ALPS SERIES TRUST COGNIOS MARKET NEUTRAL LARGE CAP FUND DISTRIBUTION AGREEMENTDistribution Agreement • December 19th, 2012 • ALPS Series Trust • Colorado
THIS AGREEMENT is made as of December 5, 2012, between ALPS Series Trust, a Delaware statutory trust (the “Trust”), and ALPS Distributors, Inc., a Colorado corporation (“ALPS”).
ALPS SERIES TRUST COGNIOS MARKET NEUTRAL LARGE CAP FUND TRANSFER AGENCY AND SERVICES AGREEMENTTransfer Agency and Services Agreement • December 19th, 2012 • ALPS Series Trust • Colorado
THIS AGREEMENT is made as of December 20, 2012, between ALPS Series Trust (the “Trust”), a Delaware statutory trust under the laws of the state of Delaware, and ALPS Fund Services, Inc. (“ALPS”), a Colorado corporation.
ALPS SERIES TRUST COGNIOS MARKET NEUTRAL LARGE CAP FUND CHIEF COMPLIANCE OFFICER SERVICES AGREEMENTCompliance Officer Services Agreement • December 19th, 2012 • ALPS Series Trust • Colorado
This Chief Compliance Officer Services Agreement (this “Agreement”) is effective as of December 20, 2012 (the “Effective Date”) by and between ALPS Series Trust, a Delaware statutory trust (the “Trust”), on behalf of the series listed in Exhibit A hereto (the “Fund”), as such exhibit may be modified from time to time by written agreement of the parties hereto, and ALPS Fund Services, Inc. (“ALPS”), a Colorado corporation.
ALPS SERIES TRUST COGNIOS MARKET NEUTRAL LARGE CAP FUND PRINCIPAL FINANCIAL OFFICER SERVICES AGREEMENTPrincipal Financial Officer Services Agreement • December 19th, 2012 • ALPS Series Trust • Colorado
This Principal Financial Officer Services Agreement (this “Agreement”) is effective as of December 20, 2012 (the “Effective Date”) by and between ALPS Series Trust (the “Trust”), a Delaware statutory trust with its principal place of business at 1290 Broadway, Suite 1100, Denver, Colorado, 80203, on behalf of its series listed in Appendix A hereto (the “Fund”), as such exhibit may be modified from time to time by written agreement of the parties hereto, and ALPS Fund Services, Inc. (“ALPS”), a Colorado corporation with its principal place of business at 1290 Broadway, Suite 1100, Denver, Colorado, 80203.
ALPS SERIES TRUST COGNIOS MARKET NEUTRAL LARGE CAP FUND INVESTMENT ADVISORY AGREEMENTInvestment Advisory Agreement • December 19th, 2012 • ALPS Series Trust • Colorado
This Investment Advisory Agreement (the “Agreement”) is made and entered into as of this 5th day of December, 2012, by and between Cognios Capital, LLC, a Kansas limited liability company (the “Adviser”), and ALPS Series Trust, a Delaware statutory trust (the “Trust”), regarding the Fund(s) listed in Appendix A (the “Funds”).
SPECIAL CUSTODY and PLEDGE AGREEMENT (Margin Account)Special Custody and Pledge Agreement • December 19th, 2012 • ALPS Series Trust • New York
AGREEMENT (hereinafter “Agreement”) dated as of December 20, 2012, among ALPS Series Trust, on behalf of its series, Cognios Market Neutral Large Cap Fund (“Customer”), BNP Paribas Prime Brokerage, Inc., a Delaware corporation (“Counterparty”), Cognios Capital, LLC (“Manager”) and Union Bank, N.A. as Custodian hereunder (“Custodian”). For the avoidance of doubt, all references to “Customer” in this Agreement and in any appendices and exhibits hereto shall refer only to the Cognios Market Neutral Large Cap Fund.
Exhibit (h)(7) EXECUTION COPY (12/18/12)Account Agreement • December 19th, 2012 • ALPS Series Trust • New York
This agreement (including all terms, schedules, supplements and exhibits attached hereto, this “U.S. PB Agreement”) is entered into between Customer specified below (“Customer”) and BNP PARIBAS PRIME BROKERAGE, INC. (“BNPP PB”), on behalf of itself and as agent for the BNPP Entities (as defined in the Account Agreement attached as Exhibit A hereto). This U.S. PB Agreement sets forth the terms and conditions on which BNPP PB will open and maintain Accounts (as defined in the Account Agreement) for margin, execution, settlement and other products or services and otherwise transact business with Customer. All capitalized terms used but not defined herein shall have the meaning set forth in the Account Agreement.
ALPS SERIES TRUST COGNIOS MARKET NEUTRAL LARGE CAP FUND ADMINISTRATION, BOOKKEEPING AND PRICING SERVICES AGREEMENTPricing Services Agreement • December 19th, 2012 • ALPS Series Trust • Colorado
THIS AGREEMENT is made as of December 20, 2012, between ALPS Series Trust, organized as a Delaware statutory trust (the “Trust”), and ALPS Fund Services, Inc., a Colorado corporation (“ALPS”).
SUBSCRIPTION AGREEMENT ALPS SERIES TRUST On behalf of its series, Cognios Market Neutral Large Cap Fund (the “Fund”)Subscription Agreement • December 19th, 2012 • ALPS Series Trust
This Subscription Agreement is made effective as of the 7th day of December, 2012 by and between ALPS Fund Services, Inc., a Colorado corporation (the “Purchaser”), and ALPS Series Trust, a Delaware statutory trust (the “Trust”), on behalf of the Fund.
COGNIOS CAPITAL 11250 Tomahawk Creek Parkway Leawood, KS 66211ALPS Series Trust • December 19th, 2012
PBI AgreementPbi Agreement • December 19th, 2012 • ALPS Series Trust
This agreement (including all terms, schedules, supplements and exhibits attached hereto, this “PBI Agreement”) is entered into between ALPS Series, Trust, on behalf of its series, Cognios Market Neutral Large Cap Fund (“Customer”) and BNP PARIBAS PRIME BROKERAGE INTERNATIONAL, LTD. (“PBI”), and BNP Paribas, acting through its New York branch (“BNPP NY”, and together with PBI, the “Arranged Financing Entities”). The Agreement sets forth the terms and conditions on which PBI will open and maintain Accounts for prime brokerage and other products and otherwise transact business with Customer. Customer and BNP Paribas Prime Brokerage, Inc. (“BNPP PB”), on behalf of itself and as agent for the BNPP Entities, have also entered into a U.S. Prime Brokerage Agreement (the “U.S. PB Agreement”) for the provision of certain securities related services.
