0000894189-23-007235 Sample Contracts

ADVISORS MANAGED PORTFOLIOS CUSTODY AGREEMENT
Custody Agreement • September 27th, 2023 • Advisor Managed Portfolios • Minnesota

This Custody Agreement (the “Agreement”), is made and entered into as the last date in the signature block (the “Effective Date”), by and between ADVISORS MANAGED PORTFOLIOS, a Delaware statutory trust (the “Trust”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America with its principal place of business in Minneapolis, Minnesota (the “Custodian”).

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ADVISOR MANAGED PORTFOLIOS INVESTMENT ADVISORY AGREEMENT with Zevenbergen Capital Investments LLC
Investment Advisory Agreement • September 27th, 2023 • Advisor Managed Portfolios • Delaware

This INVESTMENT ADVISORY AGREEMENT is made as of the ____ day of ______, 2023, by and between Advisor Managed Portfolios, a Delaware statutory trust (hereinafter called the “Trust”), on behalf of the series of the Trust indicated on Schedule A, which may be amended from time to time, (each a “Fund” or collectively “Funds”) and Zevenbergen Capital Investments LLC, a Washington limited liability company (hereinafter called the “Adviser”).

DISTRIBUTION AGREEMENT
Service Fee Agreement • September 27th, 2023 • Advisor Managed Portfolios • Delaware

the terms and conditions set forth in the Prospectus and any operating procedures and policies established by Distributor or the Fund (directly or through its transfer agent) from time to time. All purchase orders Dealer submits are subject to acceptance or rejection, and Distributor reserves the right to suspend or limit the sale of Shares. Dealer is not authorized to make any representations concerning Shares except such representations as are contained in the Prospectus and in such supplemental written information that the Fund or Distributor (acting on behalf of the Fund) may provide to Dealer with respect to a Fund. All orders that are accepted for the purchase of Shares shall be executed at the next determined public offering price per share (i.e., the net asset value (“NAV”) per share plus the applicable sales load, if any) and all orders for the redemption of Shares shall be executed at the next determined NAV per share and subject to any applicable redemption fee or contingent

ADVISORS MANAGED PORTFOLIOS FUND SERVICING AGREEMENT
Fund Servicing Agreement • September 27th, 2023 • Advisor Managed Portfolios • Wisconsin

THIS FUND SERVICING AGREEMENT (the “Agreement”) is made and entered into as of the last date in the signature block (the “Effective Date”), by and between ADVISORS MANAGED PORTFOLIOS, a Delaware statutory trust (the “Trust”) and U.S. BANCORP FUND SERVICES, LLC d/b/a U.S. BANK GLOBAL FUND SERVICES, a Wisconsin limited liability company (“Fund Services”).

Re: Agreement and Plan of Reorganization, dated as of the date hereof (the “Agreement”), by and among (i) Advisor Managed Portfolios, a Delaware statutory trust (the “Acquiring Entity”) on behalf of its respective series identified on Exhibit A...
Advisor Managed Portfolios • September 27th, 2023

This opinion is furnished to you pursuant to Section 8.4 of the Agreement. You have requested our opinions as to certain U.S. federal income tax consequences of the reorganization of the Acquiring Fund and the Target Fund that will consist of, with respect to each Acquiring Fund and the corresponding Target Fund (as set forth in Exhibit A hereto): (A) the Acquiring Fund acquiring the Assets (as such term is defined in Section 1.1(b) of the Agreement) of the corresponding Target Fund solely in exchange for (i) shares of the Acquiring Fund of equal value to the net assets of the Target Fund and (ii) the assumption of the Liabilities (as such term is defined in Section 1.1(c) of the Agreement), (B) the Target Fund immediately distributing such shares of the Acquiring Fund to shareholders of the Target Fund, and (C) followed immediately by the complete liquidation of the Target Fund, all upon the terms and conditions set forth in the Agreement (the foregoing transactions with respect to ea

ADVISOR MANAGED PORTFOLIOS OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • September 27th, 2023 • Advisor Managed Portfolios • Delaware

THIS OPERATING EXPENSES LIMITATION AGREEMENT (“Agreement”) is effective as of the ______ day of ___________, 2023 by and between Advisor Managed Portfolios, a Delaware statutory trust (hereinafter called the “Trust”), on behalf of the series of the Trust listed on Schedule A, which may be amended from time to time (each a “Fund” or collectively “Funds”), and Zevenbergen Capital Investments LLC, a Washington limited liability company (hereinafter called the “Adviser”).

Exhibit for Zevenbergen to the Advisors Managed Portfolios Fund Servicing Agreement
Advisor Managed Portfolios • September 27th, 2023

$__ - Domestic Corporate/Convertible/Gov’t/Agency Bonds, Foreign Equities, Futures, Forwards, Currency Rates, Mortgage Backed Securities

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