Amplify ETF Trust Sample Contracts

CUSTODY AGREEMENT
Custody Agreement • July 8th, 2019 • Amplify ETF Trust • New York

THIS AGREEMENT is made and entered into as of this 28th day of May, 2019, by and between AMPLIFY ETF TRUST, a Massachusetts business trust (the “Trust”), and COWEN EXECUTION SERVICES LLC, a Delaware limited liability company and a broker-dealer regulated under the Securities and Exchange Act of 1934, as amended (the “1934 Act”) (the “Custodian”).

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ETF DISTRIBUTION AGREEMENT
Etf Distribution Agreement • July 8th, 2019 • Amplify ETF Trust • Delaware

This Distribution Agreement (the “Agreement”) is made this __ day of _________ 201__, by and between ______________, a _______________ (the “Trust”) having its principal place of business at ________________________, and Foreside Fund Services, LLC, a Delaware limited liability company (the “Distributor”) having its principal place of business at Three Canal Plaza, Suite 100, Portland, ME 04101.

PENSERRA CAPITAL MANAGEMENT LLC SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • June 11th, 2018 • Amplify ETF Trust • New York

Sub-Advisory Agreement (this “Agreement”) entered into as of the 14th day of March, 2017, by and between Amplify Investments, LLC, a Delaware limited liability company with its principal place of business at 310 S Hale Street, Wheaton, IL 60187 (the “Adviser”), and Penserra Capital Management LLC, a registered investment advisor organized under the laws of the State of New York (the “Sub-Adviser”).

DISTRIBUTION AGREEMENT
Distribution Agreement • January 14th, 2016 • Amplify ETF Trust • New York

THIS DISTRIBUTION AGREEMENT (the “Agreement’) is made as of this 13th day of January, 2016 between Amplify ETF Trust (the “Trust”), a Massachusetts business trust and Quasar Distributors, LLC (the “Distributor”), a Delaware limited liability company. Amplify Investments LLC, a Delaware limited liability company and the investment advisor to the Trust (the “Adviser”), is a party hereto with respect to Article 5 only.

TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • January 14th, 2016 • Amplify ETF Trust • New York

THIS AGREEMENT is made and entered into as of this 13th day of January, 2016, by and between AMPLIFY ETF TRUST, a Massachusetts business trust (the “Trust”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“Fund Services”).

FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • January 14th, 2016 • Amplify ETF Trust • New York

THIS AGREEMENT is made as of this 13th day of January, 2016, by and between AMPLIFY ETF TRUST, a Massachusetts business trust (the “Trust”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“Fund Services”).

SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • November 13th, 2023 • Amplify ETF Trust • New York

This Sub-Advisory Agreement (this “Agreement”) entered into as of October 11, 2023, by and between Amplify Investments LLC, a Delaware limited liability company with its principal place of business at 3333 Warrenville Road, Suite 350, Lisle, Illinois 60532 (the “Adviser”), and Samsung Asset Management (New York), Inc., a registered investment advisor organized under the laws of the State of Delaware (the “Sub-Adviser”).

FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • January 14th, 2016 • Amplify ETF Trust • New York

THIS AGREEMENT is made and entered into as of the 13th day of January, 2016, by and between AMPLIFY ETF TRUST, a Massachusetts business trust (the “Trust”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“Fund Services”).

Investment Management Agreement
Investment Management Agreement • July 8th, 2019 • Amplify ETF Trust • Illinois

Investment Management Agreement made this [__]th day of [_______], 2019 by and between Amplify ETF Trust, a Massachusetts business trust (the “Trust”), and Amplify Investments LLC, a Delaware limited liability company (the “Adviser”).

DIVIDEND DISBURSING AND TRANSFER AGENT AGREEMENT
Dividend Disbursing and Transfer Agent Agreement • July 8th, 2019 • Amplify ETF Trust • North Carolina

THIS DIVIDEND DISBURSING AND TRANSFER AGENT AGREEMENT (the “Agreement”) is made and entered into as of the __ day of July, 2019, by and between AMPLIFY ETF TRUST, a Massachusetts business trust (the “Trust”), on behalf of the funds listed on Schedule 1 (the “Funds”) and NOTTINGHAM SHAREHOLDER SERVICES, LLC, a North Carolina limited liability company (“Transfer Agent”).

FUND ACCOUNTING AND ADMINISTRATION SERVICE AGREEMENT
Service Agreement • July 8th, 2019 • Amplify ETF Trust • North Carolina

THIS AGREEMENT is made and entered into as of this ___ day of June, 2019, by and between AMPLIFY ETF TRUST, a Massachusetts business trust, having its principal office and place of business at 310 South Hale Street, Wheaton, Illinois 60187 (the “Trust”) and THE NOTTINGHAM COMPANY, a North Carolina business corporation, having its principal office and place of business at 116 South Franklin Street, Rocky Mount, North Carolina 27804 (the “Administrator”).

Investment Sub‑Advisory Agreement
Investment Sub‑advisory Agreement • November 23rd, 2016 • Amplify ETF Trust • Illinois

Investment Sub-Advisory Agreement made as of this 24th day of October, 2016 by and among the Amplify ETF Trust, a Massachusetts business trust (the “Trust”), Amplify Investments LLC, a Delaware limited liability company (the “Manager”) and a registered investment adviser with the Securities and Exchange Commission (“SEC”), and Capital Wealth Planning, LLC, a registered investment adviser with the SEC (the “Sub‑Adviser”).

Amended Fee Waiver Agreement
Waiver Agreement • February 28th, 2019 • Amplify ETF Trust • Illinois

This Amended Fee Waiver Agreement (this “Agreement”) is entered into between Amplify ETF Trust, a Massachusetts business trust (the “Trust”), and Amplify Investments LLC, a Delaware limited liability company (“Amplify Investments”), as of February 28, 2019.

Amplify ETF Trust Subscription Agreement
Subscription Agreement • January 14th, 2016 • Amplify ETF Trust

This Subscription Agreement (the “Agreement”) made this [ ] day of [ ] by and between Amplify ETF Trust, a Massachusetts business trust (the “Trust”), on behalf of its series, Amplify Online Retail ETF (the “Fund”), and Amplify Holding Company LLC, a Delaware limited liability company (the “Subscriber”).

SUBLICENSE AGREEMENT
Sublicense Agreement • June 23rd, 2021 • Amplify ETF Trust

This Sublicense Agreement (the “Sublicense Agreement”), dated as of April 15, 2021, is made by and among Amplify ETF Trust (the “Sublicensee”), Tematica Research, LLC (“Licensor”), and Amplify Investments LLC (“Licensee” or “Sublicensor”).

EXPONENTIAL ETFs SUB-ADVISORY AGREEMENT
Exponential Etfs Sub-Advisory Agreement • January 16th, 2018 • Amplify ETF Trust • New York

Sub-Advisory Agreement (this “Agreement”) entered into as of the 12th day of December, 2017, by and between Amplify Investments, LLC, a Delaware limited liability company with its principal place of business at 310 S Hale Street, Wheaton, IL 60187 (the “Adviser”), and Exponential ETFs, a registered investment advisor organized under the laws of the State of [state of formation] (the “Sub-Adviser”).

Expense Reimbursement and Fee Waiver Agreement
Waiver Agreement • February 28th, 2024 • Amplify ETF Trust • Illinois

This Expense Reimbursement and Fee Waiver Agreement (this “Agreement”) is entered into between Amplify ETF Trust, a Massachusetts business trust (the “Trust”), and Amplify Investments LLC, a Delaware limited liability company (“Amplify Investments”), as of December 1, 2023.

Expense Reimbursement and Fee Waiver Agreement
Waiver Agreement • May 21st, 2018 • Amplify ETF Trust • Illinois

This Expense Reimbursement and Fee Waiver Agreement (this “Agreement”) is entered into between Amplify ETF Trust, a Massachusetts business trust (the “Trust”), and Amplify Investments LLC, a Delaware limited liability company (“Amplify Investments”), as of May 21, 2018.

Expense Reimbursement and Fee Waiver Agreement
Waiver Agreement • January 16th, 2018 • Amplify ETF Trust • Illinois

This Expense Reimbursement and Fee Waiver Agreement (this “Agreement”) is entered into between Amplify ETF Trust, a Massachusetts business trust (the “Trust”), and Amplify Investments LLC, a Delaware limited liability company (“Amplify Investments”), as of January 16, 2018.

AMPLIFY INVESTMENTS – PRIME INDEXES INDEX LICENSE AGREEMENT
Sublicense Agreement • August 25th, 2017 • Amplify ETF Trust

This Index License Agreement, is made and entered into as of this 3rd day of August, 2017, (the “Effective Date”), by and between Level ETF Ventures LLC, a New York limited liability company (“LEVEL” or “Licensor”), having an office at 250 E 54th St, Suite 27B New York, NY, and Amplify Investments LLC a Delaware limited liability company having an office at 310 S Hale Street, Wheaton, IL (“Licensee”).

CERITY PARTNERS LLC SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • February 28th, 2024 • Amplify ETF Trust • New York

Sub-Advisory Agreement (this “Agreement”) entered into as of March 31, 2023, by and between Amplify Investments LLC, a Delaware limited liability company with its principal place of business at 3333 Warrenville Road, Suite 350, Lisle, Illinois 60532 (the “Adviser”), and Cerity Partners LLC, a registered investment advisor organized under the laws of the State of Delaware with its principal place of business at 335 Madison Avenue, 23rd Floor, New York, NY 10017 (the “Sub-Adviser”).

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SUBLICENSE AGREEMENT
Sublicense Agreement • May 6th, 2019 • Amplify ETF Trust

This Sublicense Agreement (the “Sublicense Agreement”), dated as of January 7, 2019, is made by and among Amplify ETF Trust (the “Sublicensee”), CrowdBureau Corporation (“Licensor”), and Amplify Investments LLC (“Licensee” or “Sublicensor”).

SUBLICENSE AGREEMENT
Sublicense Agreement • July 19th, 2021 • Amplify ETF Trust

This Sublicense Agreement (the “Sublicense Agreement”), dated as of April 15, 2021, is made by and among Amplify ETF Trust (the “Sublicensee”), ETF Action, Inc. (“Licensor”), and Licensee (“Licensee” or “Sublicensor”).

SUBLICENSE AGREEMENT
Sublicense Agreement • September 20th, 2021 • Amplify ETF Trust

This Sublicense Agreement (the “Sublicense Agreement”), dated as of September 15, 2021, is made by and among Amplify ETF Trust (the “Sublicensee”) and Amplify Investments LLC (“Licensee” or “Sublicensor”).

SUBLICENSE AGREEMENT
Sublicense Agreement • November 1st, 2018 • Amplify ETF Trust

This Sublicense Agreement (the “Sublicense Agreement”), dated as of ______________, _____, is made by and among _________________________ (the “Sublicensee”), S-Network Global Indexes, Inc., a New York corporation, having an office at 267 Fifth Avenue, Suite 508, New York, NY 10016 (“SNGI”), and Licensee (“Licensee” or “Sublicensor”).

Expense Reimbursement and Fee Waiver Agreement
Waiver Agreement • July 8th, 2019 • Amplify ETF Trust • Illinois

This Expense Reimbursement and Fee Waiver Agreement (this “Agreement”) is entered into between Amplify ETF Trust, a Massachusetts business trust (the “Trust”), and Amplify Investments LLC, a Delaware limited liability company (“Amplify Investments”), as of July 8, 2019.

Investment Sub-Advisory Agreement
Investment Sub-Advisory Agreement • September 6th, 2022 • Amplify ETF Trust • Illinois

Investment Sub-Advisory Agreement made as of this __ day of _____ 2022 (“Agreement”) by and among the Amplify ETF Trust, a Massachusetts business trust (the “Trust”), Amplify Investments LLC, a Delaware limited liability company (the “Manager”) and a registered investment adviser with the Securities and Exchange Commission (“SEC”), and Capital Wealth Planning, LLC, a registered investment adviser with the SEC (the “Sub-Adviser”).

SUBLICENSE AGREEMENT
Sublicense Agreement • February 9th, 2022 • Amplify ETF Trust

This Sublicense Agreement (the “Sublicense Agreement”), dated as of December 8, 2021, is made by and among Amplify ETF Trust (the “Sublicensee”), EQM Indexes LLC (“Licensor”), and Licensee (“Licensee” or “Sublicensor”).

SUBLICENSE AGREEMENT
Sublicense Agreement • August 22nd, 2022 • Amplify ETF Trust

This Sublicense Agreement (the "Sublicense Agreement"), dated as of August 4, 2022, is made by and among Amplify ETF Trust (the "Sublicensee"), EQM Indexes, LLC ("Licensor"), and Amplify Investments LLC ("Licensee" or "Sublicensor").

SEYMOUR ASSET MANAGEMENT LLC SUB-ADVISORY AGREEMENT
Seymour Asset Management LLC Sub-Advisory Agreement • February 28th, 2024 • Amplify ETF Trust • New York

Sub-Advisory Agreement (this “Agreement”) entered into as of April 19, 2023, by and between Amplify Investments LLC, a Delaware limited liability company with its principal place of business at 3333 Warrenville Road, Suite 350, Lisle, Illinois 60532 (the “Adviser”), and Seymour Asset Management LLC, a registered investment advisor organized under the laws of the State of Delaware (the “Sub-Adviser”).

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