SECOND AMENDMENT TO THE CUSTODY AGREEMENT
THIS SECOND AMENDMENT, dated as of July 7, 2014, to the Custody Agreement dated as of January 28, 2014, as amended March 31, 2014 (the Agreement), is entered into by and among DIREXION SHARES ETF TRUST II, a Delaware statutory trust (the Trust), DIREXION ASSET MANAGEMENT, LLC (the Sponsor) and U.S. BANK, NATIONAL ASSOCIATION, a national banking association (the Custodian).
WHEREAS, the parties have entered into the Agreement; and
WHEREAS, the parties desire to amend the preamble of the Agreement to delete the listing of each series under the Trust; and
WHEREAS, Article XV, Section 15.02 of the Agreement allows for its amendment by a written instrument executed by all parties.
NOW, THEREFORE, the parties agree that Exhibit A is hereby deleted from the Agreement and the first paragraph of the Agreement is hereby superseded and replaced as follows:
THIS AGREEMENT is made and entered into as of this 28th day of January, 2014, by and among DIREXION SHARES ETF TRUST II, a Delaware statutory trust (the Trust) acting for and on behalf of each series as are currently authorized and issued by the Trust or may be authorized and issued by the Trust subsequent to the date of this Agreement (each a Fund and collectively the Funds), DIREXION ASSET MANAGEMENT, LLC, the sponsor of the Funds (Sponsor) and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America (the Custodian).
Except to the extent amended hereby, the Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this Second Amendment to be executed by a duly authorized officer on one or more counterparts as of the day and year first written above.
|DIREXION SHARES ETF TRUST II||U.S. BANK, NATIONAL ASSOCIATION|
|Name: Patrick Rudnick||Name: Michael R. McVoy|
|Title: Chief Financial Officer||Title: Senior Vice President|
(signatures continued on the following page)
|7/2014 Direxion Shares ETF Trust II||1|
|DIREXION ASSET MANAGEMENT, LLC|
|Name: Patrick Rudnick|
|Title: Chief Financial Officer|
|7/2014 Direxion Shares ETF Trust II||2|