0001683863-22-006076 Sample Contracts

FUND OF FUNDS INVESTMENT AGREEMENT
Funds Investment Agreement • September 27th, 2022 • Proshares Trust • New York

THIS FUND OF FUNDS INVESTMENT AGREEMENT, dated as of January 19, 2022 (the "Effective Date") by and between E-Valuator Funds Trust, a Delaware statutory trust, on behalf of itself or its separate series listed on Schedule A, severally and not jointly (each, an "Acquiring Fund"), and ProShares Trust (the "Trust"), a Delaware statutory trust, on behalf of each of its current and future series other than those series identified under the caption "Precautionary Notes: Funds Not Covered by the Agreement" on https://www.proshares.com/investment_agreement.html , severally and not jointly (each, an "Acquired Fund"). Each Acquiring Fund and each Acquired Fund is referred to as a "Fund".

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FUND OF FUNDS INVESTMENT AGREEMENT
Funds Investment Agreement • September 27th, 2022 • Proshares Trust • Delaware

THIS FUND OF FUNDS INVESTMENT AGREEMENT (the "Agreement"), dated as of January 19, 2022 (the "Effective Date"), is made by and between each registered open-end investment company (each, a "Registrant"), on behalf of each portfolio series of each such Registrant listed on Schedule A or Schedule B hereto, or if the relevant Registrant has no portfolio series, then the relevant Registrant (as applicable, each an "Acquiring Fun d" or "Acquired Fund" pursuant to the applicable schedule), each severally and not jointly.

FUND OF FUNDS INVESTMENT AGREEMENT
Investment Agreement • September 27th, 2022 • Proshares Trust • New York

THIS FUND OF FUNDS INVESTMENT AGREEMENT, dated as of December 31, 2021 (the "Effective Date") by and between the MainStay VP Funds Trust on behalf of its series MainStay VP

FUND OF FUNDS INVESTMENT AGREEMENT
Funds Investment Agreement • September 27th, 2022 • Proshares Trust • New York

THIS FUND OF FUNDS INVESTMENT AGREEMENT, dated as of January 19, 2022 (the "Effective Date") by and between each Acquiring Fund, severally and not jointly (each, an "Acquiring Fund"), and ProShares Trust (the "Trust"), a Delaware statutory trust, on behalf of each of its current and future series other than those series identified under the caption "Precautionary Notes: Funds Not Covered by the Agreement" on https://www.proshares.com/investment_agreement.html, severally and not jointly (each, an "Acquired Fund"). Each Acquiring Fund and each Acquired Fund is referred to as a "Fund".

FUND OF FUNDS INVESTMENT AGREEMENT
Funds Investment Agreement • September 27th, 2022 • Proshares Trust • New York

THIS FUND OF FUNDS INVESTMENT AGREEMENT, dated as of January 19, 2022 (the "Effective Date") among PIMCO Equity Series, PIMCO Funds, and PIMCO Variable Insurance Trust (each, an "Acquiring Trust"), on behalf of their series listed on Schedule A (each, an "Acquiring Fund"), severally and not jointly, and ProShares Trust (the "Trust"), a Delaware statutory trust, on behalf of each of its current and future series other than those series identified under the caption "Precautionary Notes: Funds Not Covered by the Agreement" on https://www.proshares.com/investment_agreement.html, severally and not jointly (each, an "Acquired Fund"). Each Acquiring Fund and each Acquired Fund is referred to as a "Fund".

FUND OF FUNDS INVESTMENT AGREEMENT
Funds Investment Agreement • September 27th, 2022 • Proshares Trust • New York

THIS FUND OF FUNDS INVESTMENT AGREEMENT, dated as of January 19, 2022 (the "Effective Date") by and between each Acquiring Fund(s), severally and not jointly listed on Schedule B (each, an "Acquiring Fund"), and ProShares Trust (the "Trust"), a Delaware statutory trust, on behalf of each of its current and future series other than those series identified under the caption "Precautionary Notes: Funds Not Covered by the Agreement" on https://www.proshares.com/investment_agreement.html , severally and not jointly (each, an "Acquired Fund"). Each Acquiring Fund and each Acquired Fund is referred to as a "Fund".

FUND OF FUNDS INVESTMENT AGREEMENT
Funds Investment Agreement • September 27th, 2022 • Proshares Trust • New York

THIS FUND OF FUNDS INVESTMENT AGREEMENT, dated as of January 19, 2022 (the "Effective Date") by and between The Lazard Funds, Inc., on behalf of itself and its series identified on Schedule B, severally and not jointly (each, an "Acquiring Fund"), and ProShares Trust (the "Trust"), a Delaware statutory trust, on behalf of each of its current and future series other than those series identified under the caption "Precautionary Notes: Funds Not Covered by the Agreement" on https://www.proshares.com/investment_agreement.html , severally and not jointly (each, an "Acquired Fund"). Each Acquiring Fund and each Acquired Fund is referred to as a "Fund".

Contract
Agreement • September 27th, 2022 • Proshares Trust

Agreement. No assignment of this Agreement or of any rights or obligations hereunder may be made by either party without the prior written consent ofthe other and any attempted assignment without the required consent shall be void.

FUND OF FUNDS INVESTMENT AGREEMENT
Funds Investment Agreement • September 27th, 2022 • Proshares Trust • New York

THIS FUND OF FUNDS INVESTMENT AGREEMENT, dated as of January 19, 2022 (the "Effective Date") by and between AdvisorShares Trust on behalf of the funds listed in Schedule B, severally and not jointly (each, an "Acquiring Fund"), and ProShares Trust (the "Trust"), a Delaware statutory trust, on behalf of each of its current and future series other than those series identified under the caption "Precautionary Notes: Funds Not Covered by the Agreement" on https://www.proshares.com/investment_agreement.html , severally and not jointly (each, an "Acquired Fund"). Each Acquiring Fund and each Acquired Fund is referred to as a "Fund".

FUND OF FUNDS ETF INVESTMENT AGREEMENT
Funds Etf Investment Agreement • September 27th, 2022 • Proshares Trust

This Agreement, dated as of January 19, 2022 (the "Effective Date") between ProShares Trust, on behalf of each of its existing and future series, severally and not jointly, that invests in an Acquired Fund in reliance on the Rule as such terms are defined below, severally and not jointly (each, an "Acquiring Fund"), and First Trust Exchange-Traded Fund, First Trust Exchange- Traded Fund II, First Trust Exchange-Traded Fund III, First Trust Exchange-Traded Fund IV, First Trust Exchange-Traded Fund V, First Trust Exchange-Traded Fund VI, First Trust Exchange-Traded Fund VII, First Trust Exchange-Traded Fund VIII, First Trust Exchange- Traded AlphaDEX® Fund, and First Trust Exchange-Traded AlphaDEX® Fund II, (each a "Trust") on behalf of each applicable series listed on Appendix A, as may be amended from time to time, severally and not jointly (each, an "Acquired Fund" and together with the Acquiring Funds, the "Funds").

FUND OF FUNDS INVESTMENT AGREEMENT
Funds Investment Agreement • September 27th, 2022 • Proshares Trust • New York

THIS FUND OF FUNDS INVESTMENT AGREEMENT, dated as of December 16, 2021, (the "Effective Date") by and between each Acquiring Fund(s), severally and not jointly listed on Schedule B (each, an "Acquiring Fund"), and ProShares Trust (the "Trust"), a Delaware statutory trust, on behalf of each of its current and future series other than those series identified under the caption "Precautionary Notes: Funds Not Covered by the Agreement" on https://www.proshares.com/investment_agreement.html, severally and not jointly (each, an "Acquired Fund"). Each Acquiring Fund and each Acquired Fund is referred to as a "Fund".

Contract
Proshares Trust • September 27th, 2022

enforceability of any other provision of this Agreement which shall remain in full force and effect, unless such construction would be unreasonable.

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