0001580642-21-006059 Sample Contracts

EXPENSE LIMITATION AGREEMENT STRATEGY SHARES
Expense Limitation Agreement • December 28th, 2021 • Strategy Shares

EXPENSE LIMITATION AGREEMENT, effective as of the 10th day of December 2021, by and between Rational Advisors, Inc. (the “Adviser”) and Strategy Shares (the “Trust”) on behalf of each series of the Trust listed on Exhibit A (each a “Fund” and collectively, the “Funds”).

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Amendment to services agreement
Services Agreement • December 28th, 2021 • Strategy Shares

This AMENDMENT (“Amendment”) is made as of December 10, 2021, by and among Strategy Shares (“Client”) and Citibank, N.A. (“Citibank”), and Citi Fund Services Ohio, Inc. (“CFSO”, together with Citibank, the “Service Provider”), to that certain Services Agreement dated January 1, 2016, between the Client and Service Provider (the “Agreement”). All capitalized terms used but not defined herein shall have the meanings given to them in the Agreement, except as noted below.

ETF Distribution Agreement
Etf Distribution Agreement • December 28th, 2021 • Strategy Shares

THIS ETF DISTRIBUTION AGREEMENT (“Agreement”), effective as of the closing of the Transaction (as defined below) (the “Closing Date”), is by and between Foreside Fund Services, LLC (the “Distributor”) and Strategy Shares (the “Fund Company”).

FIRST AMENDMENT TO ETF DISTRIBUTION AGREEMENT
Etf Distribution Agreement • December 28th, 2021 • Strategy Shares • Delaware

This first amendment (the “Amendment”) to the ETF Distribution Agreement dated as of September 30, 2021 (the “Agreement”), by and between Strategy Shares (the “Trust”), and Foreside Fund Services, LLC (the “Distributor”), is effective as of December 10, 2021 (the “Effective Date”).

AMENDMENT TO the Custodial and Agency Services AGREEMENT
Custodial and Agency Services Agreement • December 28th, 2021 • Strategy Shares

This Amendment is made to the Custodial and Agency Services Agreement dated April 23, 2012 (“Agreement”) between Citibank, N.A. (“Custodian”) and Strategy Shares (“Client”). All capitalized terms used but not defined herein shall have the meaning given to them in the Agreement, except as noted below. This Amendment shall be effective as of December 10, 2021.

Form of Sub-License Agreement Nasdaq 5HANDL Index
Sub-License Agreement • December 28th, 2021 • Strategy Shares

This agreement (“Agreement”), is made by and between Rational Advisors, Inc. (“Licensee”), whose principal offices are located at 53 Palmeras St. Suite 601, San Juan, PR 00901, and who is a licensee of Nasdaq, Inc. (“Nasdaq”), a Delaware Corporation whose principal offices are located at One Liberty Plaza, 165 Broadway, New York, NY 10006 and Strategy Shares, on behalf of Strategy Shares Nasdaq 5HANDLTM Index ETF (“Sub-Licensee”), whose principal offices are located at 36 New York Ave., Huntington, NY 11743.

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