0001839882-22-030436 Sample Contracts

SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • December 28th, 2022 • Tidal Trust II • New York

This Sub-Advisory Agreement (the “Agreement”) is made as of this 15th day of December, 2022 by and between Toroso Investments, LLC, a Delaware limited liability company, with its principal place of business at 898 N. Broadway, Suite 2, Massapequa, NY 11758 (the “Adviser”) and Pinnacle Family Advisors, LLC, a Missouri limited liability company, with its principal place of business at 620 W. Republic Road, Suite 104, Springfield, Missouri, 65807 (the “Sub-Adviser”), with respect to each series of Tidal Trust II (the “Trust”) identified on Schedule A to this Agreement, as may be amended from time to time (each, a “Fund” and, if more than one Fund, together, the “Funds”).

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INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • December 28th, 2022 • Tidal Trust II • Delaware

This Investment Advisory Agreement (the “Agreement”) is made as of December 15, 2022, by and between Tidal Trust II, a Delaware statutory trust (the “Trust”), on behalf of each series of the Trust listed on Schedule A attached hereto, as may be amended from time to time (each, a “Fund” and collectively, the “Funds”), and Toroso Investments, LLC, a Delaware limited liability company (the “Adviser”).

Exchange-Traded Fund Platform Support Agreement
Exchange-Traded Fund Platform Support Agreement • December 28th, 2022 • Tidal Trust II • New York

This Exchange-Traded Fund Platform Support Agreement (the “Agreement”) is made and entered into by and among Toroso Investments, LLC (“Adviser” or “Toroso”), Tidal ETF Services LLC (“Tidal”) and [ ] (“ ” or “Firm”) as of [ ], 202[ ] (the “Effective Date”).

FOURTH AMENDMENT TO THE TIDAL ETF TRUST II FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • December 28th, 2022 • Tidal Trust II

THIS FOURTH AMENDMENT effective as of the last date on the signature block, to the Fund Accounting Servicing Agreement (the “Agreement”) dated as of July 7, 2022, as amended, is entered into by and between TIDAL ETF TRUST II, 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”).

FOURTH AMENDMENT TO ETF DISTRIBUTION AGREEMENT
Etf Distribution Agreement • December 28th, 2022 • Tidal Trust II • Delaware

This fourth amendment (“Amendment”) to the ETF Distribution Agreement dated as of July 5, 2022 (the “Agreement”), by and between Tidal Trust II (the “Trust”) and Foreside Fund Services, LLC (“Foreside” and together with the Trust, the “Parties”) is entered into as of December 15, 2022 (the “Effective Date”).

Fourth AMENDMENT TO THE FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • December 28th, 2022 • Tidal Trust II

THIS FOURTH AMENDMENT effective as of December 15, 2022, to the Fund Administration Servicing Agreement (the “Agreement”) dated as of July 5, 2022, as amended, is entered into by and between Tidal ETF Trust II, a Delaware statutory trust (the “Trust”) and Tidal ETF Services LLC, a Delaware limited liability company (“Tidal”).

FOURTH AMENDMENT TO THE FUND SUB-ADMINISTRATION SERVICING AGREEMENT
Fund Sub-Administration Servicing Agreement • December 28th, 2022 • Tidal Trust II

THIS FOURTH AMENDMENT effective as of the last date on the signature block, to the Fund Sub-Administration Servicing Agreement (the “Agreement”) dated as of July 7, 2022, as amended, is entered into by and between TIDAL ETF SERVICES LLC (the “Company” or “Tidal”), with respect to Tidal ETF Trust II, 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”).

FOURTH AMENDMENT TO THE TIDAL ETF TRUST II CUSTODY AGREEMENT
Custody Agreement • December 28th, 2022 • Tidal Trust II

THIS FOURTH AMENDMENT effective as of the last date on the signature block, to the Custody Agreement (the “Agreement”) dated as of July 7, 2022, as amended, is entered into by and between TIDAL ETF TRUST II, a Delaware statutory trust (the “Trust”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America with its principal place of business at Minneapolis, Minnesota (the “Custodian”).

FOURTH AMENDMENT TO THE TIDAL ETF TRUST II TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • December 28th, 2022 • Tidal Trust II

THIS FOURTH AMENDMENT effective as of the last date on the signature block, to the Transfer Agent Servicing Agreement (the “Agreement”) dated as of July 7, 2022, as amended, is entered into by and between TIDAL ETF TRUST II, 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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