0000894189-20-004243 Sample Contracts

Morgan Lewis
Listed Funds Trust • June 1st, 2020

Re: Agreement and Plan of Reorganization, dated as of December 18, 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.

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