AdvisorShares Trust Sample Contracts

INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • June 8th, 2018 • AdvisorShares Trust • Delaware

AGREEMENT made as of the 5th day of February 2018 by and between AdvisorShares Trust (the “Trust”), a Delaware statutory trust registered as an investment company under the Investment Company Act of 1940, as amended (the “1940 Act”), and AdvisorShares Investments, LLC (the “Adviser”), a Delaware limited liability company with its principal place of business at 4800 Montgomery Lane, Suite 150, Bethesda, Maryland 20814.

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ADVISORSHARES TRUST INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • October 30th, 2023 • AdvisorShares Trust • Delaware

AGREEMENT made as of the 5th day of October 2023 by and between AdvisorShares Investments, LLC (the “Adviser”), a Delaware limited liability company with its principal place of business at 4800 Montgomery Lane, Suite 150, Bethesda, Maryland 20814, and Ranger Alternative Management, L.P. (the “Sub-Adviser”), a Texas partnership with its principal place of business at 1845 Woodall Rodgers Fwy, Suite 1050, Dallas, Texas 75201.

ADVISORY AGREEMENT
Advisory Agreement • July 9th, 2010 • AdvisorShares Trust • Delaware

ADVISORY AGREEMENT made as of this 2nd day of June, 2009 by and between ADVISORSHARES TRUST (the “Trust”), a Delaware statutory trust registered as an investment company under the Investment Company Act of 1940, as amended (the “1940 Act”), and ADVISORSHARES INVESTMENTS, LLC, a Delaware limited liability company with its principal place of business at 3 Bethesda Metro Center, Suite 700, Bethesda MD, 20814 (the “Adviser”).

TRANSFER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • March 16th, 2010 • AdvisorShares Trust • New York

AGREEMENT made as of the 16th day of July, 2009, by and between each Trust (hereinafter the “Trust”) listed on Appendix I hereto and each Series of the Trust listed on Appendix I hereto (as such Appendix be amended from time to time), and THE BANK OF NEW YORK MELLON, a New York banking company having its principal office and place of business at One Wall Street, New York, New York 10286 (the “Bank”).

CUSTODY AGREEMENT
Custody Agreement • March 16th, 2010 • AdvisorShares Trust • New York

AGREEMENT, dated as of July 16, 2009 between AdvisorShares Trust, a Delaware statutory trust, having its principal office and place of business at 3 Bethesda Metro Center, Suite 700, Bethesda, MD 20814, (the “Trust”) and The Bank of New York Mellon, a New York corporation authorized to do a banking business having its principal office and place of business at One Wall Street, New York, New York 10286 (“Custodian”).

ETF DISTRIBUTION AGREEMENT
Etf Distribution Agreement • March 16th, 2010 • AdvisorShares Trust • Delaware

This Distribution Agreement (the “Agreement”) is made this 25th day of June 2009, by and between AdvisorShares Trust, a Delaware statutory trust (the “Trust”) having its principal place of business at 3 Bethesda Metro Center, Suite 700, Bethesda, ME 20814, and Foreside Fund Services, LLC, a Delaware limited liability company (the “Distributor”) having its principal place of business at Three Canal Plaza, Suite 100, Portland, ME 04101.

INTERIM INVESTMENT SUB-ADVISORY AGREEMENT
Interim Investment Sub-Advisory Agreement • October 27th, 2017 • AdvisorShares Trust • Delaware

AGREEMENT made as of the 8th day of September 2017 by and between AdvisorShares Investments, LLC (the “Adviser”), a Delaware limited liability company with its principal place of business at 4800 Montgomery Lane, Suite 150, Bethesda, Maryland 20814, and Partnervest Advisory Services, LLC (the “Sub-Adviser”), a California limited liability company with its principal place of business at 1216 State Street, 3rd Floor, Santa Barbara, California 93101.

EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • June 25th, 2012 • AdvisorShares Trust

EXPENSE LIMITATION AGREEMENT, effective as of December 21, 2011 by and between ADVISORSHARES INVESTMENTS, LLC (the “Adviser”) and COMMERCE ASSET MANAGEMENT, LLC (the “Sub-Adviser”) (the “Agreement”).

EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • June 26th, 2017 • AdvisorShares Trust • Delaware

EXPENSE LIMITATION AGREEMENT, effective as of May 23, 2017, by and between AdvisorShares Investments, LLC (the “Adviser”) and Sabretooth Advisors, LLC (the “Sub-Adviser”) (the “Agreement”).

FUND ADMINISTRATION AND ACCOUNTING AGREEMENT
Fund Administration and Accounting Agreement • March 16th, 2010 • AdvisorShares Trust • New York

AGREEMENT made as of July 16, 2009, by and between each entity listed on Exhibit A hereto (each a “Fund”, collectively the “Funds”), and The Bank of New York Mellon, a New York banking organization (“BNY”).

SUB-ADVISER EXPENSE LIMITATION AGREEMENT
Sub-Adviser Expense Limitation Agreement • March 30th, 2022 • AdvisorShares Trust

AGREEMENT effective as of February 16, 2022, by and between AdvisorShares Investments, LLC (the “Adviser”) and Morgan Creek Capital Management, LLC (the “Sub-Adviser”), on behalf of each series of the Trust set forth in Schedule A attached hereto (each a “Fund” and, collectively, the “Funds”).

EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • July 9th, 2010 • AdvisorShares Trust

EXPENSE LIMITATION AGREEMENT, effective as of June 2, 2009 by and between ADVISORSHARES INVESTMENTS, LLC (the “Adviser”) and ADVISORSHARES TRUST (the “Trust”) (the “Agreement”), on behalf of each series of the Trust set forth in Schedule A attached hereto (each a “Fund,” and collectively, the “Funds”).

FORM OF INVESTMENT SUB-ADVISORY AGREEMENT
Form Of • October 28th, 2016 • AdvisorShares Trust • Delaware

AGREEMENT (the “Agreement”) made as of this __ day of ________ 2016 by and between AdvisorShares Investments, LLC, a Delaware limited liability company with its principal place of business at 4800 Montgomery Lane, Suite 150, Bethesda, Maryland 20814 (the “Adviser”), and Dorsey, Wright & Associates, LLC, a Virginia limited liability company with its principal place of business at 1011 Boulder Springs Drive, Suite 150, Richmond, VA 23225 (the “Sub-Adviser”).

INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • October 9th, 2018 • AdvisorShares Trust • Delaware

AGREEMENT made as of the 12th day of February 2018 by and between AdvisorShares Investments, LLC (the “Adviser”), a Delaware limited liability company with its principal place of business at 4800 Montgomery Lane, Suite 150, Bethesda, Maryland 20814, and Dorsey, Wright & Associates, LLC (the “Sub-Adviser”), a Virginia limited liability company with its principal place of business at 1011 Boulder Springs Drive, Suite 150, Richmond, Virginia 23225.

INTERIM INVESTMENT ADVISORY AGREEMENT
Interim Investment Advisory Agreement • October 27th, 2017 • AdvisorShares Trust • Delaware

AGREEMENT made as of the 8th day of September 2017 by and between AdvisorShares Trust (the “Trust”), a Delaware statutory trust registered as an investment company under the Investment Company Act of 1940, as amended (the “1940 Act”), and AdvisorShares Investments, LLC (the “Adviser”), a Delaware limited liability company with its principal place of business at 4800 Montgomery Lane, Suite 150, Bethesda, Maryland 20814.

ACTIVESHARES® ETFs FORM OF AP REPRESENTATIVE CONFIDENTIALITY & UNDERTAKINGS AGREEMENT
Undertakings Agreement • December 11th, 2020 • AdvisorShares Trust • New York

This AP Representative Confidentiality Agreement (this “Agreement”) is entered into by and among __________________ (“AP Representative”), ______________ (“Clearing Broker”), as clearing broker for the AP Representative, and AdvisorShares Trust (the “Trust”), an open-end management investment company registered with the Securities and Exchange Commission (the “SEC”) under the Investment Company Act of 1940, as amended (the “1940 Act”), on behalf of each of its separate series that is operating pursuant to the ActiveShares methodology licensed from Precidian Investments, LLC (each, a “Fund” and collectively, the “Funds”) which are listed on Exhibit A hereto, as amended by the Trust, from time to time, to reflect newly-launched Funds. Capitalized terms used herein and not otherwise defined have the meaning assigned to them in Section 6 of this Agreement.

AMENDMENT NO. 2 TO INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • June 8th, 2018 • AdvisorShares Trust

AMENDMENT made as of the 16th day of February 2018 to the Investment Advisory Agreement dated February 5, 2018, as amended (the “Agreement”), by and between AdvisorShares Investments, LLC (the “Adviser”) and AdvisorShares Trust (the “Trust”).

AMENDMENT NO. 19 TO INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • March 28th, 2022 • AdvisorShares Trust

AMENDMENT is made as of the 28th day of January 2022 to the Investment Advisory Agreement dated February 5, 2018, as amended (the “Agreement”), by and between AdvisorShares Trust (the “Trust”) and AdvisorShares Investments, LLC (the “Adviser”).

INTERIM EXPENSE LIMITATION AGREEMENT
Interim Expense Limitation Agreement • June 25th, 2012 • AdvisorShares Trust

INTERIM EXPENSE LIMITATION AGREEMENT, effective as of June 2, 2012 by and between ADVISORSHARES INVESTMENTS, LLC (the "Adviser") and (the "Sub-Adviser") (the "Agreement"). American Retirement Planners, Inc., a Nevada corporation with its principal place of business at 570 Hammill Lane, Reno, NV 89511

EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • October 30th, 2014 • AdvisorShares Trust • Delaware

EXPENSE LIMITATION AGREEMENT, effective as of September 19, 2014 by and between ADVISORSHARES INVESTMENTS, LLC (the “Adviser”) and Morgan Creek Capital Management, LLC (the “Sub-Adviser”) (the “Agreement”).

AMENDMENT TO TRANSFER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • May 23rd, 2022 • AdvisorShares Trust

This Amendment (the “Amendment”) is made as of April 5, 2022 by and between AdvisorShares Trust (the “Trust”) and The Bank of New York Mellon (“BNY Mellon”).

SCHEDULE A as revised June 30, 2021 to the THIRD AMENDED AND RESTATED EXPENSE LIMITATION AGREEMENT dated September 8, 2017 between ADVISORSHARES TRUST and ADVISORSHARES INVESTMENTS, LLC MAXIMUM ANNUAL OPERATING EXPENSE LIMITS
Expense Limitation Agreement • September 10th, 2021 • AdvisorShares Trust

* The Maximum Annual Operating Expense Limit is equal to the annual rate of the Adviser’s contractual advisory fee, which can range from 0.65% to 0.85%.

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EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • August 29th, 2017 • AdvisorShares Trust

AGREEMENT, effective as of March 1, 2017, by and between AdvisorShares Investments, LLC (the “Adviser”) and Partnervest Advisory Services, LLC (the “Sub-Adviser”).

AMENDMENT TO ADVISORSHARES ADVISORY AGREEMENT
Advisorshares Advisory Agreement • January 29th, 2013 • AdvisorShares Trust

This amendment (the “Amendment”) to the AdvisorShares Advisory Agreement dated June 2, 2009, by and between AdvisorShares Investments, LLC and AdvisorShares Trust (the “Trust”) (the “Agreement”) is effective as of January 1, 2013 (the “Effective Date”).

EXHIBIT A to the FUND ADMINISTRATION AND ACCOUNTING AGREEMENT Dated July 16, 2009, amended as of May 21, 2012
Fund Administration and Accounting Agreement • June 27th, 2012 • AdvisorShares Trust
TRANSFER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • December 11th, 2020 • AdvisorShares Trust

This Amendment (the “Amendment”) is made as of November 16, 2020 by and between AdvisorShares Trust (the “Trust”) and The Bank of New York Mellon (“BNY Mellon”).

FORM OF AMENDMENT TO CUSTODY AGREEMENT
Custody Agreement • March 28th, 2022 • AdvisorShares Trust

This Amendment (the “Amendment”) is made as of ________, 2022 by and between AdvisorShares Trust (the “Trust”) and The Bank of New York Mellon (“Custodian”).

AMENDMENT TO ADVISORSHARES ADVISORY AGREEMENT
Advisorshares Advisory Agreement • December 20th, 2013 • AdvisorShares Trust

This amendment (the “Amendment”) to the AdvisorShares Advisory Agreement dated June 2, 2009, by and between AdvisorShares Investments, LLC (the “Adviser”) and AdvisorShares Trust (the “Trust”) (the “Agreement”) is effective as of December 20, 2013 (the “Effective Date”).

AMENDMENT TO TRANSFER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • January 28th, 2022 • AdvisorShares Trust

This Amendment (the “Amendment”) is made as of January 14, 2022 by and between AdvisorShares Trust (the “Trust”) and The Bank of New York Mellon (“BNY Mellon”).

SIXTEENTH AMENDMENT TO ETF DISTRIBUTION AGREEMENT
Etf Distribution Agreement • September 10th, 2021 • AdvisorShares Trust • Delaware

This sixteenth amendment (the “Amendment”) to the ETF Distribution Agreement dated as of May 31, 2017 as Novated (the “Agreement”), is entered into on July 22, 2021 (the “Execution Date”) by and between AdvisorShares Trust (the “Trust”) and Foreside Fund Services, LLC (“Foreside”), with an effective date of July 22, 2021 (the “Effective Date”).

AMENDMENT TO ADVISORSHARES ADVISORY AGREEMENT
Advisorshares Advisory Agreement • March 25th, 2016 • AdvisorShares Trust

THIS AMENDMENT is made as of the 1st day of November 2015 to the Advisory Agreement dated June 2, 2009 (the “Agreement”) by and between AdvisorShares Investments, LLC (the “Adviser”) and AdvisorShares Trust (the “Trust”).

AMENDMENT NO. 7 TO INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • April 15th, 2019 • AdvisorShares Trust

AMENDMENT is made as of the 21st day of February 2019 to the Investment Advisory Agreement dated February 5, 2018, as amended (the “Agreement”), by and between AdvisorShares Trust (the “Trust”) and AdvisorShares Investments, LLC (the “Adviser”).

SEVENTEENTH AMENDMENT TO ADVISORSHARES® ETF DISTRIBUTION AGREEMENT
Etf Distribution Agreement • June 8th, 2016 • AdvisorShares Trust

This seventeenth amendment (the “Amendment”) to the AdvisorShares® Trust ETF Distribution Agreement (the “Agreement”) dated as of June 25, 2009, as amended from time to time, by and between AdvisorShares® Trust, a Delaware statutory trust (the “Trust”) and Foreside Fund Services, LLC, a Delaware limited liability company (the “Distributor”) is entered into as of June 8, 2016 (the “Effective Date”).

AMENDMENT TO TRANSFER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • October 29th, 2021 • AdvisorShares Trust

This Amendment (the “Amendment”) is made as of June 25, 2021 by and between AdvisorShares Trust (the “Trust”) and The Bank of New York Mellon (“BNY Mellon”).

Board of Trustees AdvisorShares Trust c/o AdvisorShares Suite 1330 Bethesda, Maryland 20814
Re: Agreement • June 14th, 2012 • AdvisorShares Trust

Re: Agreement and Plan of Reorganization, dated as of ____________, 2012 (the “Agreement”), between AdvisorShares Trust, a Delaware statutory trust (the “Trust”), on behalf of its series, the AdvisorShares Meidell Tactical Advantage ETF (the “Acquiring Fund”) and the AdvisorShares Dent Tactical ETF (the “Acquired Fund”) and AdvisorShares Investments, LLC (the “Advisor”) (for purposes of Section 10 of the Agreement only)

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