0001628280-16-011738 Sample Contracts

INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • February 26th, 2016 • Guggenheim Funds Trust • New York

THIS AGREEMENT is made as of November 17, 2015 between GUGGENHEIM FUNDS TRUST, a Delaware statutory trust (hereinafter referred to as the “Trust”), and GUGGENHEIM PARTNERS INVESTMENT MANAGEMENT, LLC (hereinafter referred to as the “Investment Adviser”), a Delaware limited liability company registered as an investment adviser under the Investment Advisers Act of 1940, as amended (“Advisers Act”).

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AMENDED AND RESTATED FUND OF FUNDS WAIVER AGREEMENT-GUGGENHEIM PARTNERS INVESTMENT MANAGEMENT, LLC
Fund of Funds Waiver Agreement • February 26th, 2016 • Guggenheim Funds Trust

THIS AGREEMENT, dated as of February 24, 2016, is made and entered into by and between Guggenheim Partners Investment Management, LLC (the “Adviser”) and each of the registered investment companies set forth in Schedule A (each being referred to herein as a “Fund”), as may be amended from time to time. This Agreement shall apply to each investment portfolio of a Fund as set forth in Schedule A (the “Series”).

AMENDED AND RESTATED EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • February 26th, 2016 • Guggenheim Funds Trust

THIS AGREEMENT, dated as of February 24, 2016, is made and entered into by and between Guggenheim Partners Investment Management, LLC (the “Adviser”) and each of the registered investment companies set forth on Schedule A (each being referred to herein as a “Fund”). This Agreement shall apply to each investment portfolio of a Fund as set forth in Schedule A (the “Series”).

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