0001387131-23-007903 Sample Contracts

SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • June 27th, 2023 • Tidal Trust II • New York

This Sub-Advisory Agreement (the “Agreement”) is made as of this 23rd day of May, 2023 by and between Toroso Investments, LLC, a Delaware limited liability company, with its principal place of business at 234 West Florida Street, Suite 203 Milwaukee, Wisconsin 53204 (the “Adviser”) and Blueprint Fund Management, LLC, a limited liability company, with its principal place of business at 1250 Revolution Mill Drive, Suite 150, Greensboro, North Carolina 27405 (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 • June 27th, 2023 • Tidal Trust II • Delaware

This Investment Advisory Agreement (the “Agreement”) is made as of May 23, 2023, 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”).

SUBSIDIARY FUTURES TRADING ADVISORY AGREEMENT
Subsidiary Futures Trading Advisory Agreement • June 27th, 2023 • Tidal Trust II • New York

This Subsidiary Futures Trading Advisory Agreement (the “Agreement”) is made as of the 31st day of January 2023, by and between ReSolve Asset Management SEZC (Cayman), a Special Economic Zone Company incorporated in the Cayman Islands with Limited Liability, located at 90 North Church Street Strathvale House, 5th Floor George Town, Grand Cayman, Cayman Islands, KY1-9012 (the “Trader”), and Toroso Investments, LLC, a Delaware limited liability company located at 898 North. Broadway, Suite 2, Massapequa, New York 11758 (the “Adviser”). The Adviser and the Trader are each and individually a “Party” and collectively the “Parties.”

FUTURES TRADING ADVISORY AGREEMENT
Futures Trading Advisory Agreement • June 27th, 2023 • Tidal Trust II • New York

This Futures Trading Advisory Agreement (the “Agreement”) is made as of the 23rd day of May 2023, by and between Chesapeake Capital Corporation, a corporation, located at 308 Long Lane, Richmond, Virginia 23221, (the “Trading Advisor”), and Toroso Investments, LLC, a Delaware limited liability company located at 234 West Florida Street, Suite 203 Milwaukee, Wisconsin 53204 (the “Adviser”). The Adviser and the Trading Advisor are each and individually a “Party” and collectively the “Parties.”

SUBSIDIARY FUTURES TRADING ADVISORY AGREEMENT
Subsidiary Futures Trading Advisory Agreement • June 27th, 2023 • Tidal Trust II • New York

This Subsidiary Futures Trading Advisory Agreement (the “Agreement”) is made as of the 23rd day of May 2023, by and between Chesapeake Capital Corporation, a corporation, located at 308 Long Lane, Richmond, Virginia 23221 (the “Trading Advisor”), and Toroso Investments, LLC, a Delaware limited liability company located at 234 West Florida Street, Suite 203 Milwaukee, Wisconsin 53204 (the “Adviser”). The Adviser and the Trading Advisor are each and individually a “Party” and collectively the “Parties.”

NINTH AMENDMENT TO THE TIDAL TRUST II TRANSFER AGENT SERVICING AGREEMENT
Servicing Agreement • June 27th, 2023 • Tidal Trust II

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

NINTH AMENDMENT TO THE FUND ADMINISTRATION SERVICING AGREEMENT
Administration Servicing Agreement • June 27th, 2023 • Tidal Trust II

THIS EIGHTH AMENDMENT effective as of May 23 2023, to the Fund Administration Servicing Agreement (the “Agreement”) dated as of July 5, 2022, as amended, is entered into by and between Tidal Trust II, a Delaware statutory trust (the “Trust”) and Tidal ETF Services LLC, a Delaware limited liability company (“Tidal”).

NINTH AMENDMENT TO THE TIDAL TRUST II CUSTODY AGREEMENT
Tidal Trust II • June 27th, 2023

THIS NINTH AMENDMENT effective as of the last date on the signature block (the “Effective Date”), to the Custody Agreement (the “Agreement”) dated as of July 7, 2022, as amended, is entered into by and between TIDAL 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”).

NINTH AMENDMENT TO THE FUND SUB-ADMINISTRATION SERVICING AGREEMENT
Tidal Trust II • June 27th, 2023

THIS NINTH AMENDMENT effective as of the last date on the signature block (the “Effective Date”), 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 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”).

NINTH AMENDMENT TO THE TIDAL TRUST II FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • June 27th, 2023 • Tidal Trust II

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

TO ETF DISTRIBUTION AGREEMENT
Etf Distribution Agreement • June 27th, 2023 • Tidal Trust II • Delaware

This eighth 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 May 23, 2023 (the “Effective Date”).

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