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Alpha Architect ETF Trust Sample Contracts

Standard Contracts

Contract
Custody Agreement • October 17th, 2014 • Alpha Architect ETF Trust • New York
AGREEMENT AND DECLARATION OF TRUST of ALPHA ARCHITECT ETF TRUST a Delaware Statutory Trust
Trust Agreement • October 17th, 2014 • Alpha Architect ETF Trust • Delaware

THIS AGREEMENT AND DECLARATION OF TRUST is made as of this 18th day of July, 2014, by the Trustees hereunder and by the holders of Shares to be issued by Alpha Architect ETF Trust (the “Trust”), as hereinafter provided.

INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • October 1st, 2024 • EA Series Trust

THIS AGREEMENT is made as of this 6th day of September, 2024, made by and between EA Series Trust, a Delaware statutory trust (the “Trust”), on behalf of the fund or funds listed on Schedule A attached hereto (individually, a “Fund,” and collectively, the “Funds”), and Empowered Funds, LLC dba EA Advisers, a Pennsylvania limited liability company (the “Adviser”).

EA SERIES TRUST INVESTMENT SUB-ADVISORY AGREEMENT among Empowered Funds, LLC, Alpha Architect, LLC, and EA Series Trust
Investment Sub-Advisory Agreement • November 14th, 2024 • EA Series Trust • Delaware

This INVESTMENT SUB-ADVISORY AGREEMENT (the “Agreement”) is made as of this 6th day of September, 2024 by and between Empowered Funds, LLC, a Pennsylvania limited liability company with its principal place of business at 19 E. Eagle Road, Havertown, PA 19083 doing business as ETF Architect (the “Adviser”), EA Series Trust (the “Trust”), and Alpha Architect, LLC, a Delaware limited liability company with its principal place of business located at 19 E. Eagle Road, Havertown, PA 19083 (the “Sub-Adviser”).

FORM OF DISTRIBUTION AGREEMENT
Distribution Agreement • October 1st, 2024 • EA Series Trust • New York

THIS AGREEMENT is made as of __________, 2024, between EA Series Trust, a Delaware statutory trust (the “Trust”), and ALPS Distributors, Inc., a Colorado corporation (“ALPS”).

TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • October 17th, 2014 • Alpha Architect ETF Trust • New York

THIS AGREEMENT is made and entered into as of this 8 day of October, 2014, by and between ALPHA ARCHITECT ETF TRUST, a Delaware statutory trust (the “Trust”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“Fund Services”).

FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • October 17th, 2014 • Alpha Architect ETF Trust • New York

THIS AGREEMENT is made as of this 08 day of October, 2014 by and between ALPHA ARCHITECT ETF TRUST, a Delaware statutory trust (the “Trust”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“Fund Services”).

FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Agreement and Plan of Reorganization • March 20th, 2023 • EA Series Trust

THIS AGREEMENT AND PLAN OF REORGANIZATION (“Agreement”) is adopted as of August 25, 2022 by and among: (i) Bridgeway Funds, Inc. (the “Target Entity”), on behalf of its series the Omni Tax-Managed Small Cap Value Fund (the “Target Fund”); and (ii) EA Series Trust (the “Acquiring Entity”), on behalf of its series the EA Bridgeway Omni Small Cap Value ETF (the “Acquiring Fund”). Bridgeway Capital Management, LLC (“Bridgeway”) and Empowered Funds, LLC, dba EA Advisers (“EA Advisers”) join this Agreement solely for purposes of Section 9.2.

FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • October 17th, 2014 • Alpha Architect ETF Trust • New York

THIS AGREEMENT is made and entered into as of the 8 day of October, 2014, by and between ALPHA ARCHITECT ETF TRUST, a Delaware statutory trust (the “Trust”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“Fund Services”).

Contract
Authorized Participant Agreement • October 17th, 2014 • Alpha Architect ETF Trust • Delaware
DISTRIBUTION AGREEMENT
Distribution Agreement • October 24th, 2024 • EA Series Trust • New York

THIS AGREEMENT is made as of October 14, 2024, between EA Series Trust, a Delaware statutory trust (the “Trust”), and ALPS Distributors, Inc., a Colorado corporation (“ALPS”). Cambria Investment Management, L.P. (“Cambria”), the investment sub-adviser to the Funds, as defined below, is a party to this Agreement solely for the purposes of Section 6.

SUB-ADVISORY AGREEMENT EA Bridgeway Blue Chip ETF A series of EA Series Trust
Sub-Advisory Agreement • April 19th, 2023 • EA Series Trust

This Sub-Advisory Agreement (the “Agreement”) is made as of June 17, 2022, by and between Empowered Funds, LLC, a Pennsylvania limited liability company with its principal place of business at 19 E. Eagle Road, Havertown, PA 19083 doing business as ETF Architect and EA Advisers (the “Adviser”), EA Series Trust (the “Trust”), and Bridgeway Capital Management, LLC, a Delaware limited liability company with its principal place of business located at 20 Greenway Plaza, Suite 450, Houston, TX 77046 (the “Sub-Adviser”).

EA SERIES TRUST FORM OF AUTHORIZED PARTICIPANT AGREEMENT
Authorized Participant Agreement • October 1st, 2024 • EA Series Trust • New York

This Authorized Participant Agreement (the “Agreement”) is entered into by and among ALPS Distributors, Inc. (the “Distributor”) and ________________ [Participant’s Name and NSCC#] (the “Participant”) and is subject to acceptance by U.S. Bancorp Fund Services, LLC, as transfer agent (the “Transfer Agent”). EA Series Trust (the “Trust”) is an open-end management investment company organized as a Delaware statutory trust consisting of separate investment portfolios (each, a “Fund” and collectively, the “Funds”) as set forth in Attachment A hereto. The Distributor has been retained as principal underwriter of the Trust and provides certain services in connection with the sale and distribution of shares of beneficial interest of the Funds (the “Shares”). The Transfer Agent has been retained to provide certain transfer agency services with respect to the purchase and redemption of Shares.

INDEX LICENSE AGREEMENT
Index License Agreement • August 2nd, 2022 • EA Series Trust
Amended and Restated Index License Agreement
Index License Agreement • November 23rd, 2020 • Alpha Architect ETF Trust • Pennsylvania

This Amended and Restated Index License Agreement (“Agreement”), is made as of October 29, 2020 (“Effective Date”) by and between Merlyn.AI Corporation (“Merlyn” or “Licensor”), a Delaware corporation having a principal place of business at 3790 El Camino Real, Suite #172, Palo Alto, CA 94306 and Empowered Funds, LLC (“Empowered” or “Licensee”) having a principal place of business at 213 Foxcroft Road, Broomall, Pennsylvania 19008. Merlyn and Empowered are each referred to herein as a “Party” and collectively as the “Parties.” As used herein, an “Affiliate” of a Party means any current or future person or entity that controls, is controlled by or is under common control with such party, for so long as such person or entity qualifies as an Affiliate of such Party.

INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • December 23rd, 2020 • Alpha Architect ETF Trust

THIS AGREEMENT, made by and between Alpha Architect ETF Trust, a Delaware statutory trust (the “Trust”), on behalf of the funds listed on Schedule A attached hereto (the “Funds”) , and Empowered Funds, LLC, a Pennsylvania limited liability company (the “Adviser”).

SIXTH AMENDMENT TO THE ALPHA ARCHITECT ETF TRUST DISTRIBUTION AGREEMENT
Distribution Agreement • July 22nd, 2020 • Alpha Architect ETF Trust

THIS SIXTH AMENDMENT effective as of the last date on the signature block, to the Distribution Agreement, dated as of October 8, 2014 (the “Agreement”) is entered into by and between Alpha Architect ETF Trust (the “Trust”), a Delaware statutory trust and Quasar Distributors, LLC (the “Distributor”), a Delaware limited liability company.

SIXTH AMENDMENT TO THE ALPHA ARCHITECT ETF TRUST FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • July 22nd, 2020 • Alpha Architect ETF Trust

This Sixth Amendment, effective as of the last date on the signature block, to the Fund Administration Servicing Agreement, dated as of October 8, 2014, as amended (the “Agreement”), is entered into by and between Alpha Architect ETF Trust, a Delaware statutory trust (the “Trust”) and U.S. Bancorp Fund Services, LLC, Wisconsin limited liability company (“USBFS”).

SUB-SUBADVISORY AGREEMENT ARK Investment Management, LLC
Sub-Subadvisory Agreement • November 7th, 2023 • EA Series Trust • Delaware

This Sub-SubAdvisory Agreement (the “Agreement”), entered into as of October 30, 2023, between Empowered Funds, LLC dba EA Advisers or ETF Architect, a Pennsylvania limited liability company with principal place of business in Havertown, Pennsylvania (the “Adviser”), ARK 21Shares Active Bitcoin Futures Cayman Ltd. (the “Fund”), and 21Shares US LLC (the “Sub-Adviser”), a Delaware limited liability company with its principal place of business in New York, New York (referred to herein as “21Shares”) and ARK Investment Management, LLC, a Delaware limited liability company with its principal place of business in St. Petersburg, Florida (referred to herein as “ARK”), to provide certain management and investment sub-subadvisory services to 21Shares for the benefit of the Fund.

MANAGEMENT AGREEMENT Empowered Funds, LLC dba EA Advisers
Management Agreement • November 7th, 2023 • EA Series Trust • Delaware

This Agreement, entered into as of November 4, 2023, between ARK 21Shares Active Bitcoin Futures Cayman Ltd. (the “Fund”), and Empowered Funds, LLC dba EA Advisers (the “Adviser”), a Pennsylvania limited liability company with its principal place of business in Havertown, Pennsylvania, to provide certain management and investment advisory services to the Fund.

SIXTH AMENDMENT TO THE ALPHA ARCHITECT ETF TRUST TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • July 22nd, 2020 • Alpha Architect ETF Trust

This Sixth Amendment, effective as of the last date on the signature block, to the Transfer Agent Servicing Agreement, dated as of October 8, 2014, as amended (the “Agreement”), is entered into by and between Alpha Architect ETF Trust, a Delaware statutory trust (the “Trust”) and U.S. Bancorp Fund Services, LLC, Wisconsin limited liability company (“USBFS”).

SIXTH AMENDMENT TO THE ALPHA ARCHITECT ETF TRUST CUSTODY AGREEMENT
Custody Agreement • July 22nd, 2020 • Alpha Architect ETF Trust

This Sixth Amendment, effective as of the last date on the signature block, to the Custody Agreement, dated as of October 8, 2014, as amended (the “Agreement”), is entered into by and between Alpha Architect ETF Trust, a Delaware statutory trust (the “Trust”) and U.S. Bank National Association, a national banking association (the “Custodian”).

AGREEMENT AND PLAN OF REORGANIZATION
Agreement and Plan of Reorganization • January 25th, 2021 • Alpha Architect ETF Trust • Delaware

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of December 23, 2020, by and between (i) Alpha Architect ETF Trust, a Delaware statutory trust (the “Alpha Trust”), on behalf of its series, the UPHOLDINGS Compound Kings ETF (the “Acquiring Fund”); (ii) Upholdings Funds LLC, a Delaware series limited liability company (the “Upholdings LLC”), on behalf of its series, the Flagship Fund (the “Target Fund” and, together with the Acquiring Fund, the “Funds”); (iii) solely for the purposes of paragraphs 7.1 and 8.2. of this Agreement, Empowered Funds, LLC (“Empowered Funds”), the investment adviser of the Acquiring Fund; and (iv) solely for purposes of paragraphs 7.2 and 8.2. of this Agreement, Upholdings Group LLC (“Upholdings Group”), the investment adviser of the Target Fund. All agreements, representations, actions and obligations described herein made or to be taken or undertaken by the Acquiring Fund are made and shall be taken or undertaken by Alpha Trust on behal

INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • January 28th, 2020 • Alpha Architect ETF Trust

THIS AGREEMENT, made by and between Alpha Architect ETF Trust, a Delaware statutory trust (the “Trust”), on behalf of the funds listed on Schedule A attached hereto (the “Funds”) , and Empowered Funds, LLC, a Pennsylvania limited liability company (the “Adviser”).

LICENSE AGREEMENT
License Agreement • January 28th, 2020 • Alpha Architect ETF Trust

THIS LICENSE AGREEMENT (the “Agreement” or “Sublicense”) dated as of October14, 2019, is by and between Empowered Funds, LLC (“Empowered”) and Alpha Architect ETF Trust (the “Trust”) (each a “Party” and collectively the “Parties”).

March 10, 2023
Agreement and Plan of Reorganization • March 20th, 2023 • EA Series Trust

Re: Agreement and Plan of Reorganization (“Agreement”) adopted as of August 25, 2022, by and among: (i) Bridgeway Funds, Inc. (the “Target Entity”), on behalf of its series the Omni Tax-Managed Small Cap Value Fund (the “Target Fund”); and (ii) EA Series Trust (the “Acquiring Entity”), on behalf of its series the Omni Tax-Managed Small Cap Value ETF (the “Acquiring Fund”)

INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • April 26th, 2017 • Alpha Architect ETF Trust

THIS AGREEMENT, made by and between Alpha Architect ETF Trust, a Delaware statutory trust (the “Trust”), on behalf of the fund listed on Schedule A attached hereto (the Fund) , and Empowered Funds, LLC, a Pennsylvania limited liability company (the “Adviser”).

SUB-ADVISORY AGREEMENT 21Shares US LLC
Sub-Advisory Agreement • November 7th, 2023 • EA Series Trust • Delaware

This Sub-Advisory Agreement (the “Agreement”), entered into as of October 30, 2023, between Empowered Funds, LLC dba EA Advisers or ETF Architect, a Pennsylvania limited liability company with principal place of business in Havertown, Pennsylvania (the “Adviser”), ARK 21Shares Active Bitcoin Futures Cayman Ltd. (the “Fund”), and 21Shares US LLC (the “Sub-Adviser”), a Delaware limited liability company with its principal place of business in New York, New York, (referred to herein as “21Shares”), to provide certain management and investment sub-advisory services to the Fund.

SIXTH AMENDMENT TO THE ALPHA ARCHITECT ETF TRUST FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • July 22nd, 2020 • Alpha Architect ETF Trust

This Sixth Amendment, effective as of the last date on the signature block, to the Fund Accounting Servicing Agreement, dated as of October 8, 2014, as amended (the “Agreement”), is entered into by and between Alpha Architect ETF Trust, a Delaware statutory trust (the “Trust”) and U.S. Bancorp Fund Services, LLC, Wisconsin limited liability company (“USBFS”).

FOURTEENTH AMENDMENT TO THE ALPHA ARCHITECT ETF TRUST CUSTODY AGREEMENT
Custody Agreement • September 29th, 2021 • Alpha Architect ETF Trust

This Fourteenth Amendment, effective as of the last date on the signature block, to the Custody Agreement, dated as of October 8, 2014, as amended (the “Agreement”), is entered into by and between Alpha Architect ETF Trust, a Delaware statutory trust (the “Trust”) and U.S. Bank National Association, a national banking association (the “Custodian”).

THE EA SERIES TRUST ETF DISTRIBUTION AGREEMENT
Etf Distribution Agreement • March 11th, 2024 • EA Series Trust • New York

THIS FOURTEENTH AMENDMENT to the ETF Distribution Agreement, dated as of September 30, 2021 (the “Agreement”), is entered into by and between EA Series Trust (the “Trust”), Empowered Funds, LLC (the “Adviser”) and Quasar Distributors, LLC (the “Distributor” together with the Trust and the Adviser, the “Parties”) as of March 8, 2024 (the “Effective Date”).

THE EA SERIES TRUST ETF DISTRIBUTION AGREEMENT
Etf Distribution Agreement • September 3rd, 2024 • EA Series Trust • New York

THIS FIFTEENTH AMENDMENT to the ETF Distribution Agreement, dated as of September 30, 2021 (the “Agreement”), is entered into by and between EA Series Trust (the “Trust”), Empowered Funds, LLC (the “Adviser”) and Quasar Distributors, LLC (the “Distributor” together with the Trust and the Adviser, the “Parties”) as of August 20, 2024 (the “Effective Date”).

THIRTY-SEVENTH AMENDMENT TO THE EA SERIES TRUST CUSTODY AGREEMENT
Custody Agreement • April 8th, 2024 • EA Series Trust

This Thirty-seventh Amendment effective as of the last date in the signature block (the “Effective Date”) to the Custody Agreement, dated as of October 8, 2014, as amended (the “Agreement”), is entered into by and between EA Series Trust (f/k/a Alpha Architect ETF Trust), a Delaware statutory trust (the “Trust”) and U.S. Bank National Association, a national banking association (the “Custodian”).

Index License Agreement
Index License Agreement • November 25th, 2024 • EA Series Trust

This Index License Agreement (“Agreement”) is made as of the November 11, 2024 (“Effective Date”) by and between JLens, a California nonprofit public benefit corporation having a principal place of business at 605 Third Avenue, New York, NY 10158 c/o ADL (“JLens”, “Licensor”) and Empowered Funds, LLC (“Empowered”, “Licensee”). JLens and Empowered are each referred to herein as a “Party” and collectively as the “Parties”. As used herein, an “Affiliate” of a Party means any current or future person or entity that controls, is controlled by or is under common control with such party, for so long as such person or entity qualifies as an Affiliate of such Party.

EIGHTH AMENDMENT TO THE ALPHA ARCHITECT ETF TRUST TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • September 15th, 2020 • Alpha Architect ETF Trust

This Eighth Amendment, effective as of the last date on the signature block, to the Transfer Agent Servicing Agreement, dated as of October 8, 2014, as amended (the “Agreement”), is entered into by and between Alpha Architect ETF Trust, a Delaware statutory trust (the “Trust”) and U.S. Bancorp Global Fund Services, LLC (formerly, U.S. Bancorp Fund Services, LLC), a Wisconsin limited liability company (“USBFS”).