0000894189-11-001283 Sample Contracts

DISTRIBUTION AGREEMENT
Distribution Agreement • March 25th, 2011 • Advisors Series Trust • Wisconsin

THIS AGREEMENT is made and entered into as of this 25th day of March, 2011, by and between ADVISORS SERIES TRUST, a Delaware business trust (the “Trust”) and QUASAR DISTRIBUTORS, LLC, a Delaware limited liability company (the “Distributor”). ORINDA ASSET MANAGEMENT, LLC, a limited liability company and the investment advisor to the Trust (the “Advisor”), is a party hereto with respect to Section 5 only.

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ADVISORS SERIES TRUST INVESTMENT ADVISORY AGREEMENT with Orinda Asset Management, LLC
Investment Advisory Agreement • March 25th, 2011 • Advisors Series Trust • Delaware

THIS INVESTMENT ADVISORY AGREEMENT is made as of the 29th day of March, 2011, by and between Advisors Series Trust, a Delaware statutory trust (the “Trust”), on behalf of the series of the Trust indicated on Schedule A, which may be amended from time to time, (the “Fund”) and the investment adviser of the Fund, Orinda Asset Management, LLC, a Delaware limited liability company (the “Advisor”).

INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • March 25th, 2011 • Advisors Series Trust • Delaware

This AGREEMENT is made as of the 31st day of March 2011, by and among M.A. Weatherbie & Co., Inc., a Delaware corporation located at 265 Franklin Street, Suite 1601, Boston, MA 02110 (the “Sub-Adviser”), and Orinda Asset Management, LLC, a Delaware limited liability company located at 4 Orinda Way, Suite 180C, Orinda, CA 94563 (the “Manager”).

AMENDMENT TO THE ADVISORS SERIES TRUST FUND ACCOUNTING SERVICING AGREEMENT
Advisors Series Trust • March 25th, 2011 • Advisors Series Trust

THIS AMENDMENT dated as of the 25th day of March, 2011, to the Fund Accounting Servicing Agreement, dated as of June 8, 2006, as amended (the "Agreement"), is entered into by and between Advisors Series Trust, a Delaware statutory trust (the "Trust") and U.S. Bancorp Fund Services, LLC, a Wisconsin limited liability company ("USBFS").

AMENDMENT TO THE ADVISORS SERIES TRUST CUSTODY AGREEMENT
Advisors Series Trust • March 25th, 2011 • Advisors Series Trust

THIS AMENDMENT dated as of the 25th day of March, 2011, to the Custody Agreement, dated as of June 6, 2006, as amended (the "Agreement"), is entered into by and between Advisors Series Trust, a Delaware statutory trust (the "Trust") and U.S. Bank National Association, a national banking association (the "Custodian").

AMENDMENT TO THE ADVISORS SERIES TRUST TRANSFER AGENT SERVICING AGREEMENT
Advisors Series Trust • March 25th, 2011 • Advisors Series Trust

THIS AMENDMENT dated as of the 25th day of March, 2011, to the Transfer Agent Servicing Agreement, dated as of June 8, 2006, as amended (the "Agreement"), is entered into by and between Advisors Series Trust, a Delaware statutory trust (the "Trust") and U.S. Bancorp Fund Services, LLC, a Wisconsin limited liability company ("USBFS").

ADVISORS SERIES TRUST OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • March 25th, 2011 • Advisors Series Trust • Delaware

THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) is effective as of March 29, 2011 by and between ADVISORS SERIES TRUST, a Delaware statutory trust (the “Trust”), on behalf of each series of the Trust listed on Appendix A, which may be amended from time to time (the “Fund” or “Funds”), and the investment adviser of the Fund, Orinda Asset Management, LLC (the “Adviser”).

AMENDMENT TO THE ADVISORS SERIES TRUST FUND ADMINISTRATION SERVICING AGREEMENT
Advisors Series Trust • March 25th, 2011 • Advisors Series Trust

THIS AMENDMENT dated as of the 25th day of March, 2011, to the Fund Administration Servicing Agreement, dated as of June 8, 2006, as amended (the "Agreement"), is entered into by and between Advisors Series Trust, a Delaware statutory trust (the "Trust") and U.S. Bancorp Fund Services, LLC, a Wisconsin limited liability company ("USBFS").

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