FORM OF DISTRIBUTION AGREEMENTForm of Distribution Agreement • November 17th, 2008 • ProShares Trust II • Commodity contracts brokers & dealers • Delaware
THIS DISTRIBUTION AGREEMENT (this “Agreement”) is made as of this day of November 2008 between ProShares Trust II (the “Trust”), a Delaware statutory trust, and SEI Investments Distribution Co. (the “Distributor”), a Pennsylvania corporation (the Trust and the Distributor shall be collectively referred to herein as the “parties” or individually as “party”).
Form of Futures Account AgreementFutures Account Agreement • November 17th, 2008 • ProShares Trust II • Commodity contracts brokers & dealers • New York
In consideration of Prudential Bache Commodities, LLC (“Prudential”) agreeing to act as broker or principal, as applicable, in connection with the undersigned’s (hereinafter, “Customer”) transactions in domestic and foreign futures contracts, physical commodities, exchanges for physical commodities (“EFP”), options on domestic and foreign futures contracts and physical commodities, foreign exchange instruments and contracts, spot contracts, swaps, swap options, or other derivatives on one or more rates, currencies, commodities, equity securities or other equity instruments, debt securities or other debt instruments, economic indices or measures of economic risk or value or other benchmarks against which payments or deliveries are to be made (hereinafter, collectively referred to as “Contracts”), all for the account and risk of Customer, Customer hereby agrees and consents as follows:
FORM OF PROSHARES TRUST II AUTHORIZED PARTICIPANT AGREEMENTAuthorized Participant Agreement • November 17th, 2008 • ProShares Trust II • Commodity contracts brokers & dealers • New York
This Authorized Participant Agreement (the “Agreement”), dated as of , is entered into by and among (the “Authorized Participant”), ProShares Trust II, a Delaware statutory trust (the “Trust”), and ProShare Capital Management LLC, a Maryland limited liability company, as sponsor of the Trust (the “Sponsor”).
FORM OF ADMINISTRATION AND TRANSFER AGENCY SERVICES AGREEMENTAdministration and Transfer Agency Services Agreement • November 17th, 2008 • ProShares Trust II • Commodity contracts brokers & dealers • Massachusetts
THIS ADMINISTRATION AND TRANSFER AGENCY SERVICES AGREEMENT (the “Agreement”) is made as of , 2008 by and among BROWN BROTHERS HARRIMAN & CO., a limited partnership organized under the laws of the State of New York (the “Administrator”), PROSHARES TRUST II, a statutory trust organized under the laws of the State of Delaware (the “ Trust” for itself and on behalf of each of its series listed on Appendix A to this Agreement, (each a “Fund” and collectively, the “Funds)”), and PROSHARE CAPITAL MANAGEMENT LLC, the Sponsor of the Funds (the “Sponsor”).
