0001193125-14-253923 Sample Contracts

ALPS SERIES TRUST CUPPS ALL CAP GROWTH FUND CUPPS MID CAP GROWTH FUND TRANSFER AGENCY AND SERVICES AGREEMENT
Alps Series Trust • June 30th, 2014 • ALPS Series Trust • Colorado

THIS AGREEMENT is made as of June 30, 2014, 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.

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ALPS SERIES TRUST CUPPS ALL CAP GROWTH FUND CUPPS MID CAP GROWTH FUND INVESTMENT ADVISORY AGREEMENT
Alps Series Trust • June 30th, 2014 • ALPS Series Trust • Colorado

This Agreement is made and entered into effective as of June 30, 2014, by and between the ALPS Series Trust, a Delaware statutory trust (the “Trust”) on behalf of the Cupps All Cap Growth Fund and the Cupps Mid Cap Growth Fund, two series of shares of the Trust (each, a “Fund” and together, the “Funds”), and Cupps Capital Management, LLC, a Delaware limited liability company (the “Adviser”).

ALPS SERIES TRUST CUPPS ALL CAP GROWTH FUND CUPPS MID CAP GROWTH FUND DISTRIBUTION AGREEMENT
Alps Series Trust • June 30th, 2014 • ALPS Series Trust • Colorado

THIS AGREEMENT is made as of June 30, 2014, between ALPS Series Trust, a Delaware statutory trust (the “Trust”), and ALPS Distributors, Inc., a Colorado corporation (“ALPS”).

ALPS SERIES TRUST CUPPS ALL CAP GROWTH FUND CUPPS MID CAP GROWTH FUND ADMINISTRATION, BOOKKEEPING AND PRICING SERVICES AGREEMENT
Alps Series Trust • June 30th, 2014 • ALPS Series Trust • Colorado

THIS AGREEMENT is made as of June 30, 2014, between ALPS Series Trust, organized as a Delaware statutory trust (the “Trust”), and ALPS Fund Services, Inc., a Colorado corporation (“ALPS”).

SHARE PURCHASE AGREEMENT ALPS SERIES TRUST On behalf of its series, Cupps All Cap Growth Fund and Cupps Mid Cap Growth Fund (the “Funds”)
Share Purchase Agreement • June 30th, 2014 • ALPS Series Trust

This Agreement is made effective as of the 30th day of June, 2014 between ALPS Fund Services, Inc., a Colorado corporation (“ALPS”), and ALPS Series Trust, a Delaware statutory trust (the “Trust”), on behalf of the Funds.

Amendment to Global Custody Agreement (For Foreign and Domestic Securities)
Global Custody Agreement • June 30th, 2014 • ALPS Series Trust

This Amendment is dated June 30, 2014 (“Effective Date”) to the Global Custody Agreement (For Foreign and Domestic Securities), dated November 29, 2012 (the “Agreement”), as amended, and is entered into by and between ALPS Series Trust, a Delaware statutory trust (the “Trust”), and Union Bank, N.A. (the “Custodian”).

ALPS SERIES TRUST CUPPS ALL CAP GROWTH FUND CUPPS MID CAP GROWTH FUND CHIEF COMPLIANCE OFFICER SERVICES AGREEMENT
Alps Series Trust • June 30th, 2014 • ALPS Series Trust • Colorado

This Chief Compliance Officer Services Agreement (this “Agreement”) is effective as of June 30, 2014 (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 (each, a “Fund” and collectively, the “Funds”), 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.

CUPPS CAPITAL MANAGEMENT, LLC
Cupps • June 30th, 2014 • ALPS Series Trust

This letter confirms the agreement of Cupps Capital Management, LLC (the “Adviser”) with the Trust to contractually limit the total amount of the “Management Fees” and “Other Expenses” shown in the Funds’ Annual Fund Operating Expense Table.

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