0000894189-23-007607 Sample Contracts

ADVISOR MANAGED PORTFOLIOS FORM OF INVESTMENT ADVISORY AGREEMENT with Bramshill Investments, LLC
Investment Advisory Agreement • October 16th, 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 Bramshill Investments, LLC, a New Jersey limited liability company (hereinafter called the “Adviser”).

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FORM OF DISTRIBUTION AGREEMENT
Service Fee Agreement • October 16th, 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 FORM OF FUND SERVICING AGREEMENT
Fund Servicing Agreement • October 16th, 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) Adviser Managed Trust, a Delaware statutory trust (the “Acquiring Entity”) on behalf of its series, the Bramshill Income Performance Fund (the...
Advisor Managed Portfolios • October 16th, 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: (A) the Acquiring Fund acquiring the Assets (as such term is defined in Section 1.1(b) of the Agreement) of the 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 are referred to herein as the “Reorganization”).

ADVISOR MANAGED PORTFOLIOS FORM OF OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • October 16th, 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 Bramshill Investments, LLC, a New Jersey limited liability company (hereinafter called the “Adviser”).

ADVISORS MANAGED PORTFOLIOS FORM OF CUSTODY AGREEMENT
Advisors Managed • October 16th, 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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