First Trust Exchange-Traded Fund Ii Sample Contracts

January 30, 2017 First Trust Exchange-Traded Fund II 120 East Liberty Drive Wheaton, Illinois 60187 Ladies and Gentlemen: This letter supercedes that certain letter agreement by and among First Trust Portfolios L.P. and First Trust Exchange-Traded...
Distribution Agreement • January 30th, 2017 • First Trust Exchange-Traded Fund Ii

This letter supercedes that certain letter agreement by and among First Trust Portfolios L.P. and First Trust Exchange-Traded Fund II (the "Trust"), dated as of January 12, 2016, with respect to the Trust. It is hereby acknowledged that First Trust Portfolios L.P. serves as the distributor of the shares of each series of the Trust. The Trust is an open-end management investment company registered under the Investment Company Act of 1940, as amended (the "1940 Act"), comprised of various exchange-traded funds (each, a "Fund," and, collectively, the "Funds") set forth on Exhibit A attached hereto, which may be amended from time to time.

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Investment Management Agreement • November 29th, 2011 • First Trust Exchange-Traded Fund Ii • Illinois
FIRST TRUST PORTFOLIOS L.P. 120 E. LIBERTY DRIVE, SUITE 400 WHEATON, ILLINOIS 60187 November 5, 2009 First Trust Exchange-Traded Fund II 120 East Liberty Drive Wheaton, Illinois 60187 Ladies and Gentlemen: This letter amends and restates that certain...
Letter Agreement • November 16th, 2009 • First Trust Exchange-Traded Fund Ii

This letter amends and restates that certain letter dated January 28, 2009 and supercedes that certain letter agreement by and among First Trust Portfolios L.P. and the Trust, dated as of June 18, 2008 with respect to the Trust only. It is hereby acknowledged that First Trust Portfolios L.P. serves as the distributor of the Shares of each series of First Trust Exchange-Traded Fund II (the "Trust"). The Trust is an open-end management investment company registered under the Investment Company Act of 1940, as amended (the "1940 Act"), comprised of various exchange-traded funds (each, a "Fund," and, collectively, the "Funds") set forth on Exhibit A attached hereto, which may be amended from time to time.

FORM OF INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • August 23rd, 2007 • First Trust Exchange-Traded Fund Ii • Illinois
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Subscription Agreement • August 30th, 2007 • First Trust Exchange-Traded Fund Ii
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Custody Agreement • August 30th, 2007 • First Trust Exchange-Traded Fund Ii • New York
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Investment Management Agreement • August 30th, 2007 • First Trust Exchange-Traded Fund Ii • Illinois
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Fund Administration and Accounting Agreement • August 30th, 2007 • First Trust Exchange-Traded Fund Ii • New York
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Expense Reimbursement, Fee Waiver and Recovery Agreement • January 28th, 2011 • First Trust Exchange-Traded Fund Ii • Illinois
Investment Management Agreement
Investment Management Agreement • February 28th, 2023 • First Trust Exchange-Traded Fund Ii

Investment Management Agreement made this 2nd day of March, 2023, by and between First Trust Exchange-Traded Fund II, a Massachusetts business trust (the “Trust”), and First Trust Advisors L.P., an Illinois limited partnership (the “Adviser”).

FORM OF PARTICIPANT AGREEMENT
Participant Agreement • August 23rd, 2007 • First Trust Exchange-Traded Fund Ii • New York
January 20, 2012 First Trust Exchange-Traded Fund II 120 East Liberty Drive Wheaton, Illinois 60187 Ladies and Gentlemen: This letter supercedes that certain letter agreement by and among First Trust Portfolios L.P. and First Trust Exchange-Traded...
Distribution Agreement • January 27th, 2012 • First Trust Exchange-Traded Fund Ii

This letter supercedes that certain letter agreement by and among First Trust Portfolios L.P. and First Trust Exchange-Traded Fund II (the "Trust"), dated as of July 5, 2011 with respect to the Trust. It is hereby acknowledged that First Trust Portfolios L.P. serves as the distributor of the Shares of each series of the Trust. The Trust is an open-end management investment company registered under the Investment Company Act of 1940, as amended (the "1940 Act"), comprised of various exchange-traded funds (each, a "Fund," and, collectively, the "Funds") set forth on Exhibit A attached hereto, which may be amended from time to time.

W I T N E S S E T H :
Sub-Ipv Calculation Agreement • November 20th, 2007 • First Trust Exchange-Traded Fund Ii • Illinois
May 28, 2019 First Trust Exchange-Traded Fund II 120 East Liberty Drive Wheaton, Illinois 60187 Ladies and Gentlemen: This letter supersedes that certain letter agreement by and among First Trust Portfolios L.P. and First Trust Exchange-Traded Fund II...
Distribution Agreement • May 29th, 2019 • First Trust Exchange-Traded Fund Ii

This letter supersedes that certain letter agreement by and among First Trust Portfolios L.P. and First Trust Exchange-Traded Fund II (the "Trust"), dated as of October 31, 2018, with respect to the Trust. It is hereby acknowledged that First Trust Portfolios L.P. serves as the distributor of the shares of each series of the Trust. The Trust is an open-end management investment company registered under the Investment Company Act of 1940, as amended (the "1940 Act"), comprised of various exchange-traded funds (each, a "Fund," and, collectively, the "Funds") set forth on Exhibit A attached hereto, which may be amended from time to time.

Amended Expense Reimbursement, Fee Waiver and Recovery Agreement
Expense Reimbursement, Fee Waiver and Recovery Agreement • January 28th, 2022 • First Trust Exchange-Traded Fund Ii • Illinois

This Expense Reimbursement, Fee Waiver and Recovery Agreement (this “Agreement”) is entered into between First Trust Exchange-Traded Fund II, a Massachusetts business trust (the “Trust”), and First Trust Advisors L.P., an Illinois limited partnership (“FTA”), as of December 6, 2010, as amended on April 18, 2019.

WITNESSETH:
Investment Management Agreement • October 10th, 2014 • First Trust Exchange-Traded Fund Ii • Illinois
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INTERIM INVESTMENT MANAGEMENT AGREEMENT INVESTMENT MANAGEMENT AGREEMENT made this 12th day of October, 2010, by and between FIRST TRUST EXCHANGE TRADED FUND II a Massachusetts business trust (the Trust), and FIRST TRUST ADVISORS L.P., an Illinois...
Investment Management Agreement • November 26th, 2010 • First Trust Exchange-Traded Fund Ii

INTERIM INVESTMENT MANAGEMENT AGREEMENT INVESTMENT MANAGEMENT AGREEMENT made this 12th day of October, 2010, by and between FIRST TRUST EXCHANGE TRADED FUND II a Massachusetts business trust (the Trust), and FIRST TRUST ADVISORS L.P., an Illinois limited partnership (the Adviser) registered under the Investment Advisers Act of 1940, as amended (the Advisers Act). WHEREAS, the Trust is registered under the Investment Company Act of 1940, as amended (1940 Act), as an open-end management investment company; WHEREAS, the Trust is authorized to issue shares in separate series, with each such series representing interests in a separate portfolio of securities and other assets; WHEREAS, the Trust has offered shares in the series set forth on Schedule attached hereto each such series being herein referred to as a Fund, and collectively as the Funds); WHEREAS, the Trust has retained the Adviser as investment adviser, to furnish certain investment advisory and portfolio management services to th

SUBLICENSE AGREEMENT
Sublicense Agreement • October 27th, 2023 • First Trust Exchange-Traded Fund Ii

This Sublicense Agreement (the “Sublicense Agreement”), dated as of June 30, 2023, is made by and among First Trust Emerging Markets Human Flourishing ETF (the “Sublicensee”) and First Trust Advisors L.P. (“First Trust” or “Sublicensor”).

Second Amended Expense Reimbursement and Fee Waiver Agreement
Expense Reimbursement and Fee Waiver Agreement • January 27th, 2023 • First Trust Exchange-Traded Fund Ii • Illinois

This Second Amended and Restated Expense Reimbursement and Fee Waiver Agreement (this “Agreement”) is entered into between First Trust Exchange-Traded Fund II, a Massachusetts business trust (the “Trust”), and First Trust Advisors L.P., an Illinois limited partnership (“FTA”), as of November 1, 2022.

EIGHTH AMENDMENT TO LICENSE AGREEMENT
License Agreement • April 13th, 2022 • First Trust Exchange-Traded Fund Ii

This Eighth Amendment to the License Agreement (hereinafter, “Eighth Amendment”) is made as of this 7th day of December , 2021 (the “Eighth Amendment Commencement Date”), by and between Indxx, LLC (“Licensor”), having an office at 470 Park Avenue South, Floor 8 South, New York, New York 10016, and First Trust Advisors L.P., an Illinois limited partnership (“First Trust” or “Licensee”), having an office at 120 East Liberty Drive, Wheaton, Illinois 60187, and hereby amends and supplements that certain License Agreement by and between Licensor and Licensee dated June 22, 2015 (as previously amended, “License Agreement”), by adding the attached Schedule VIII.

INTERIM INVESTMENT MANAGEMENT AGREEMENT INVESTMENT MANAGEMENT AGREEMENT made this 12th day of October, 2010, by and between FIRST TRUST EXCHANGE TRADED FUND II, a Massachusetts business trust (the Company), and FIRST TRUST ADVISORS L.P., an Illinois...
Investment Management Agreement • November 26th, 2010 • First Trust Exchange-Traded Fund Ii

INTERIM INVESTMENT MANAGEMENT AGREEMENT INVESTMENT MANAGEMENT AGREEMENT made this 12th day of October, 2010, by and between FIRST TRUST EXCHANGE TRADED FUND II, a Massachusetts business trust (the Company), and FIRST TRUST ADVISORS L.P., an Illinois limited partnership (the Adviser). WHEREAS, the Company is registered under the Investment Company Act of 1940, as amended (1940 Act), as an open end management investment company; WHEREAS, the Company is authorized to issue shares in separate series, with each such series representing interests in a separate portfolio of securities and other assets; WHEREAS, the Company has offered shares in the series set forth on Schedule A attached hereto (each such series being herein referred to as a Fund, and collectively as the Funds); WHEREAS, the Company has retained the Adviser as investment adviser, to furnish certain investment advisory and portfolio management services to the Company with respect to each Fund pursuant to an Investment Manageme

RECITALS
Ipv Calculation Agreement • August 30th, 2007 • First Trust Exchange-Traded Fund Ii • New York
SUBLICENSE AGREEMENT
Sublicense Agreement • September 30th, 2022 • First Trust Exchange-Traded Fund Ii

This Sublicense Agreement (the “Sublicense Agreement”), dated as of September 27, 2022, is made by and among First Trust Exchange-Traded Fund II, a Massachusetts business trust, on behalf of its series of First Trust Alerian Disruptive Technology Real Estate ETF (formerly known as First Trust FTSE EPRA/NAREIT Developed Markets Real Estate Index Fund (the “Sublicensee”)) and First Trust Advisors L.P. (“First Trust” or “Sublicensor”).

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