0000894189-22-002345 Sample Contracts

Distribution Agreement
Distribution Agreement • March 30th, 2022 • Managed Portfolio Series

Transaction (as defined below) (the “Closing Date”), is by and between Quasar Distributors, LLC (the “Distributor”) and Managed Portfolio Series (“Fund Company”) and Tortoise Capital Advisors, L.L.C. (“Adviser”).

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MANAGED PORTFOLIO SERIES AMENDED AND RESTATED OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • March 30th, 2022 • Managed Portfolio Series • Delaware

THIS AMENDED AND RESTATED OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) is made as of the 22 day of March 2022, by and between Managed Portfolio Series, a Delaware statutory trust (the “Trust”), on behalf of the series of the Trust listed on Appendix A, which may be amended from time to time (each a “Fund” and together the “Funds”), and Tortoise Capital Advisors, L.L.C., a Delaware Limited Liability Company (the “Adviser”).

FUND OF FUNDS INVESTMENT AGREEMENT
Fund of Funds Investment Agreement • March 30th, 2022 • Managed Portfolio Series • Delaware

THIS AGREEMENT, dated as of January 19, 2022, between the Wilmington Funds, on behalf of its series listed on Schedule A (each, an “Acquiring Fund”), severally and not jointly, and Managed Portfolio Series, on behalf of its series listed on Schedule A, severally and not jointly (each, an “Acquired Fund” and together with the Acquiring Funds, the “Funds”).

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