0001821268-21-000399 Sample Contracts

GUGGENHEIM STRATEGIC OPPORTUNITIES FUND COMMON SHARES (PAR VALUE $0.01 PER SHARE) FORM OF SECOND AMENDMENT TO CONTROLLED EQUITY OFFERINGSM SALES AGREEMENT September 16, 2021
Sales Agreement • September 17th, 2021 • Guggenheim Strategic Opportunities Fund

THIS SECOND AMENDMENT (this “Amendment”) to the Sales Agreement (defined below) is entered into on and as of September 16, 2021, by and among Guggenheim Strategic Opportunities Fund, a statutory trust organized under the laws of the State of Delaware (the “Fund”), Guggenheim Funds Investment Advisors, LLC, a Delaware limited liability company (the “Adviser”) and Cantor Fitzgerald & Co. (“CF&Co”, and together with the Fund and Adviser, the “Parties”). Capitalized terms used and not defined in this Amendment have the meanings ascribed thereto in the Sales Agreement.

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AMENDMENT AGREEMENT
Amendment Agreement • September 17th, 2021 • Guggenheim Strategic Opportunities Fund • New York

THIS AMENDMENT AGREEMENT (“Amendment”) dated as of March 12, 2021 (the “Effective Date”) to the Amended and Restated Committed Facility Agreement dated as of March 6, 2019 by and among GUGGENHEIM STRATEGIC OPPORTUNITIES FUND (“Customer”), on the one hand, and BNP PARIBAS PRIME BROKERAGE INTERNATIONAL, LIMITED (“BNPP PB”), on the other hand.

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