0000894189-19-006521 Sample Contracts

LISTED FUNDS TRUST INVESTMENT ADVISORY AGREEMENT with Core Alternative Capital, LLC
Investment Advisory Agreement • September 27th, 2019 • Listed Funds Trust • Delaware

This INVESTMENT ADVISORY AGREEMENT (the “Agreement”) is made as of this 23rd day of September, 2019 by and between LISTED FUNDS TRUST (the “Trust”), a Delaware statutory trust, and Core Alternative Capital, LLC, a Georgia limited liability company with its principal place of business at 3930 East Jones Bridge Road, Peachtree Corners, GA 30092 (the “Adviser”).

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DISTRIBUTION AGREEMENT
Distribution Agreement • September 27th, 2019 • Listed Funds Trust • Delaware

THIS DISTRIBUTION AGREEMENT (the “Agreement”) entered into as of the last date on the signature page, is between LISTED FUNDS TRUST, a Delaware statutory trust (the “Trust”) and Quasar Distributors, LLC, a Delaware limited liability company (the “Distributor”). Core Alternative Capital, LLC (the “Adviser”), the investment adviser to the series of the Trust listed in Schedule A, is a party hereto with respect to Article 5 only.

AMENDMENT TO THE LISTED FUNDS TRUST CUSTODY AGREEMENT
Custody Agreement • September 27th, 2019 • Listed Funds Trust

THIS AMENDMENT to the Custody Agreement, dated as of April 25, 2019 (the “Agreement”), is entered into as of the last date on the signature block by and between LISTED FUNDS TRUST, a Delaware statutory trust (the “Trust”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association (the “Custodian”).

Board of Trustees Listed Funds Trust 615 East Michigan Street Milwaukee, Wisconsin 53202 Board of Trustees Cambria ETF Trust 2321 Rosecrans Avenue, Suite 3225 El Segundo, California 90245
Agreement and Plan of Reorganization • September 27th, 2019 • Listed Funds Trust

Re: Agreement and Plan of Reorganization, dated as of [●], 2019 (the “Agreement”), by and among (i) Cambria ETF Trust, a Delaware statutory trust (“Cambria Trust”), on behalf of its series, the Cambria Core Equity ETF (the “Existing Fund”); (ii) Listed Funds Trust, a Delaware statutory trust (“LiFT”), on behalf of its series, the Core Alternative ETF (the “Acquiring Fund”); and (iii) solely for the purposes of Section 9.1 of the Agreement, Core Alternative Capital, LLC, the investment adviser to the Acquiring Fund.

AMENDMENT TO THE LISTED FUNDS TRUST FUND SERVICING AGREEMENT
Fund Servicing Agreement • September 27th, 2019 • Listed Funds Trust

THIS AMENDMENT to the Fund Servicing Agreement, dated as of April 25, 2019 (the “Agreement”), is entered into as of the last date on the signature block, by and between LISTED FUNDS TRUST, a Delaware statutory trust (the “Trust”), and U.S. BANCORP FUND SERVICES, LLC d/b/a U.S. BANK GLOBAL FUND SERVICES, a Wisconsin limited liability company (“Fund Services”).

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