0001104659-20-022502 Sample Contracts

ETF DISTRIBUTION AGREEMENT
Etf Distribution Agreement • February 19th, 2020 • AltShares Trust • Delaware

This Distribution Agreement (the “Agreement”) is made this 7th day of February 2020, by and between AltShares Trust, a Delaware statutory trust (the “Trust”) having its principal place of business at 41 Madison Avenue, New York NY 10010, and Foreside Financial Services, LLC, a Delaware limited liability company (the “Distributor”) having its principal place of business at Three Canal Plaza, Suite 100, Portland, ME 04101.

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MASTER CUSTODIAN AGREEMENT
Master Custodian Agreement • February 19th, 2020 • AltShares Trust • Massachusetts

This Agreement is made as of February 7, 2020 (this “Agreement”), between each management investment company identified on Appendix A and each management investment company which becomes a party to this Agreement in accordance with the terms hereof (in each case, a “Fund”), acting in respect of each series of each such Fund identified on Appendix A and each series which becomes a party to this Agreement in accordance with the terms hereof; STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company (the “Custodian”).

TRANSFER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • February 19th, 2020 • AltShares Trust • Massachusetts

THIS AGREEMENT is made as of the 7th day of February, 2020, by and between STATE STREET BANK AND TRUST COMPANY, Massachusetts trust company having its principal office and place of business at One Lincoln Street, Boston, Massachusetts 02111 (“State Street” or the “Transfer Agent”) and AltShares Trust, a Delaware statutory trust having its principal office and place of business at 41 Madison Ave, 42nd Floor, New York NY 10010 (the “Trust”) on behalf of each series listed on Schedule A, severally and not jointly.

AUTHORIZED PARTICIPANT AGREEMENT ALTSHARES TRUST
Authorized Participant Agreement • February 19th, 2020 • AltShares Trust • New York

This Authorized Participant Agreement (the “Agreement”) is entered into by and between [ ] (the “Distributor”) and (the “Participant”) and is subject to acceptance by [ ] (the “Transfer Agent”), and is further subject to acknowledgement and agreement by AltShares Trust (the “Trust”), a series trust offering a number of portfolios of securities for which the Distributor is the distributor of such series (each a “Fund” and collectively the “Funds”), solely with respect to Sections 4(c) and 12(c) herein. Capitalized terms used but not defined herein are defined in the current prospectus for each Fund as it may be supplemented or amended from time to time, and included in the Trust’s Registration Statement on Form N-1A, as it may be amended from time to time, or otherwise filed with the U.S. Securities and Exchange Commission (“SEC”) (together with such Fund’s Statement of Additional Information incorporated therein, the “Prospectus”).

ADMINISTRATION AGREEMENT
Administration Agreement • February 19th, 2020 • AltShares Trust • Massachusetts

This Administration Agreement (“Agreement”) dated and effective as of February 7, 2020, is by and between State Street Bank and Trust Company, a Massachusetts trust company (“State Street” or the “Administrator”) and AltShares Trust, a Delaware statutory trust (the “Trust”).

SUBLICENSE AGREEMENT
Sublicense Agreement • February 19th, 2020 • AltShares Trust • Delaware

This Sublicense Agreement (the “Agreement”) is made as of February 7th 2020, by and between Water Island Capital, LLC (“Adviser”) and AltShares Trust, a statutory trust established under the laws of the State of Delaware (“Trust”).

INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • February 19th, 2020 • AltShares Trust • New York

This Agreement made as of February 7, 2020, between ALTSHARES TRUST, a Delaware statutory trust (“Trust”), and WATER ISLAND CAPITAL, LLC (“Adviser”), a registered investment adviser under the Investment Advisers Act of 1940, as amended (“Advisers Act”).

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