Fiera Capital Series Trust Sample Contracts

CUSTODY AGREEMENT Dated ___________, 2017 Between UMB BANK, N.A. and FIERA CAPITAL SERIES TRUST
Custody Agreement • March 31st, 2017 • Fiera Capital Series Trust

This agreement made as of the date first set forth above between UMB Bank, n.a., a national banking association with its principal place of business located in Kansas City, Missouri (hereinafter "Custodian"), and the Fiera Capital Series Trust on behalf of each of the Funds listed on Appendix B hereof, together with such additional Funds which shall be made parties to this Agreement by the execution of Appendix B hereto (individually, a "Fund" and collectively, the "Funds").

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INVESTMENT ADVISORY AGREEMENT BETWEEN INVESTMENT MANAGERS SERIES TRUST II AND sUNBRIDGE CAPITAL PARTNERS LLC
Investment Advisory Agreement • April 19th, 2021 • Investment Managers Series Trust II • Delaware

THIS INVESTMENT ADVISORY AGREEMENT (the “Agreement”), dated as of July 9, 2021, is entered into by and between Investment Managers Series Trust II, a Delaware statutory trust (the “Trust”), on behalf of its series listed in Appendix A, as amended from time to time (each a “Fund”), and Sunbridge Capital Partners LLC, a Delaware limited liability company (the “Advisor”).

DISTRIBUTION AGREEMENT
Distribution Agreement • April 26th, 2017 • Fiera Capital Series Trust • Delaware

THIS AGREEMENT is made and entered into as of ___________, 2017, by and between Fiera Capital Series Trust, a Delaware statutory trust (the “Client”) on behalf of each of the Funds (as defined below), severally and not jointly, and Foreside Fund Services, LLC, a Delaware limited liability company (the “Distributor”).

FORESIDE FUND SERVICES, LLC DEALER AGREEMENT
Dealer Agreement • April 26th, 2017 • Fiera Capital Series Trust • Delaware

As the distributor of the shares (“Shares”) of each investment company portfolio (each a “Fund”, and together, the “Funds”), of the investment company or companies referenced above (“Company”) which may be amended by us from time to time, Foreside Fund Services, LLC (“Distributor”) hereby invites you to participate in the selling group on the following terms and conditions. In this letter, the terms “we,” “us,” and similar words refer to the Distributor, and the terms “you,” “your,” and similar words and “Dealer” refer to the dealer executing this agreement, including its associated persons.

TRANSFER AGENCY AGREEMENT
Transfer Agency Agreement • March 31st, 2017 • Fiera Capital Series Trust • Wisconsin

THIS TRANSFER AGENCY AGREEMENT (the “Agreement”) is made as of this __ day of ____, 2017, by and between Fiera Capital Series Trust, a Delaware statutory trust (the “Trust”), and UMB Fund Services, Inc., a Wisconsin corporation, its successors and assigns (the “Transfer Agent”).

April 16, 2021 Fiera Capital Series Trust Milwaukee, Wisconsin 53212 Investment Managers Series Trust II Milwaukee, Wisconsin 53212 Ladies and Gentlemen:
Investment Managers Series Trust II • April 19th, 2021

This opinion is furnished to you pursuant to paragraph 8.5 of the Agreement and Plan of Reorganization (the “Agreement”), dated as of April [ ], 2021, by and among Fiera Capital Series Trust (the “Fiera Trust”), a Delaware statutory trust, on behalf of its series Fiera Capital Emerging Markets Fund (the “Acquired Fund”), and Investment Managers Series Trust II (the “IMST Trust”), a Delaware statutory trust, on behalf of its series Sunbridge Emerging Markets Fund (the “Acquiring Fund”). All capitalized terms not otherwise defined herein have the meanings ascribed to them in the Agreement.

INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • June 9th, 2020 • Fiera Capital Series Trust • New York

THIS INVESTMENT ADVISORY AGREEMENT (the “Agreement”) is made as of the 20th day of May, 2020, by and between Fiera Capital Series Trust, a Delaware statutory trust (the “Trust”), on behalf of Fiera Capital Intermediate Tax Efficient Fixed Income Fund (the “Fund”), a series of the Trust, and Fiera Capital Inc., a Delaware corporation (the “Investment Adviser”).

ADMINISTRATION AND FUND ACCOUNTING AGREEMENT
Administration and Fund Accounting Agreement • March 31st, 2017 • Fiera Capital Series Trust • Wisconsin

THIS ADMINISTRATION AND FUND ACCOUNTING AGREEMENT (the “Agreement”) is made as of this ___ day of ____________, 2017, by and between Fiera Capital Series Trust, a Delaware statutory trust (the “Trust”), and UMB Fund Services, Inc., a Wisconsin corporation, its successors and assigns (the “Administrator”).

FIERA CAPITAL SERIES TRUST EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Limitation and Reimbursement Agreement • July 29th, 2022 • Fiera Capital Series Trust • New York

THIS EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT is made as of the 10th day of May, 2022 by and between Fiera Capital Series Trust (the "Trust"), on behalf of its series known as Fiera Capital Global Equity Fund (the “Fund”) and Fiera Capital Inc. (the "Adviser"):

AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST OF FIERA CAPITAL SERIES TRUST a Delaware Statutory Trust Principal Place of Business: 375 Park Avenue, 8th Floor New York, New York 10152
Declaration of Trust • April 26th, 2017 • Fiera Capital Series Trust • Delaware

THIS AMENDED AND RESTATED DECLARATION OF TRUST (the "Declaration") is made and entered into as of the date set forth below by the undersigned (the " Trustee").

RULE 17f-5 DELEGATION AGREEMENT
Delegation Agreement • March 31st, 2017 • Fiera Capital Series Trust • Missouri

By its execution of this Delegation Agreement by and between UMB Bank, n.a. (the Custodian), a national banking association, with its principal office in Kansas City, Missouri, and Fiera Capital Series Trust (the “Trust”) (on behalf of any series thereof listed on the Appendix to this Agreement, together with such additional series as shall be made parties to this Agreement by the execution of a revised Appendix to this Agreement (such series are referred to individually as a “Fund” and, collectively, as the “Funds”)), the Funds hereby direct the Custodian to appoint Citibank, N.A., a National Banking Association under the laws of the United States of America, as the Approved Foreign Custody Manager (the Delegate) under the terms of the Custody Agreement between the Trust and the Custodian to perform certain functions with respect to the custody of the Funds’ Assets (as defined in Section 13 of this Delegation Agreement) outside the United States of America.

ROCHDALE EMERGING MARKETS (MAURITIUS) INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • March 9th, 2018 • Fiera Capital Series Trust • New York

This INVESTMENT MANAGEMENT AGREEMENT made and effective as of the __th day of ____, 2018, by and between ROCHDALE EMERGING MARKETS (MAURITIUS) (hereinafter called the “Fund”), a company organized under laws of Mauritius, and FIERA CAPITAL INC. (hereinafter called the “Adviser”), a corporation organized under laws of the State of Delaware.

INVESTMENT MANAGERS SERIES TRUST II OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • April 19th, 2021 • Investment Managers Series Trust II • Delaware

THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) is effective as of July 9, 2021, by and between INVESTMENT MANAGERS SERIES TRUST II, a Delaware statutory trust (the “Trust”), on behalf of its series listed in Appendix A, as amended from time to time (each a “Fund”), and the investment advisor of the Funds, Sunbridge Capital Partners LLC (the “Advisor”).

FIERA CAPITAL SERIES TRUST EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Limitation and Reimbursement Agreement • July 29th, 2019 • Fiera Capital Series Trust • New York

THIS EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT is made as of the 22nd day of May, 2019 by and between Fiera Capital Series Trust (the “Trust”), on behalf of its series known as Fiera Capital Emerging Markets Fund (the “Fund”) and Fiera Capital Inc. (the “Adviser”):

FIERA CAPITAL SERIES TRUST EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Limitation and Reimbursement Agreement • July 29th, 2022 • Fiera Capital Series Trust • New York

THIS EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT is made as of the 10th day of May, 2022 by and between Fiera Capital Series Trust (the "Trust"), on behalf of its series known as Fiera Capital International Equity Fund (the “Fund”) and Fiera Capital Inc. (the "Adviser"):

FIERA CAPITAL SERIES TRUST EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Limitation and Reimbursement Agreement • July 25th, 2018 • Fiera Capital Series Trust • New York

THIS EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT is made as of the 16th day of May, 2018 by and between Fiera Capital Series Trust (the "Trust"), on behalf of its series known as Fiera Capital Equity Allocation Fund (the “Fund”), and Fiera Capital Inc. (the "Adviser"):

FIERA CAPITAL SERIES TRUST EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Limitation and Reimbursement Agreement • July 30th, 2018 • Fiera Capital Series Trust • New York

THIS EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT is made as of the day of , 2018 by and between Fiera Capital Series Trust (the "Trust"), on behalf of its series known as Fiera Capital Global Equity Focused Fund (the “Fund”) and Fiera Capital Inc. (the "Adviser"):

FIERA CAPITAL SERIES TRUST EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Limitation and Reimbursement Agreement • July 29th, 2022 • Fiera Capital Series Trust • New York

THIS EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT is made as of the 10th day of May, 2022 by and between Fiera Capital Series Trust (the "Trust"), on behalf of its series known as Fiera Capital Small/Mid-Cap Growth Fund (the “Fund”) and Fiera Capital Inc. (the "Adviser"):

FIERA CAPITAL SERIES TRUST EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Reimbursement Agreement • September 13th, 2017 • Fiera Capital Series Trust • New York

THIS EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT is made as of the 13th day of September, 2017 by and between Fiera Capital Series Trust (the "Trust"), on behalf of its series known as Fiera Capital Small/Mid-Cap Growth Fund (the “Fund”) and Fiera Capital Inc. (the "Adviser"):

FIERA CAPITAL SERIES TRUST EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Limitation and Reimbursement Agreement • July 29th, 2021 • Fiera Capital Series Trust • New York

THIS EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT is made as of the 26th day of May, 2021 by and between Fiera Capital Series Trust (the "Trust"), on behalf of its series known as Fiera Capital Small/Mid-Cap Growth Fund (the “Fund”) and Fiera Capital Inc. (the "Adviser"):

FIERA CAPITAL SERIES TRUST EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Limitation and Reimbursement Agreement • July 29th, 2019 • Fiera Capital Series Trust • New York

THIS EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT is made as of the 22nd day of May, 2019 by and between Fiera Capital Series Trust (the “Trust”), on behalf of its series known as Fiera Capital Equity Allocation Fund (the “Fund”), and Fiera Capital Inc. (the “Adviser”):

FIERA CAPITAL SERIES TRUST EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Limitation and Reimbursement Agreement • September 13th, 2017 • Fiera Capital Series Trust • New York

THIS EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT is made as of the 13th day of September, 2017 by and between Fiera Capital Series Trust (the "Trust"), on behalf of its series known as Fiera Capital International Equity Fund (the “Fund”) and Fiera Capital Inc. (the "Adviser"):

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FIERA CAPITAL SERIES TRUST EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Limitation and Reimbursement Agreement • July 30th, 2018 • Fiera Capital Series Trust • New York

THIS EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT is made as of the day of , 2018 by and between Fiera Capital Series Trust (the "Trust"), on behalf of its series known as Fiera Capital International Equity Fund (the “Fund”) and Fiera Capital Inc. (the "Adviser"):

AMENDMENT NO. 1 TO THE INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • July 29th, 2020 • Fiera Capital Series Trust

This Amendment No. 1 (the “Amendment”), made and entered into as of February 12, 2020, is made a part of the Investment Advisory Agreement by and between Fiera Capital Series Trust, a Delaware statutory trust (the “Trust”), on behalf of Fiera Capital Small/Mid-Cap Growth Fund (the “Fund”), a series of the Trust, and Fiera Capital Inc., a Delaware corporation (the “Investment Adviser”), dated September 13, 2017 (the “Agreement”).

AGREEMENT AND DECLARATION OF TRUST OF FIERA CAPITAL SERIES TRUST a Delaware Statutory Trust Principal Place of Business: 375 Park Avenue, 8th Floor New York, New York 10152
Fiera Capital Series Trust • March 31st, 2017 • Delaware

THIS DECLARATION OF TRUST (the "Declaration") is made and entered into as of the date set forth below by the trustee named hereunder (the "Initial Trustee") for the purpose of forming a Delaware statutory trust in accordance with the provisions hereinafter set forth.

FIERA CAPITAL SERIES TRUST EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Limitation and Reimbursement Agreement • June 9th, 2020 • Fiera Capital Series Trust • New York

THIS EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT is made as of the 20th day of May, 2020 by and between Fiera Capital Series Trust (the "Trust"), on behalf of its series known as Fiera Capital Intermediate Tax Efficient Fixed Income Fund (the “Fund”) and Fiera Capital Inc. (the "Adviser"):

FIERA CAPITAL SERIES TRUST EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Limitation and Reimbursement Agreement • July 29th, 2021 • Fiera Capital Series Trust • New York

THIS EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT is made as of the 26th day of May, 2021 by and between Fiera Capital Series Trust (the "Trust"), on behalf of its series known as Fiera Capital Global Equity Fund (the “Fund”) and Fiera Capital Inc. (the "Adviser"):

FIERA CAPITAL SERIES TRUST EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Limitation and Reimbursement Agreement • September 9th, 2019 • Fiera Capital Series Trust • New York

THIS EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT is made as of the 14th day of August, 2019 by and between Fiera Capital Series Trust (the “Trust”), on behalf of its series known as Fiera Capital U.S. Equity Long-Term Quality Fund (the “Fund”) and Fiera Capital Inc. (the “Adviser”):

FIERA CAPITAL SERIES TRUST EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Limitation and Reimbursement Agreement • July 30th, 2020 • Fiera Capital Series Trust • New York

THIS EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT is made as of the 20th day of May, 2020 by and between Fiera Capital Series Trust (the "Trust"), on behalf of its series known as Fiera Capital International Equity Fund (the “Fund”) and Fiera Capital Inc. (the "Adviser"):

SELLING GROUP MEMBER AGREEMENT
Fiera Capital Series Trust • April 26th, 2017 • Delaware

As the distributor of the shares (“Shares”) of each investment company portfolio (each, a “Fund”, and together, the “Funds”), of the investment company or companies referenced above and covered hereunder (collectively, “Company”) which may be amended by us from time to time, Foreside Fund Services, LLC (“Distributor”) hereby invites you to participate in the selling group on the following terms and conditions. In this letter, the terms “we,” “us,” and similar words refer to the Distributor, and the terms “you,” “your,” and similar words refer to the intermediary executing this agreement, including its associated persons.

FIERA CAPITAL SERIES TRUST EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Expense Limitation and Reimbursement Agreement • December 1st, 2017 • Fiera Capital Series Trust • New York

THIS EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT is made as of the 1st day of December, 2017 by and between Fiera Capital Series Trust (the "Trust"), on behalf of its series known as Fiera Capital Emerging Markets Fund (the “Fund”) and Fiera Capital Inc. (the "Adviser"):

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