0001144204-10-009940 Sample Contracts

FORM OF INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • February 25th, 2010 • AdvisorShares Trust • Delaware

AGREEMENT made as of this ___ day of ____________, 2010 by and between AdvisorShares Investments, LLC, a Delaware limited liability company with its principal place of business at 3 Bethesda Metro Center, Suite 700, Bethesda MD, 20814 (the “Adviser”) and Peritus I Asset Management, LLC, a California limited liability company with its principal place of business at 26 West Anapamu, 3rd Floor, Santa Barbara, CA 93103 (the “Sub-Adviser”).

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FORM OF EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • February 25th, 2010 • AdvisorShares Trust

EXPENSE LIMITATION AGREEMENT, effective as of _________ __, 2010 by and between ADVISORSHARES INVESTMENTS, LLC (the "Adviser") and PERITUS I ASSET MANAGEMENT, LLC (the "Sub-Adviser") (the "Agreement").

SCHEDULE A to the ADVISORY AGREEMENT dated June 2, 2009, amended as of February 25, 2010 between ADVISORSHARES TRUST and ADVISORSHARES INVESTMENTS, LLC
Advisory Agreement • February 25th, 2010 • AdvisorShares Trust

The Trust will pay to the Adviser as compensation for the Adviser’s services rendered, a fee, computed daily at an annual rate based on the average daily net assets of the respective Fund in accordance the following fee schedule:

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