FactorShares 2X: Oil Bull/S&p500 Bear Sample Contracts

FactorShares 2X: Oil Bull/S&P500 Bear 200,000 Shares Initial Purchaser Agreement
FactorShares 2X: Oil Bull/S&p500 Bear • January 21st, 2011 • Commodity contracts brokers & dealers • New York

Factor Capital Management, LLC, a Delaware limited liability company (the “Managing Owner”), has sponsored the formation of FactorShares 2X: Oil Bull/S&P500 Bear (the “Fund”), a Delaware statutory trust, for which Wilmington Trust Company, a Delaware banking corporation, acts as the sole trustee (the “Trustee”).

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AMENDED AND RESTATED DECLARATION OF TRUST AND TRUST AGREEMENT OF FACTORSHARES 2X: OIL BULL/S&P500 BEAR Dated as of [_______], 2010 By and Between FACTOR CAPITAL MANAGEMENT, LLC and WILMINGTON TRUST COMPANY
Trust and Trust Agreement • November 3rd, 2010 • FactorShares 2X: Oil Bull/S&p500 Bear • Commodity contracts brokers & dealers • Delaware

This AMENDED AND RESTATED DECLARATION OF TRUST AND TRUST AGREEMENT of FactorShares 2X: S&P500 Bull/TBond Bear is made and entered into as of the [__] day of [_______], 2010, by and between Factor Capital Management, LLC, a Delaware limited liability company, and Wilmington Trust Company, a Delaware banking corporation, as trustee.

AMENDMENT NO. 1 TO THE AMENDED AND RESTATED DECLARATION OF TRUST AND TRUST AGREEMENT OF FACTORSHARES 2X: OIL BULL/S&P500 BEAR
FactorShares 2X: Oil Bull/S&p500 Bear • June 27th, 2011 • Commodity contracts brokers & dealers

This Amendment No. 1 (“Amendment No.1”) to the Amended and Restated Declaration of Trust and Trust Agreement dated as of January 18, 2011 (the “Declaration of Trust”) of FactorShares 2X: Oil Bull/S&P500 Bear (the “Fund”) by and between Factor Capital Management, LLC (the “Managing Owner”) and Wilmington Trust Company.

ADMINISTRATION AGREEMENT
Administration Agreement • August 17th, 2010 • FactorShares S&P Crude Oil Premium • Commodity contracts brokers & dealers • Massachusetts

This Administration Agreement (“Agreement”) dated as of ___________ , 2010 and effective as of the effective date of the Trusts’ initial Registration Statement (as hereinafter defined), by and between State Street Bank and Trust Company, a Massachusetts trust company (the “Administrator”), and each Trust set forth on Exhibit A, each organized as a Delaware statutory trust (each, a “Trust” and collectively, the “Trusts”).

CUSTODIAN AGREEMENT
Custodian Agreement • August 17th, 2010 • FactorShares S&P Crude Oil Premium • Commodity contracts brokers & dealers • Massachusetts

This Agreement, dated as of August 10, 2010, is by and between each of the entities set forth on Appendix A hereto (each such entity and each entity made subject to this Agreement in accordance with Section 19.5 below, a “Trust”; collectively, the “Trusts”), and STATE STREET BANK and TRUST COMPANY, a Massachusetts trust company (the “Custodian”).

INTERACTIVE BROKERS INSTITUTIONAL SERVICES CUSTOMER AGREEMENT
Interactive Brokers Institutional Services Customer Agreement • January 21st, 2011 • FactorShares 2X: Oil Bull/S&p500 Bear • Commodity contracts brokers & dealers • Connecticut
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