0001999371-24-001522 Sample Contracts

FORM OF ADVISORY AGREEMENT
Advisory Agreement • February 5th, 2024 • Virtus ETF Trust II • Delaware

ADVISORY AGREEMENT made as of this [ ] day of [ ], 2024, by and between Virtus ETF Offshore Fund, Ltd. (the “Company”), a Cayman Islands exempted company and a wholly-owned subsidiary of Virtus AlphaSimplex Managed Futures ETF (the “Fund”), a series of VIRTUS ETF TRUST II (the “Trust”), a Delaware statutory trust registered as an investment company under the Investment Company Act of 1940, as amended (the “1940 Act”), and Virtus ETF Advisers LLC, a Delaware limited liability company with its principal place of business at 31 West 52nd Street, 16th Floor, New York, NY 10019 (the “Adviser”). The purpose of the Company is to facilitate the implementation of the Fund’s investment strategies.

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VIRTUS ETF TRUST II FORM OF SUB-ADVISORY AGREEMENT
Virtus ETF Trust II • February 5th, 2024 • Delaware

Virtus ETF Trust II (the “Trust”) is an open-end investment company of the series type registered under the Investment Company Act of 1940 (the “Act”), and is subject to the rules and regulations promulgated thereunder. The shares of the Trust are offered or may be offered in several series of shares, including the Virtus AlphaSimplex Managed Futures ETF (sometimes hereafter referred to as the “Fund”).

VIRTUS ETF TRUST II FORM OF AMENDMENT TO SCHEDULE A TO THE ADVISORY AGREEMENT
Advisory Agreement • February 5th, 2024 • Virtus ETF Trust II

THIS AMENDMENT (the “Amendment”) effective as of the [____] day of [__________], 2024, to Schedule A to the Advisory Agreement, dated as of January 4, 2016 (the “Advisory Agreement”), is entered into by and between VIRTUS ETF TRUST II (the “Trust”), a Delaware statutory trust registered as an investment company under the Investment Company Act of 1940, as amended (the “1940 Act”), and VIRTUS ETF ADVISERS LLC, a Delaware limited liability company with its principal place of business at 31 West 52nd Street, 16th Floor, New York, NY 10019 (the “Adviser”).

VIRTUS ETF OFFSHORE FUND, LTD. FORM OF SUB-ADVISORY AGREEMENT
Virtus ETF Trust II • February 5th, 2024 • Delaware

Virtus ETF Offshore Fund, Ltd. (the “Company”) is a Cayman Islands exempted company and a wholly-owned subsidiary of Virtus AlphaSimplex Managed Futures ETF (the “Fund”), a series of Virtus ETF Trust II (the “Trust”), an open-end investment company of the series type registered under the Investment Company Act of 1940 (the “Act”).

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