Common use of Establishment of the Distribution Account Clause in Contracts

Establishment of the Distribution Account. (a) The Trustee shall establish and maintain in the name of the Trustee, on behalf of the Up-MACRO Holding Trust and for the benefit of the Holders of the Up-MACRO Holding Shares, an Eligible Deposit Account bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Holders of the Up-MACRO Holding Shares (the "Distribution Account"). (b) The Distribution Account shall initially be established with the Trustee. The Trustee shall possess all right, title and interest in and to all funds on deposit from time to time in the Distribution Account and in all proceeds thereof. The Distribution Account shall be under the sole dominion and control of the Trustee for the benefit of the Holders of the Up-MACRO Holding Shares. (c) Except as expressly provided in this Trust Agreement, each of the Depositor, the Administrative Agent and the Trustee agree that it shall have no right of set-off or banker's lien against, and no right to otherwise deduct from, any funds held in the Distribution Account for any amount owed to it by the Up-MACRO Holding Trust or any Holder of Up-MACRO Holding Shares. If, at any time, the Distribution Account ceases to be an Eligible Deposit Account, the Trustee shall within twenty (20) Business Days establish a new account, transfer any cash or any investments to such new account, and from the date such new account is established, it shall be the "Distribution Account" for purposes of this Trust Agreement. (d) The Trustee shall deposit into the Distribution Account on or prior to each Distribution Date, on each Redemption Date and on each Issuance Date, (i) all maturity proceeds, interest and other income received on the Eligible Treasuries held in the Securities Account during any Calculation Period, (ii) all payments received by the Up-MACRO Holding Trust under the Income Distribution Agreement, (iii) all payments received by the Up-MACRO Holding Trust under the Settlement Contracts, and (iv) funds delivered by Authorized Participants in connection with Paired Issuances or Redemption Cash Components delivered in connection with Paired Optional Redemptions, which are not immediately used to acquire Eligible Treasuries. (e) Not later than the Distribution Payment Date that follows each Distribution Date, including any Distribution Date that is also the Final Scheduled Termination Date or an Early Termination Date, the Trustee shall withdraw all funds on deposit in the Distribution Account and shall apply such funds for the purposes and in accordance with the priorities specified in Section 5.2(a). On each Redemption Date, the Trustee shall withdraw cash on deposit in the Distribution Account and deliver it to the Authorized Participant or Authorized Participants who directed the Paired Optional Redemption to the extent directed to do so by the Administrative Agent and in the amount that is determined by the Administrative Agent pursuant to Section 6.4 hereof.

Establishment of the Distribution Account. (a) The Trustee shall establish and maintain in the name of the Trustee, on behalf of the Up-MACRO Holding Tradeable Trust and for the benefit of the Holders of the Up-MACRO Holding Tradeable Shares, an Eligible Deposit Account bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Holders of the Up-MACRO Holding Tradeable Shares (the "Distribution Account"). (b) The Distribution Account shall initially be established with the Trustee. The Trustee shall possess all right, title and interest in and to all funds on deposit from time to time in the Distribution Account and in all proceeds thereof. The Distribution Account shall be under the sole dominion and control of the Trustee for the benefit of the Holders of the Up-MACRO Holding Tradeable Shares. (c) Except as expressly provided in this Trust Agreement, each of the Depositor, the Administrative Agent and the Trustee agree that it shall have no right of set-off or banker's lien against, and no right to otherwise deduct from, any funds held in the Distribution Account for any amount owed to it by the Up-MACRO Holding Tradeable Trust or any Holder of Up-MACRO Holding Tradeable Shares. If, at any time, the Distribution Account ceases to be an Eligible Deposit Account, the Trustee shall within twenty (20) Business Days establish a new account, transfer any cash or any investments funds on deposit therein to such new account, and from the date such new account is established, it shall be the "Distribution Account" for purposes of this Trust Agreement. (d) The Immediately upon receipt thereof, the Trustee shall deposit into the Distribution Account on or prior to each Distribution Date, on each Redemption Date and on each Issuance Date, (i) all maturity proceeds, interest and other income any distribution amount received on the Eligible Treasuries Up-MACRO Holding Shares held in the Securities Account during any Calculation Period, (ii) all payments received by the Up-MACRO Holding Tradeable Trust under and shall distribute such amount, on the Income Distribution Agreementsame Business Day on which such amount is received, (iii) all payments received by to the Holders of the Up-MACRO Holding Trust under Tradeable Shares, ratably based on the Settlement Contracts, and (iv) funds delivered Aggregate Par Amount of Up-MACRO Tradeable Shares held by Authorized Participants in connection with Paired Issuances or Redemption Cash Components delivered in connection with Paired Optional Redemptions, which are not immediately used to acquire Eligible Treasurieseach such Holder. (e) Not later than the Distribution Payment Date that follows each Distribution Date, including any Distribution Date that is also the Final Scheduled Termination Date or an Early Termination Date, the Trustee shall withdraw all funds on deposit in the Distribution Account and shall apply such funds for the purposes and in accordance with the priorities specified in Section 5.2(a). On each Redemption Date, the Trustee shall withdraw cash on deposit in the Distribution Account and deliver it to the Authorized Participant or Authorized Participants who directed the Paired Optional Redemption to the extent directed to do so by the Administrative Agent and in the amount that is determined by the Administrative Agent pursuant to Section 6.4 hereof.

Establishment of the Distribution Account. (a) The Trustee shall establish and maintain in the name of the Trustee, on behalf of the UpDown-MACRO Holding Trust and for the benefit of the Holders of the UpDown-MACRO Holding Shares, an Eligible Deposit Account bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Holders of the UpDown-MACRO Holding Shares (the "Distribution Account"). (b) The Distribution Account shall initially be established with the Trustee. The Trustee shall possess all right, title and interest in and to all funds on deposit from time to time in the Distribution Account and in all proceeds thereof. The Distribution Account shall be under the sole dominion and control of the Trustee for the benefit of the Holders of the UpDown-MACRO Holding Shares. (c) Except as expressly provided in this Trust Agreement, each of the Depositor, the Administrative Agent and the Trustee agree that it shall have no right of set-off or banker's lien against, and no right to otherwise deduct from, any funds held in the Distribution Account for any amount owed to it by the UpDown-MACRO Holding Trust or any Holder of UpDown-MACRO Holding Shares. If, at any time, the Distribution Account ceases to be an Eligible Deposit Account, the Trustee shall within twenty (20) Business Days establish a new account, transfer any cash or any investments to such new account, and from the date such new account is established, it shall be the "Distribution Account" for purposes of this Trust Agreement. (d) The Trustee shall deposit into the Distribution Account on or prior to each Distribution Date, on each Redemption Date and on each Issuance Date, (i) all maturity proceeds, interest and other income received on the Eligible Treasuries held in the Securities Account during any Calculation Period, (ii) all payments received by the UpDown-MACRO Holding Trust under the Income Distribution Agreement, (iii) all payments received by the UpDown-MACRO Holding Trust under the Settlement Contracts, and (iv) funds delivered by Authorized Participants in connection with Paired Issuances or Redemption Cash Components delivered in connection with Paired Optional Redemptions, which are not immediately used to acquire Eligible Treasuries. (e) Not later than the Distribution Payment Date that follows each Distribution Date, including any Distribution Date that is also the Final Scheduled Termination Date or an Early Termination Date, the Trustee shall withdraw all funds on deposit in the Distribution Account and shall apply such funds for the purposes and in accordance with the priorities specified in Section 5.2(a). On each Redemption Date, the Trustee shall withdraw cash on deposit in the Distribution Account and deliver it to the Authorized Participant or Authorized Participants who directed the Paired Optional Redemption to the extent directed to do so by the Administrative Agent and in the amount that is determined by the Administrative Agent pursuant to Section 6.4 hereof.

Establishment of the Distribution Account. (a) The Trustee shall establish and maintain in the name of the Trustee, on behalf of the UpDown-MACRO Holding Tradeable Trust and for the benefit of the Holders of the UpDown-MACRO Holding Tradeable Shares, an Eligible Deposit Account bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Holders of the UpDown-MACRO Holding Tradeable Shares (the "Distribution Account"). (b) The Distribution Account shall initially be established with the Trustee. The Trustee shall possess all right, title and interest in and to all funds on deposit from time to time in the Distribution Account and in all proceeds thereof. The Distribution Account shall be under the sole dominion and control of the Trustee for the benefit of the Holders of the UpDown-MACRO Holding Tradeable Shares. (c) Except as expressly provided in this Trust Agreement, each of the Depositor, the Administrative Agent and the Trustee agree that it shall have no right of set-off or banker's lien against, and no right to otherwise deduct from, any funds held in the Distribution Account for any amount owed to it by the UpDown-MACRO Holding Tradeable Trust or any Holder of UpDown-MACRO Holding Tradeable Shares. If, at any time, the Distribution Account ceases to be an Eligible Deposit Account, the Trustee shall within twenty (20) Business Days establish a new account, transfer any cash or any investments funds on deposit therein to such new account, and from the date such new account is established, it shall be the "Distribution Account" for purposes of this Trust Agreement. (d) The Immediately upon receipt thereof, the Trustee shall deposit into the Distribution Account on or prior to each Distribution Date, on each Redemption Date and on each Issuance Date, (i) all maturity proceeds, interest and other income any distribution amount received on the Eligible Treasuries held in the Securities Account during any Calculation Period, (ii) all payments received by the UpDown-MACRO Holding Trust under the Income Distribution Agreement, (iii) all payments received Shares held by the UpDown-MACRO Holding Tradeable Trust under the Settlement Contracts, and (iv) funds delivered by Authorized Participants in connection with Paired Issuances or Redemption Cash Components delivered in connection with Paired Optional Redemptions, which are not immediately used to acquire Eligible Treasuries. (e) Not later than the Distribution Payment Date that follows each Distribution Date, including any Distribution Date that is also the Final Scheduled Termination Date or an Early Termination Date, the Trustee shall withdraw all funds on deposit in the Distribution Account and shall apply distribute such funds for amount, on the purposes and in accordance with the priorities specified in Section 5.2(a). On each Redemption Datesame Business Day on which such amount is received, the Trustee shall withdraw cash on deposit in the Distribution Account and deliver it to the Authorized Participant or Authorized Participants who directed Holders of the Paired Optional Redemption to Down-MACRO Tradeable Shares, ratably based on the extent directed to do so Aggregate Par Amount of Down-MACRO Tradeable Shares held by the Administrative Agent and in the amount that is determined by the Administrative Agent pursuant to Section 6.4 hereofeach such Holder.

Establishment of the Distribution Account. (a) The Trustee shall establish and maintain in the name of the Trustee, on behalf of the Up-MACRO Holding Up Trust and for the benefit of the Holders of the Up-MACRO Holding SharesUp MacroShares, an Eligible Deposit Account bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Holders of the Up-MACRO Holding Shares Up MacroShares (the "Distribution Account"). (b) The Distribution Account shall initially be established with the Trustee. The Trustee shall possess all right, title and interest in and to all funds on deposit from time to time in the Distribution Account and in all proceeds thereof. The Distribution Account shall be under the sole dominion and control of the Trustee for the benefit of the Holders of the Up-MACRO Holding SharesUp MacroShares. (c) Except as expressly provided in this Trust Agreement, each of the Depositor, the Administrative Agent and the Trustee agree that it shall have no right of set-off or banker's lien against, and no right to otherwise deduct from, any funds held in the Distribution Account for any amount owed to it by the Up-MACRO Holding Up Trust or any Holder of Up-MACRO Holding SharesUp MacroShares. If, at any time, the Distribution Account ceases to be an Eligible Deposit Account, the Trustee shall within twenty (20) Business Days establish a new account, transfer any cash or any investments to such new account, and from the date such new account is established, it shall be the "Distribution Account" for purposes of this Trust Agreement. (d) The Trustee shall deposit into the Distribution Account on or prior to each Distribution Date, on each Redemption Date and on each Issuance Date, as applicable, (i) all maturity proceeds, interest and other income received on the Eligible Treasuries held in the Securities Account during any Calculation Period, (ii) all payments received by the Up-MACRO Holding Up Trust under the Income Distribution Agreement, (iii) all payments received by the Up-MACRO Holding Up Trust under the Settlement Contracts, and (iv) funds delivered by Authorized Participants in connection with Paired Issuances or and Redemption Cash Components delivered in connection with Paired Optional Redemptions, which are not immediately used to acquire Eligible Treasuries. (e) Not later than the Distribution Payment Date that follows each Distribution Date, including any Distribution Date that is also the Final Scheduled Termination Date or an Early Termination Date, the Trustee shall withdraw all funds on deposit in the Distribution Account and shall apply such funds for the purposes and in accordance with the priorities specified in Section 5.2(a). On each Redemption Date, the Trustee shall withdraw cash on deposit in the Distribution Account and deliver it to the Authorized Participant or Authorized Participants who directed the Paired Optional Redemption to the extent directed to do so by the Administrative Agent and in the amount that is determined by the Administrative Agent pursuant to Section 6.4 hereof.

Establishment of the Distribution Account. (a) The Trustee Trustee, for the benefit of the Holders of the Up-MACRO Holding Shares, shall establish and maintain in the name of the Trustee, on behalf of the Up-MACRO Holding Trust and for the benefit of the Holders of the Up-MACRO Holding SharesTrust, an Eligible Deposit Account bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Holders of the Up-MACRO Holding Shares (the "Distribution Account"). (b) The Distribution Account shall initially be established with the Trustee. The Trustee shall possess all right, title and interest in and to all funds on deposit from time to time in the Distribution Account and in all proceeds thereof. The Distribution Account shall be under the sole dominion and control of the Trustee for the benefit of the Holders of the Up-MACRO Holding Shares. (c) Except as expressly provided in this Trust Agreement, each of the Depositor, the Administrative Agent and the Trustee agree that it shall have no right of set-off or banker's lien against, and no right to otherwise deduct from, any funds held in the Distribution Account for any amount owed to it by the Up-MACRO Holding Trust or any Holder of Up-MACRO Holding Shares. If, at any time, the Distribution Account ceases to be an Eligible Deposit Account, the Trustee shall within twenty (20) Business Days establish a new account, transfer any cash or any investments to such new account, and from the date such new account is established, it shall be the "Distribution Account" for purposes of this Trust Agreement. (d) The Trustee shall deposit into the Distribution Account on or prior to each Distribution Date, on each Redemption Date and on each Issuance Date, (i) all maturity proceeds, interest and other income received on the Eligible Treasuries held in the Securities Account during that is received within one Business Day preceding any Calculation PeriodDistribution Date, (ii) all payments received by the Up-MACRO Holding Trust under the Income Distribution AgreementAgreement and the Settlement Contracts, and, (iii) pursuant to Section 3.5(e), all payments received by proceeds of the Up-MACRO Holding Trust under Treasuries remaining on deposit in the Settlement Contracts, and (iv) funds delivered by Authorized Participants in connection with Paired Issuances or Redemption Cash Components delivered in connection with Paired Optional Redemptions, which are not immediately used to acquire Eligible TreasuriesSecurities Account on any Distribution Date. (e) Not later than the Distribution Payment Date that follows each Distribution Date, including any Distribution Date that is also the Final Scheduled Termination Date or Date, an Early Termination Date or a Redemption Date, the Trustee shall withdraw all funds on deposit in the Distribution Account and shall apply such funds for the purposes and in accordance with the priorities specified in Section 5.2(a). On each Redemption Date, the Trustee shall withdraw cash on deposit in the Distribution Account and deliver it to the Authorized Participant or Authorized Participants who directed the Paired Optional Redemption to the extent directed to do so by the Administrative Agent and in the amount that is determined by the Administrative Agent pursuant to Section 6.4 hereof.

Establishment of the Distribution Account. (a) The Trustee shall establish and maintain in the name of the Trustee, on behalf of the Up-MACRO Holding Down Trust and for the benefit of the Holders of the Up-MACRO Holding SharesDown MacroShares, an Eligible Deposit Account bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Holders of the Up-MACRO Holding Shares Down MacroShares (the "Distribution Account"). (b) The Distribution Account shall initially be established with the Trustee. The Trustee shall possess all right, title and interest in and to all funds on deposit from time to time in the Distribution Account and in all proceeds thereof. The Distribution Account shall be under the sole dominion and control of the Trustee for the benefit of the Holders of the Up-MACRO Holding SharesDown MacroShares. (c) Except as expressly provided in this Trust Agreement, each of the Depositor, the Administrative Agent and the Trustee agree that it shall have no right of set-off or banker's lien against, and no right to otherwise deduct from, any funds held in the Distribution Account for any amount owed to it by the Up-MACRO Holding Down Trust or any Holder of Up-MACRO Holding SharesDown MacroShares. If, at any time, the Distribution Account ceases to be an Eligible Deposit Account, the Trustee shall within twenty (20) Business Days establish a new account, transfer any cash or any investments to such new account, and from the date such new account is established, it shall be the "Distribution Account" for purposes of this Trust Agreement. (d) The Trustee shall deposit into the Distribution Account on or prior to each Distribution Date, on each Redemption Date and on each Issuance Date, as applicable, (i) all maturity proceeds, interest and other income received on the Eligible Treasuries held in the Securities Account during any Calculation Period, (ii) all payments received by the Up-MACRO Holding Down Trust under the Income Distribution Agreement, (iii) all payments received by the Up-MACRO Holding Down Trust under the Settlement Contracts, Contracts and (iv) funds delivered by Authorized Participants in connection with Paired Issuances or and Redemption Cash Components delivered in connection with Paired Optional Redemptions, which are not immediately used to acquire Eligible Treasuries. (e) Not later than the Distribution Payment Date that follows each Distribution Date, including any Distribution Date that is also the Final Scheduled Termination Date or an Early Termination Date, the Trustee shall withdraw all funds on deposit in the Distribution Account and shall apply such funds for the purposes and in accordance with the priorities specified in Section 5.2(a). On each Redemption Date, the Trustee shall withdraw cash on deposit in the Distribution Account and deliver it to the Authorized Participant or Authorized Participants who directed the Paired Optional Redemption to the extent directed to do so by the Administrative Agent and in the amount that is determined by the Administrative Agent pursuant to Section 6.4 hereof.

Establishment of the Distribution Account. (a) The Trustee Trustee, for the benefit of the Holders of the Down-MACRO Holding Shares, shall establish and maintain in the name of the Trustee, on behalf of the UpDown-MACRO Holding Trust and for the benefit of the Holders of the Up-MACRO Holding SharesTrust, an Eligible Deposit Account bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Holders of the UpDown-MACRO Holding Shares (the "Distribution Account"). (b) The Distribution Account shall initially be established with the Trustee. The Trustee shall possess all right, title and interest in and to all funds on deposit from time to time in the Distribution Account and in all proceeds thereof. The Distribution Account shall be under the sole dominion and control of the Trustee for the benefit of the Holders of the UpDown-MACRO Holding Shares. (c) Except as expressly provided in this Trust Agreement, each of the Depositor, the Administrative Agent and the Trustee agree that it shall have no right of set-off or banker's lien against, and no right to otherwise deduct from, any funds held in the Distribution Account for any amount owed to it by the UpDown-MACRO Holding Trust or any Holder of UpDown-MACRO Holding Shares. If, at any time, the Distribution Account ceases to be an Eligible Deposit Account, the Trustee shall within twenty (20) Business Days establish a new account, transfer any cash or any investments to such new account, and from the date such new account is established, it shall be the "Distribution Account" for purposes of this Trust Agreement. (d) The Trustee shall deposit into the Distribution Account on or prior to each Distribution Date, on each Redemption Date and on each Issuance Date, (i) all maturity proceeds, interest and other income received on the Eligible Treasuries held in the Securities Account during that is received within one Business Day preceding any Calculation PeriodDistribution Date, (ii) all payments received by the UpDown-MACRO Holding Trust under the Income Distribution AgreementAgreement and the Settlement Contracts, and, (iii) pursuant to Section 3.5(e), all payments received by proceeds of the Up-MACRO Holding Trust under Treasuries remaining on deposit in the Settlement Contracts, and (iv) funds delivered by Authorized Participants in connection with Paired Issuances or Redemption Cash Components delivered in connection with Paired Optional Redemptions, which are not immediately used to acquire Eligible TreasuriesSecurities Account on any Distribution Date. (e) Not later than the Distribution Payment Date that follows each Distribution Date, including any Distribution Date that is also the Final Scheduled Termination Date or Date, an Early Termination Date or a Redemption Date, the Trustee shall withdraw all funds on deposit in the Distribution Account and shall apply such funds for the purposes and in accordance with the priorities specified in Section 5.2(a). On each Redemption Date, the Trustee shall withdraw cash on deposit in the Distribution Account and deliver it to the Authorized Participant or Authorized Participants who directed the Paired Optional Redemption to the extent directed to do so by the Administrative Agent and in the amount that is determined by the Administrative Agent pursuant to Section 6.4 hereof.

Establishment of the Distribution Account. (a) The Trustee shall establish and maintain in the name of the Trustee, on behalf of the Up-MACRO Holding Up Trust and for the benefit of the Holders of the Up-MACRO Holding SharesUp MacroShares, an Eligible Deposit Account bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Holders of the Up-MACRO Holding Shares Up MacroShares (the "Distribution Account"). (b) The Distribution Account shall initially be established with the Trustee. The Trustee shall possess all right, title and interest in and to all funds on deposit from time to time in the Distribution Account and in all proceeds thereof. The Distribution Account shall be under the sole dominion and control of the Trustee for the benefit of the Holders of the Up-MACRO Holding SharesUp MacroShares. (c) Except as expressly provided in this Trust Agreement, each of the Depositor, the Administrative Agent and the Trustee agree that it shall have no right of set-off or banker's lien against, and no right to otherwise deduct from, any funds held in the Distribution Account for any amount owed to it by the Up-MACRO Holding Up Trust or any Holder of Up-MACRO Holding SharesUp MacroShares. If, at any time, the Distribution Account ceases to be an Eligible Deposit Account, the Trustee shall within twenty (20) Business Days establish a new account, transfer any cash or any investments to such new account, and from the date such new account is established, it shall be the "Distribution Account" for purposes of this Trust Agreement. (d) The Trustee shall deposit into the Distribution Account on or prior to each Distribution Date, on each Redemption Date and on each Issuance Date, as applicable, (i) all maturity proceeds, interest and other income received on the Eligible Treasuries held in the Securities Account during any Calculation Period, (ii) all payments received by the Up-MACRO Holding Up Trust under the Income Distribution Agreement, (iii) all payments received by the Up-MACRO Holding Up Trust under the Settlement Contracts, and (iv) funds delivered by Authorized Participants in connection with Paired Issuances or and Redemption Cash Components delivered in connection with Paired Optional Redemptions, which are not immediately used to acquire Eligible Treasuries, and (v) funds on deposit in the Fee Payment Account in excess of the amount needed to pay fees and expenses on an Early Termination Date or on the Final Scheduled Termination Date. (e) Not later than the Distribution Payment Date that follows each Distribution Date, including any Distribution Date that is also the Final Scheduled Termination Date or an Early Termination Date, the Trustee shall withdraw all funds on deposit in the Distribution Account and shall apply such funds for the purposes and in accordance with the priorities specified in Section 5.2(a). On each Redemption Date, the Trustee shall withdraw cash on deposit in the Distribution Account and deliver it to the Authorized Participant or Authorized Participants who directed the Paired Optional Redemption to the extent directed to do so by the Administrative Agent and in the amount that is determined by the Administrative Agent pursuant to Section 6.4 hereof.

Establishment of the Distribution Account. (a) The Trustee shall establish and maintain in the name of the Trustee, on behalf of the Up-MACRO Holding Down Trust and for the benefit of the Holders of the Up-MACRO Holding SharesDown MacroShares, an Eligible Deposit Account bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Holders of the Up-MACRO Holding Shares Down MacroShares (the "Distribution Account"). (b) The Distribution Account shall initially be established with the Trustee. The Trustee shall possess all right, title and interest in and to all funds on deposit from time to time in the Distribution Account and in all proceeds thereof. The Distribution Account shall be under the sole dominion and control of the Trustee for the benefit of the Holders of the Up-MACRO Holding SharesDown MacroShares. (c) Except as expressly provided in this Trust Agreement, each of the Depositor, the Administrative Agent and the Trustee agree that it shall have no right of set-off or banker's lien against, and no right to otherwise deduct from, any funds held in the Distribution Account for any amount owed to it by the Up-MACRO Holding Down Trust or any Holder of Up-MACRO Holding SharesDown MacroShares. If, at any time, the Distribution Account ceases to be an Eligible Deposit Account, the Trustee shall within twenty (20) Business Days establish a new account, transfer any cash or any investments to such new account, and from the date such new account is established, it shall be the "Distribution Account" for purposes of this Trust Agreement. (d) The Trustee shall deposit into the Distribution Account on or prior to each Distribution Date, on each Redemption Date and on each Issuance Date, as applicable, (i) all maturity proceeds, interest and other income received on the Eligible Treasuries held in the Securities Account during any Calculation Period, (ii) all payments received by the Up-MACRO Holding Down Trust under the Income Distribution Agreement, (iii) all payments received by the Up-MACRO Holding Down Trust under the Settlement Contracts, and (iv) funds delivered by Authorized Participants in connection with Paired Issuances or and Redemption Cash Components delivered in connection with Paired Optional Redemptions, which are not immediately used to acquire Eligible Treasuries. (e) Not later than the Distribution Payment Date that follows each Distribution Date, including any Distribution Date that is also the Final Scheduled Termination Date or an Early Termination Date, the Trustee shall withdraw all funds on deposit in the Distribution Account and shall apply such funds for the purposes and in accordance with the priorities specified in Section 5.2(a). On each Redemption Date, the Trustee shall withdraw cash on deposit in the Distribution Account and deliver it to the Authorized Participant or Authorized Participants who directed the Paired Optional Redemption to the extent directed to do so by the Administrative Agent and in the amount that is determined by the Administrative Agent pursuant to Section 6.4 hereof.

Establishment of the Distribution Account. (a) The Trustee shall establish and maintain in the name of the Trustee, on behalf of the Up-MACRO Holding Up Trust and for the benefit of the Holders of the Up-MACRO Holding SharesUp MacroShares, an Eligible Deposit Account bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Holders of the Up-MACRO Holding Shares Up MacroShares (the "Distribution Account"). (b) The Distribution Account shall initially be established with the Trustee. The Trustee shall possess all right, title and interest in and to all funds on deposit from time to time in the Distribution Account and in all proceeds thereof. The Distribution Account shall be under the sole dominion and control of the Trustee for the benefit of the Holders of the Up-MACRO Holding SharesUp MacroShares. (c) Except as expressly provided in this Trust Agreement, each of the Depositor, the Administrative Agent and the Trustee agree that it shall have no right of set-off or banker's lien against, and no right to otherwise deduct from, any funds held in the Distribution Account for any amount owed to it by the Up-MACRO Holding Up Trust or any Holder of Up-MACRO Holding SharesUp MacroShares. If, at any time, the Distribution Account ceases to be an Eligible Deposit Account, the Trustee shall within twenty (20) Business Days establish a new account, transfer any cash or any investments to such new account, and from the date such new account is established, it shall be the "Distribution Account" for purposes of this Trust Agreement. (d) The Trustee shall deposit into the Distribution Account on or prior to each Distribution Date, on each Redemption Date and on each Issuance Date, as applicable, (i) all maturity proceeds, interest and other income received on the Eligible Treasuries held in the Securities Account during any Calculation Period, (ii) all payments received by the Up-MACRO Holding Up Trust under the Income Distribution Agreement, (iii) all payments received by the Up-MACRO Holding Up Trust under the Settlement Contracts, and (iv) funds delivered by Authorized Participants in connection with Paired Issuances or Issuances, including any Early Creation Fees, and Redemption Cash Components delivered in connection with Paired Optional Redemptions, which are not immediately used to acquire Eligible Treasuries. (e) Not later than the Distribution Payment Date that follows each Distribution Date, including any Distribution Date that is also the Final Scheduled Termination Date or an Early Termination Date, the Trustee shall withdraw all funds on deposit in the Distribution Account and shall apply such funds for the purposes and in accordance with the priorities specified in Section 5.2(a). On each Redemption Date, the Trustee shall withdraw cash on deposit in the Distribution Account and deliver it to the Authorized Participant or Authorized Participants who directed the Paired Optional Redemption to the extent directed to do so by the Administrative Agent and in the amount that is determined by the Administrative Agent pursuant to Section 6.4 hereof.

Establishment of the Distribution Account. (a) The Trustee shall establish and maintain in the name of the Trustee, on behalf of the Up-MACRO Holding Up Trust and for the benefit of the Holders of the Up-MACRO Holding SharesUp MacroShares, an Eligible Deposit Account bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Holders of the Up-MACRO Holding Shares Up MacroShares (the "Distribution Account"). (b) The Distribution Account shall initially be established with the Trustee. The Trustee shall possess all right, title and interest in and to all funds on deposit from time to time in the Distribution Account and in all proceeds thereof. The Distribution Account shall be under the sole dominion and control of the Trustee for the benefit of the Holders of the Up-MACRO Holding SharesUp MacroShares. (c) Except as expressly provided in this Trust Agreement, each of the Depositor, the Administrative Agent and the Trustee agree that it shall have no right of set-off or banker's lien against, and no right to otherwise deduct from, any funds held in the Distribution Account for any amount owed to it by the Up-MACRO Holding Up Trust or any Holder of Up-MACRO Holding SharesUp MacroShares. If, at any time, the Distribution Account ceases to be an Eligible Deposit Account, the Trustee shall within twenty (20) Business Days establish a new account, transfer any cash or any investments to such new account, and from the date such new account is established, it shall be the "Distribution Account" for purposes of this Trust Agreement. (d) The Trustee shall deposit into the Distribution Account on or prior to each Distribution Date, on each Redemption Date and on each Issuance Date, (i) all maturity proceeds, interest and other income received on the Eligible Treasuries held in the Securities Account during any Calculation Period, (ii) all payments received by the Up-MACRO Holding Up Trust under the Income Distribution Agreement, (iii) all payments received by the Up-MACRO Holding Up Trust under the Settlement Contracts, and (iv) funds delivered by Authorized Participants in connection with Paired Issuances or Redemption Cash Components delivered in connection with Paired Optional Redemptions, which are not immediately used to acquire Eligible Treasuries. (e) Not later than the Distribution Payment Date that follows each Distribution Date, including any Distribution Date that is also the Final Scheduled Termination Date or an Early Termination Date, the Trustee shall withdraw all funds on deposit in the Distribution Account and shall apply such funds for the purposes and in accordance with the priorities specified in Section 5.2(a). On each Redemption Date, the Trustee shall withdraw cash on deposit in the Distribution Account and deliver it to the Authorized Participant or Authorized Participants who directed the Paired Optional Redemption to the extent directed to do so by the Administrative Agent and in the amount that is determined by the Administrative Agent pursuant to Section 6.4 hereof.

Establishment of the Distribution Account. (a) The Trustee shall establish and maintain in the name of the Trustee, on behalf of the Up-MACRO Holding Up Trust and for the benefit of the Holders of the Up-MACRO Holding SharesUp MacroShares, an Eligible Deposit Account bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Holders of the Up-MACRO Holding Shares Up MacroShares (the "Distribution Account"). (b) The Distribution Account shall initially be established with the Trustee. The Trustee shall possess all right, title and interest in and to all funds on deposit from time to time in the Distribution Account and in all proceeds thereof. The Distribution Account shall be under the sole dominion and control of the Trustee for the benefit of the Holders of the Up-MACRO Holding SharesUp MacroShares. (c) Except as expressly provided in this Trust Agreement, each of the Depositor, the Administrative Agent and the Trustee agree that it shall have no right of set-off or banker's lien against, and no right to otherwise deduct from, any funds held in the Distribution Account for any amount owed to it by the Up-MACRO Holding Up Trust or any Holder of Up-MACRO Holding SharesUp MacroShares. If, at any time, the Distribution Account ceases to be an Eligible Deposit Account, the Trustee shall within twenty (20) Business Days establish a new account, transfer any cash or any investments to such new account, and from the date such new account is established, it shall be the "Distribution Account" for purposes of this Trust Agreement. (d) The Trustee shall deposit into the Distribution Account on or prior to each Distribution Date, on each Redemption Date and on each Issuance Date, as applicable, (i) all maturity proceeds, interest and other income received on the Eligible Treasuries held in the Securities Account during any Calculation Period, (ii) all payments received by the Up-MACRO Holding Up Trust under the Income Distribution Agreement, (iii) all payments received by the Up-MACRO Holding Up Trust under the Settlement Contracts, and (iv) funds delivered by Authorized Participants in connection with Paired Issuances or and Redemption Cash Components delivered in connection with Paired Optional Redemptions, which are not immediately used to acquire Eligible Treasuries, other than any amounts constituting Launch Cost Recovery Fees, which shall be delivered to Macro Financial, LLC upon receipt thereof. (e) Not later than the Distribution Payment Date that follows each Distribution Date, including any Distribution Date that is also the Final Scheduled Termination Date or an Early Termination Date, the Trustee shall withdraw all funds on deposit in the Distribution Account and shall apply such funds for the purposes and in accordance with the priorities specified in Section 5.2(a). On each Redemption Date, the Trustee shall withdraw cash on deposit in the Distribution Account and deliver it to the Authorized Participant or Authorized Participants who directed the Paired Optional Redemption to the extent directed to do so by the Administrative Agent and in the amount that is determined by the Administrative Agent pursuant to Section 6.4 hereof.

Establishment of the Distribution Account. (a) The Trustee shall establish and maintain in the name of the Trustee, on behalf of the Up-MACRO Holding Down Trust and for the benefit of the Holders of the Up-MACRO Holding SharesDown MacroShares, an Eligible Deposit Account bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Holders of the Up-MACRO Holding Shares Down MacroShares (the "Distribution Account"). (b) The Distribution Account shall initially be established with the Trustee. The Trustee shall possess all right, title and interest in and to all funds on deposit from time to time in the Distribution Account and in all proceeds thereof. The Distribution Account shall be under the sole dominion and control of the Trustee for the benefit of the Holders of the Up-MACRO Holding SharesDown MacroShares. (c) Except as expressly provided in this Trust Agreement, each of the Depositor, the Administrative Agent and the Trustee agree that it shall have no right of set-off or banker's lien against, and no right to otherwise deduct from, any funds held in the Distribution Account for any amount owed to it by the Up-MACRO Holding Down Trust or any Holder of Up-MACRO Holding SharesDown MacroShares. If, at any time, the Distribution Account ceases to be an Eligible Deposit Account, the Trustee shall within twenty (20) Business Days establish a new account, transfer any cash or any investments to such new account, and from the date such new account is established, it shall be the "Distribution Account" for purposes of this Trust Agreement. (d) The Trustee shall deposit into the Distribution Account on or prior to each Distribution Date, on each Redemption Date and on each Issuance Date, as applicable, (i) all maturity proceeds, interest and other income received on the Eligible Treasuries held in the Securities Account during any Calculation Period, (ii) all payments received by the Up-MACRO Holding Down Trust under the Income Distribution Agreement, (iii) all payments received by the Up-MACRO Holding Down Trust under the Settlement Contracts, and (iv) funds delivered by Authorized Participants in connection with Paired Issuances or and Redemption Cash Components delivered in connection with Paired Optional Redemptions, which are not immediately used to acquire Eligible Treasuries, other than any amounts constituting Launch Cost Recovery Fees, which shall be delivered to Macro Financial, LLC upon receipt thereof. (e) Not later than the Distribution Payment Date that follows each Distribution Date, including any Distribution Date that is also the Final Scheduled Termination Date or an Early Termination Date, the Trustee shall withdraw all funds on deposit in the Distribution Account and shall apply such funds for the purposes and in accordance with the priorities specified in Section 5.2(a). On each Redemption Date, the Trustee shall withdraw cash on deposit in the Distribution Account and deliver it to the Authorized Participant or Authorized Participants who directed the Paired Optional Redemption to the extent directed to do so by the Administrative Agent and in the amount that is determined by the Administrative Agent pursuant to Section 6.4 hereof.

Establishment of the Distribution Account. (a) The Trustee shall establish and maintain in the name of the Trustee, on behalf of the Up-MACRO Holding Down Trust and for the benefit of the Holders of the Up-MACRO Holding SharesDown MacroShares, an Eligible Deposit Account bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Holders of the Up-MACRO Holding Shares Down MacroShares (the "Distribution Account"). (b) The Distribution Account shall initially be established with the Trustee. The Trustee shall possess all right, title and interest in and to all funds on deposit from time to time in the Distribution Account and in all proceeds thereof. The Distribution Account shall be under the sole dominion and control of the Trustee for the benefit of the Holders of the Up-MACRO Holding SharesDown MacroShares. (c) Except as expressly provided in this Trust Agreement, each of the Depositor, the Administrative Agent and the Trustee agree that it shall have no right of set-off or banker's lien against, and no right to otherwise deduct from, any funds held in the Distribution Account for any amount owed to it by the Up-MACRO Holding Down Trust or any Holder of Up-MACRO Holding SharesDown MacroShares. If, at any time, the Distribution Account ceases to be an Eligible Deposit Account, the Trustee shall within twenty (20) Business Days establish a new account, transfer any cash or any investments to such new account, and from the date such new account is established, it shall be the "Distribution Account" for purposes of this Trust Agreement. (d) The Trustee shall deposit into the Distribution Account on or prior to each Distribution Date, on each Redemption Date and on each Issuance Date, as applicable, (i) all maturity proceeds, interest and other income received on the Eligible Treasuries held in the Securities Account during any Calculation Period, (ii) all payments received by the Up-MACRO Holding Down Trust under the Income Distribution Agreement, (iii) all payments received by the Up-MACRO Holding Down Trust under the Settlement Contracts, and (iv) funds delivered by Authorized Participants in connection with Paired Issuances or Issuances, and Redemption Cash Components delivered in connection with Paired Optional Redemptions, which are not immediately used to acquire Eligible TreasuriesTreasuries and (v) funds on deposit in the Fee Payment Account in excess of the amount needed to pay fees and expenses on an Early Termination Date or on the Final Scheduled Termination Date. (e) Not later than the Distribution Payment Date that follows each Distribution Date, including any Distribution Date that is also the Final Scheduled Termination Date or an Early Termination Date, the Trustee shall withdraw all funds on deposit in the Distribution Account and shall apply such funds for the purposes and in accordance with the priorities specified in Section 5.2(a). On each Redemption Date, the Trustee shall withdraw cash on deposit in the Distribution Account and deliver it to the Authorized Participant or Authorized Participants who directed the Paired Optional Redemption to the extent directed to do so by the Administrative Agent and in the amount that is determined by the Administrative Agent pursuant to Section 6.4 hereof.