0001193125-17-345686 Sample Contracts

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CALAMOS LONG/SHORT EQUITY & INCOME 2028 TERM TRUST AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST
Agreement and Declaration of Trust • November 16th, 2017 • Calamos Long/Short Equity & Income 2028 Term Trust • Delaware

WHEREAS, the Trust was formed under the Delaware Act upon the filing of the Certificate of Trust in the Office of the Secretary of the State of the State of Delaware;

INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • November 16th, 2017 • Calamos Long/Short Equity & Income 2028 Term Trust • Delaware

AGREEMENT made as of the [ ] day of [ ], [ ] (the “Agreement”), between CALAMOS ADVISORS LLC, a limited liability company organized under the laws of Delaware and having its principal office and place of business in Naperville, Illinois (the “Manager”), and CALAMOS LONG/SHORT EQUITY & INCOME 2028 TERM TRUST, a Delaware statutory trust having its principal office and place of business in Naperville, Illinois (the “Trust”).

MASTER CUSTODIAN AGREEMENT
Master Custodian Agreement • November 16th, 2017 • Calamos Long/Short Equity & Income 2028 Term Trust • Massachusetts

This Agreement is made as of September 11, 2009 by and among each management investment company identified on Appendix A hereto (each such investment company and each management investment company made subject to this Agreement in accordance with Section 19.5 below, shall hereinafter be referred to as a “Fund”), and STATE STREET BANK and TRUST COMPANY, a Massachusetts trust company (the “Custodian”).

MASTER SERVICES AGREEMENT
Master Services Agreement • November 16th, 2017 • Calamos Long/Short Equity & Income 2028 Term Trust • Massachusetts
STOCK TRANSFER AGENCY AGREEMENT
Stock Transfer Agency Agreement • November 16th, 2017 • Calamos Long/Short Equity & Income 2028 Term Trust • New York

AMENDED AND RESTATED AGREEMENT, made as of June 15, 2007, by and between EACH ENTITY SET FORTH IN SCHEDULE II HERETO, as such Schedule may be amended from time to time to add additional funds managed by Calamos Advisors LLC (each such existing fund, and any additional fund, hereinafter referred to as the “Customer”), each a business trust organized and existing under the laws of the State of Delaware, and THE BANK OF NEW YORK, a New York trust company (hereinafter referred to as the “Bank”).

Third Amendment to Transfer Agency and Service Agreement
Transfer Agency and Service Agreement • November 16th, 2017 • Calamos Long/Short Equity & Income 2028 Term Trust • New York

THIS THIRD AMENDMENT (“Amendment”), effective as of September 6, 2017 (“Effective Date”), is to the Amended and Restated Stock Transfer Agency Agreement (the “Agreement”) made as of June 15, 2007, as amended, between each entity set forth in Schedule II attached to the Agreement (each, a “Customer”) and Computershare Inc., successor-in-interest to The Bank of New York (“Agent”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.

Amendment to the Amended and Restated Financial Accounting Services Agreement
Financial Accounting Services Agreement • November 16th, 2017 • Calamos Long/Short Equity & Income 2028 Term Trust

This is an amendment (the “Amendment”) to the Amended and Restated Financial Accounting Services Agreement, dated December 13, 2004 (the “Agreement”) entered into among Calamos Advisors LLC and the parties listed in Schedule I thereto.

Fourth Amendment to the Amended and Restated Stock Transfer Agency Agreement
Stock Transfer Agency Agreement • November 16th, 2017 • Calamos Long/Short Equity & Income 2028 Term Trust

THIS FOURTH AMENDMENT (“Amendment”), effective as of October 18, 2017 (“Effective Date”), is to the Amended and Restated Stock Transfer Agency Agreement (the “Agreement”), made as of June 15, 2007, as amended, between each entity set forth in Schedule II attached to the Agreement (each, a “Customer”) and Computershare Inc., successor-in-interest to The Bank of New York (“Agent”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.

CALAMOS LONG/SHORT EQUITY & INCOME 2028 TERM TRUST ORGANIZATIONAL EXPENSES AGREEMENT
Organizational Expenses Agreement • November 16th, 2017 • Calamos Long/Short Equity & Income 2028 Term Trust

CALAMOS LONG/SHORT EQUITY & INCOME 2028 TERM TRUST, a Delaware statutory trust (the “Trust”), and CALAMOS ADVISORS LLC, a Delaware limited liability company (“CALAMOS ADVISORS”), in consideration for the engagement by CALAMOS ADVISORS as the investment adviser for the Trust, agree as follows:

Second Amendment to the Amended and Restated Stock Transfer Agency Agreement
Stock Transfer Agency Agreement • November 16th, 2017 • Calamos Long/Short Equity & Income 2028 Term Trust

THIS SECOND AMENDMENT (“Amendment”), effective as of March 20, 2015 (“Effective Date”), is to the Amended and Restated Stock Transfer Agency Agreement (the “Agreement”), made as of June 15, 2007, and amended as of July 1, 2012, between each entity set forth in Schedule II attached to the Agreement (each, a “Customer”) and Computershare Inc., successor-in-interest to The Bank of New York (“Agent”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.

CALAMOS LONG/SHORT EQUITY & INCOME 2028 TERM TRUST SUBSCRIPTION AGREEMENT
Subscription Agreement • November 16th, 2017 • Calamos Long/Short Equity & Income 2028 Term Trust

This Agreement made October 31, 2017 by and between Calamos Long/Short Equity & Income 2028 Term Trust, a Delaware statutory trust (the “Trust”), and Calamos Advisors LLC, a Delaware limited liability company (the “Subscriber”);

Amended and Restated Financial Accounting Services Agreement
Financial Accounting Services Agreement • November 16th, 2017 • Calamos Long/Short Equity & Income 2028 Term Trust • Illinois

THIS AGREEMENT is made as of December 13, 2004 among the parties listed in Schedule I, as it may be amended from time to time (singularly “Party” and collectively “Parties”) and Calamos Advisors LLC, a Delaware limited liability company (“Calamos”).

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