0001580642-21-000283 Sample Contracts

INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • January 26th, 2021 • James Alpha Funds Trust • Delaware

THIS INVESTMENT MANAGEMENT AGREEMENT is made as of the 22nd day of January 2021, by and between James Alpha Funds Trust (the “Trust”), on behalf of the James Alpha EHS Fund, a series of the Trust (the “Fund”), and James Alpha Advisors, LLC (the “Manager”).

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INVESTMENT SUB-ADVISORY AGREEMENT BETWEEN JAMES ALPHA ADVISORS, LLC AND Amundi Asset Management US, Inc. REGARDING THE JAMES ALPHA FUNDS TRUST
Investment Sub-Advisory Agreement • January 26th, 2021 • James Alpha Funds Trust • Delaware

AGREEMENT made this [ ] day of January 2021 between James Alpha Advisors, LLC, a Delaware limited liability company (the “Manager”), and Amundi Asset Management US, Inc., a Delaware corporation (the “Advisor”).

JAMES ALPHA EVENT DRIVEN CAYMAN FUND LTD. INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • January 26th, 2021 • James Alpha Funds Trust • Delaware

THIS INVESTMENT ADVISORY AGREEMENT is made as of the [ ] day of [ ] 2021 by and between James Alpha Event Driven Cayman Fund Ltd., a Cayman Islands company (the “Company”), and James Alpha Advisors, LLC (the “Adviser”).

INVESTMENT SUB-ADVISORY AGREEMENT BETWEEN
Sub-Advisory Agreement • January 26th, 2021 • James Alpha Funds Trust • Delaware

AGREEMENT made this [ ] day of January 2021 between James Alpha Advisors, LLC a Delaware limited liability company (the "Manager"), and Bullseye Asset Management LLC, a Colorado limited liability company (the "Advisor").

JAMES ALPHA FUNDS TRUST AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST
Agreement and Declaration of Trust • January 26th, 2021 • James Alpha Funds Trust

This AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST of James Alpha Funds Trust is made the 8th day of January, 2021 by the parties signatory hereto, as Trustees.

MASTER SERVICES AGREEMENT
Master Services Agreement • January 26th, 2021 • James Alpha Funds Trust • Ohio

This Master Services Agreement (this “Agreement”), dated January 1, 2021, is between The James Alpha Funds Trust (the “Trust”), a Delaware statutory trust, and Ultimus Fund Solutions, LLC (“Ultimus”), a limited liability company organized under the laws of the state of Ohio.

AMENDMENT NO. 1 TO THE AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST OF JAMES ALPHA FUNDS TRUST
James Alpha Funds Trust • January 26th, 2021

Pursuant to Article IX, Section 9.7 of the Amended and Restated Agreement and Declaration of Trust, dated January 8, 2021 (the “Declaration”), of James Alpha Funds Trust (the “Trust”), the undersigned Trustees of the Trust hereby amend the Declaration as set forth below.

SUB-EXPENSE LIMITATION AGREEMENT FOR CLASS R6 SHARES
Limitation Agreement • January 26th, 2021 • James Alpha Funds Trust • Delaware

THIS SUB-EXPENSE LIMITATION AGREEMENT FOR CLASS R6 SHARES (the “Agreement”) is effective as of the [__] day of January 2021, by and between James Alpha Advisors, LLC (the “Manager”), the investment adviser to the James Alpha Global Real Estate Investments Fund (the “Fund”), a series of the James Alpha Funds Trust (the “Trust”), and Ranger Global Real Estate Advisors, LLC (the “Sub-Advisor”), the investment sub-advisor to the Fund.

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