0001398344-20-020118 Sample Contracts

SECOND AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT BETWEEN INVESTMENT MANAGERS SERIES TRUST II AND AXS Investments LLC
Investment Advisory Agreement • October 15th, 2020 • Investment Managers Series Trust II • Delaware

THIS SECOND AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT (the “Agreement”), dated as of ___________, to the Investment Advisor Agreement dated October 18, 2019, as amended May 1, 2020 (the “Prior Agreement”), is entered into by and between Investment Managers Series Trust II, a Delaware statutory trust (the “Trust”), on behalf of its series listed in Appendix A, as amended from time to time (each a “Fund”), and AXS Investments LLC, a limited liability company (the “Advisor”).

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SUB-ADVISORY AGREEMENT BETWEEN AXS INVESTMENTS, LLC AND Sky Harbor Capital Management, LLC.
Sub-Advisory Agreement • October 15th, 2020 • Investment Managers Series Trust II • Delaware

THIS SUB-ADVISORY AGREEMENT (the “Agreement”), dated as of_____________, is entered into by and between AXS Investments, LLC, a Delaware limited liability company with its principal office and place of business at 181 Westchester Avenue, Port Chester, New York 10573 (the “Advisor”) and SKY Harbor Capital Management, LLC a [Delaware] limited liability company with its principal office and place of business at 20 Horseneck Lane, 1st Floor

INVESTMENT MANAGERS SERIES TRUST II SECOND AMENDED AND RESTATED OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • October 15th, 2020 • Investment Managers Series Trust II • Delaware

THIS SECOND AMENDED AND RESTATED OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”), dated as of ____________, 2020, by and between INVESTMENT MANAGERS SERIES TRUST II, a Delaware statutory trust (the “Trust”), on behalf of its series listed in Appendix A, as amended from time to time (each a “Fund”), and the investment advisor of the Funds, AXS Investments LLC (the “Advisor”).

SUBSCRIPTION AGREEMENT
Subscription Agreement • October 15th, 2020 • Investment Managers Series Trust II

THIS SUBSCRIPTION AGREEMENT is entered into as of the _th day of __________, 20__, between Investment Managers Series Trust II, a statutory trust organized and existing under the laws of Delaware (the "Trust") on behalf of the AXS Sustainable Income Fund (the “Fund”), and ________________ (the "Purchaser").

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