus Capital Real Assets Fund LLC • Delaware

THIS AGREEMENT (this “Agreement”) is made and entered into as of ______________, 2017 (the “Effective Date”), by and between the Versus Capital Real Assets Fund LLC, a Delaware limited liability company (the “Fund”) and Foreside Funds Distributors LLC, a Delaware limited liability company (the “Distributor”).

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