0001104659-20-062254 Sample Contracts

March 30, 2020
Reality Shares ETF Trust • May 15th, 2020

Re: Agreement and Plan of Reorganization, dated as of March 27, 2020 (the “Agreement”), by and between (i) Reality Shares ETF Trust, a Delaware statutory trust (the “Trust”), on behalf of its series, the DIVCON Dividend Guard ETF (the “Acquired Fund”); (ii) the Trust, on behalf of its series, the DIVCON Dividend Defender ETF (the “Surviving Fund” and together with the Acquired Fund, the “Funds”); and (iii) solely for the purposes of Sections 14(b) and 18(b) of the Agreement, Reality Shares Advisors, LLC (“Reality Shares”) the investment adviser to the Funds.

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AGREEMENT AND PLAN OF REORGANIZATION
Agreement and Plan of Reorganization • May 15th, 2020 • Reality Shares ETF Trust • Delaware

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of this 27th day of March, 2020, by and between Reality Shares ETF Trust, a Delaware statutory trust (the “Trust”), on behalf of the DIVCON Dividend Guard ETF (the “Acquired Fund”), and the Trust, on behalf of the DIVCON Dividend Defender ETF (the “Surviving Fund” and, together with the Acquired Fund, the “Funds”). Reality Shares Advisors, LLC (“Reality Shares”) joins this Agreement solely for purposes of Sections 14(b) and 18(b). Except for the Funds, no other series of the Trust are parties to this Agreement. The Trust has its principal place of business at 402 West Broadway, Suite 2800, San Diego, California 92101.

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