January 12, 2016
First Trust Exchange-Traded Fund II
000 Xxxx Xxxxxxx Xxxxx
Xxxxxxx, Xxxxxxxx 00000
Ladies and Gentlemen:
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 November 9, 2015, 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.
It is further acknowledged that the Trust has adopted a Distribution and
Service Plan (the "Plan") pursuant to Rule 12b-1 under the 1940 Act with respect
to the shares of beneficial interest ("Shares") of the Funds. Pursuant to the
Plan, each Fund may bear a fee not to exceed 0.25% per annum of such Fund's
average daily net assets.
The purpose of this letter agreement is to agree and acknowledge that the
Funds shall not pay, and we shall not collect, any fees pursuant to the Plan any
time before the date set forth on Exhibit A attached hereto for each fund.
Very Truly Yours,
FIRST TRUST PORTFOLIOS L.P.
/s/ Xxxxx X. Xxxxx
-------------------------
NAME: XXXXX X. XXXXX
TITLE: CONTROLLER
AGREED AND ACKNOWLEDGED:
FIRST TRUST EXCHANGE-TRADED FUND II
/s/ Xxxxx X. Xxxxx
-------------------------
NAME: XXXXX X. XXXXX
TITLE: PRESIDENT AND CEO
Exhibit A
FIRST TRUST EXCHANGE-TRADED FUND II
FUNDS DATE
First Trust STOXX(R) European Select Dividend Index Fund January 31, 2017
First Trust FTSE EPRA/NAREIT Developed Markets Real Estate Index Fund January 31, 2017
First Trust Dow Xxxxx Global Select Dividend Index Fund January 31, 2017
First Trust ISE Global Wind Energy Index Fund January 31, 2017
First Trust ISE Global Engineering and Construction Index Fund January 31, 2017
First Trust NASDAQ(R) Clean Edge(R) Smart Grid Infrastructure Index Fund January 31, 2017
First Trust Indxx Global Natural Resources Income ETF January 31, 2017
First Trust Indxx Global Agriculture ETF January 31, 2017
First Trust XXXX Index Fund January 31, 2017
First Trust Nasdaq Smartphone Index Fund January 31, 2017
First Trust NASDAQ Global Auto Index Fund January 31, 2017
First Trust ISE Cloud Computing Index Fund January 31, 2017
First Trust International IPO ETF January 31, 2017
First Trust Nasdaq Cybersecurity ETF July 2, 2017
