Common use of Paired Optional Redemptions Clause in Contracts

Paired Optional Redemptions. (a) On any Price Determination Day occurring after the Closing Date but prior to the Final Scheduled Termination Date or an Early Termination Date, any Authorized Participant may direct the redemption of Paired Holding Shares by delivering a Redemption Order to the Administrative Agent and satisfying the conditions set forth in this Section 6.1 (such redemption, a "Paired Optional Redemption"). The Authorized Participant directing the Paired Optional Redemption must be the Beneficial Owner of the Paired Holding Shares or the Up-MACRO and Down-MACRO Tradeable Shares which are being tendered for redemption, as shown on the records of the Depository. Only Authorized Participants may direct Paired Optional Redemptions. Up-MACRO Holding Shares will be redeemed at their Per Share Underlying Value, as calculated on the Redemption Order Date on which the related Redemption Order was delivered; provided, that, in the case of any Redemption Order placed on a Distribution Date or on the Business Day succeeding a Distribution Date, such Final Distribution will also include Up-MACRO and Down-MACRO Earned Income Accruals for each intervening day between the Redemption Order Date and the Redemption Date calculated on the basis of the Applicable Reference Price of Crude Oil on the Redemption Order Date. (b) Subject to the procedures and requirements specified in the Participants Agreement, the redeeming Authorized Participants may effect a Paired Optional Redemption by delivering a Redemption Order to the Administrative Agent on any day that is a Price Determination Day (such date, a "Redemption Order Date") not later than the earlier of (i) half an hour prior to the end of trading in the Light Sweet Crude Oil Futures Contracts or prior to the time as of which any Substitute Reference Oil Price is determined by the Applicable Reference Price Provider and (ii) the unanticipated close of trading of the Light Sweet Crude Oil Futures Contracts or of the Substitute Reference Oil Price. Any Redemption Order received by the Administrative Agent after the time specified in the foregoing sentence will automatically be cancelled. Following the Redemption Order Date, the redeeming Authorized Participant must transfer to the Trustee, not later than the date and time specified in the Participants Agreement, (i) the requisite number of Paired Holding Shares constituting at least one MACRO Unit or integral multiples thereof or the requisite number of Tradeable Shares which upon their exchange for their underlying Holding Shares, will constitute at least one MACRO Unit or integral multiples thereof, (ii) the applicable Redemption Cash Component, if any, and (iii) the transaction fee described in clause (e) of this Section 6.1, and provide written or electronic evidence of the required transfer of shares and the required deposit of immediately available funds to the Administrative Agent in accordance with the Participants Agreement.

Paired Optional Redemptions. (a) On any Price Determination Day occurring after the Closing Date but prior to the Final Scheduled Termination Date or an Early Termination Date, any Authorized Participant may direct the redemption of Paired Holding Shares by delivering a Redemption Order to the Administrative Agent and satisfying the conditions set forth in this Section 6.1 (such redemption, a "Paired Optional Redemption"). The Authorized Participant directing the Paired Optional Redemption must be the Beneficial Owner of the Paired Holding Shares or the UpDown-MACRO and DownUp-MACRO Tradeable Shares which are being tendered for redemption, as shown on the records of the Depository. Only Authorized Participants may direct Paired Optional Redemptions. UpDown-MACRO Holding Shares will be redeemed at their Per Share Underlying Value, as calculated on the Redemption Order Date on which the related Redemption Order was delivered; provided, that, in the case of any Redemption Order placed on a Distribution Date or on the Business Day succeeding a Distribution Date, such Final Distribution will also include UpDown-MACRO and DownUp-MACRO Earned Income Accruals for each intervening day between the Redemption Order Date and the Redemption Date calculated on the basis of the Applicable Reference Price of Crude Oil on the Redemption Order Date. (b) Subject to the procedures and requirements specified in the Participants Agreement, the redeeming Authorized Participants may effect a Paired Optional Redemption by delivering a Redemption Order to the Administrative Agent on any day that is a Price Determination Day (such date, a "Redemption Order Date") not later than the earlier earliesr of (i) half an hour prior to the end of trading in the Light Sweet Crude Oil Futures Contracts or prior to the time as of which any Substitute Reference Oil Price is determined by the Applicable Reference Price Provider and (ii) the unanticipated close of trading of the Light Sweet Crude Oil Futures Contracts or of the Substitute Reference Oil Price. Any Redemption Order received by the Administrative Agent after the time specified in the foregoing sentence will automatically be cancelled. Following the Redemption Order Date, the redeeming Authorized Participant must transfer to the Trustee, not later than the date and time specified in the Participants Agreement, (i) the requisite number of Paired Holding Shares constituting at least one MACRO Unit or integral multiples thereof or the requisite number of Tradeable Shares which upon their exchange for their underlying Holding Shares, will constitute at least one MACRO Unit or integral multiples thereof, (ii) the applicable Redemption Cash Component, if any, and (iii) the transaction fee described in clause (e) of this Section 6.1, and provide written or electronic evidence of the required transfer of shares and the required deposit of immediately available funds to the Administrative Agent in accordance with the Participants Agreement. (c) The Administrative Agent may, in its discretion, reject any Redemption Order (i) if the Administrative Agent determines that the Redemption Order is not in the required form, (ii) if Paired Holding Shares or Down-MACRO and Up-MACRO Tradeable Shares constituting at least one or more whole MACRO Units are not tendered to the Trustee for redemption, (iii) if the Depositor has determined, based upon an opinion of counsel, and advised the Trustee, that such Redemption Order would have adverse tax or securities laws consequences for either of the Paired Holding Trusts, the Down-MACRO Tradeable Trust or Up-MACRO Tradeable Trust, the Holders of the Paired Holding Shares or the Holders of the Down-MACRO Tradeable Shares or Up-MACRO Tradeable Shares, (iv) if the acceptance or receipt of the Redemption Order would, in the opinion of counsel to the Depositor acceptable to the Trustee, be unlawful, (v) if any such redemption would cause the Down-MACRO Tradeable Trust to hold fifty percent or less of the Outstanding Down-MACRO Holding Shares, (vi) if circumstances outside the control of the Trustee, the Depositor or the Administrative Agent make it impractical or not feasible to process the Redemption Order on the Redemption Order Date or the Redemption Date, or (vii) if the Up-MACRO Holding Trustee has notified the Trustee that it has rejected the related Redemption Order or the related Exchange Order delivered under the Up-MACRO Holding Trust Agreement for one of the reasons described in Section 6.1(c) of the Up-MACRO Holding Trust Agreement. None of the Trustee, the Depositor or the Administrative Agent shall be liable to any Person for rejecting a Redemption Order pursuant to this Section 6.1(c). (d) If the Redemption Order Date on which a Paired Optional Redemption was directed is not a Distribution Date and there are insufficient funds on deposit in the Cash Netting Subaccount delivered in connection with Paired Issuances directed on the same date as such Paired Optional Redemption and in the Distribution Account from maturing Eligible Treasury Repurchase Agreements, as determined in accordance with Section 6.4, the Administrative Agent shall deliver instructions to the Trustee with respect to the Eligible Treasuries then on deposit in the Down-MACRO Holding Trust, in which the Administrative Agent, employing "last in, first out" methodology and complying in all respects with the requirements and conditions set forth in Exhibit H hereto, shall: (i) identify the Eligible Treasuries on deposit in the Down-MACRO Holding Trust that are the most recently-acquired Eligible Treasuries with a Value equal to the product of the Down-MACRO Redemption Percentage and the Down-MACRO Asset Amount (or the portion thereof that is not available to be delivered in cash); (A) select Eligible Treasuries with a Value equal to the Down-MACRO Settlement Payment, if any such payment is required to be made by the Down-MACRO Holding Trust, (B) allocate the remaining Eligible Treasuries to be delivered as a Final Distribution to the Authorized Participants directing the Paired Optional Redemption and (C) in the event that the remaining Eligible Treasuries to be delivered as a Final Distribution exceed the amount due to the Authorized Participants directing the Paired Optional Redemption, calculate the amount to be paid by the Authorized Participants to the Down-MACRO Holding Trust to compensate the trust for the excess Value of the Eligible Treasuries being delivered to the Authorized Participants as a Final Distribution (such amount, the "Redemption Cash Component"); and (iii) instruct the Trustee as to which Eligible Treasuries the Trustee is to use to effect the Paired Optional Redemption and, of those, the Eligible Treasuries to be used to make the Down-MACRO Settlement Payment, if any, the Eligible Treasuries to be used to make the Final Distribution to the redeeming Authorized Participants and the Redemption Cash Component to be collected from the Authorized Participants, if any. The Eligible Treasuries selected by the Administrative Agent to be delivered as the Final Distribution in a Paired Optional Redemption shall be distributed ratably, by type, to each redeeming Authorized Participant. A "type" of Eligible Treasury will include all Eligible Treasuries on deposit in the Down-MACRO Holding Trust with the same acquisition date, the same purchase price, the same maturity and the same implied discount or stated interest. The Trustee shall cause the Down-MACRO Holding Trust to deliver Eligible Treasuries pursuant to this Section 6.1(d) only in accordance with the directions of the Administrative Agent. If the Administrative Agent violates any of the requirements or conditions set forth in Exhibit H in the course of directing the Trustee in the selection and distribution of Eligible Treasuries "in kind" pursuant to this Section 6.1(d), the Administrative Agent shall undertake to remedy such violation in the manner specified in such Exhibit H. (e) A non-refundable transaction fee will be payable to the Trustee for its own account in connection with each Redemption Order in the amount specified in Section 7 of the Participants Agreement. In the event that a Redemption Order fails and the Trustee or the Administrative Agent has incurred expenses on behalf of the Down-MACRO Holding Trust in connection with taking steps to effect a Paired Optional Redemption pursuant thereto, and any reimbursement of such expenses cannot be obtained from the Authorized Participant who delivered the Redemption Order, then such expenses shall be reimbursed to the Trustee and the Administrative Agent on the next Distribution Payment Date out of funds available in the Fee Payment Account or, if such funds are insufficient, by the Depositor. (f) On any Distribution Date that is an Early Termination Date or on the Final Scheduled Termination Date, the Trustee shall redeem all of the Down-MACRO Holding Shares that are Outstanding on such Distribution Date at their Per Share Underlying Value, as calculated on the immediately preceding Price Determination Day, using the funds that are on deposit in the Distribution Account after all of the Settlement Contracts have been settled, as specified in priority third of Section 5.2(a).

Paired Optional Redemptions. (a) On any Price Determination Day occurring after the Closing Date but prior to the Final Scheduled Termination Date or an Early Termination Date, any Authorized Participant may direct the redemption of Paired Holding Shares by delivering a Redemption Order to the Administrative Agent and satisfying the conditions set forth in this Section 6.1 (such redemption, a "Paired Optional Redemption"). The Authorized Participant directing the Paired Optional Redemption must be the Beneficial Owner of the Paired Holding Shares or the UpDown-MACRO and DownUp-MACRO Tradeable Shares which are being tendered for redemption, as shown on the records of the Depository. Only Authorized Participants may direct Paired Optional Redemptions. UpDown-MACRO Holding Shares will be redeemed at their Per Share Underlying Value, as calculated on the Redemption Order Date on which the related Redemption Order was delivered; provided, that, in the case of any Redemption Order placed on a Distribution Date or on the Business Day succeeding a Distribution Date, such Final Distribution will also include UpDown-MACRO and DownUp-MACRO Earned Income Accruals for each intervening day between the Redemption Order Date and the Redemption Date calculated on the basis of the Applicable Reference Price of Crude Oil on the Redemption Order Date. (b) Subject to the procedures and requirements specified in the Participants Agreement, the redeeming Authorized Participants may effect a Paired Optional Redemption by delivering a Redemption Order to the Administrative Agent on any day that is a Price Determination Day (such date, a "Redemption Order Date") not later than the earlier of (i) half an hour prior to the end of trading in the Light Sweet Crude Oil Futures Contracts or prior to the time as of which any Substitute Reference Oil Price is determined by the Applicable Reference Price Provider and (ii) the unanticipated close of trading of the Light Sweet Crude Oil Futures Contracts or of the Substitute Reference Oil Price. Any Redemption Order received by the Administrative Agent after the time specified in the foregoing sentence will automatically be cancelled. Following the Redemption Order Date, the redeeming Authorized Participant must transfer to the Trustee, not later than the date and time specified in the Participants Agreement, (i) the requisite number of Paired Holding Shares constituting at least one MACRO Unit or integral multiples thereof or the requisite number of Tradeable Shares which upon their exchange for their underlying Holding Shares, will constitute at least one MACRO Unit or integral multiples thereof, (ii) the applicable Redemption Cash Component, if any, and (iii) the transaction fee described in clause (e) of this Section 6.1, and provide written or electronic evidence of the required transfer of shares and the required deposit of immediately available funds to the Administrative Agent in accordance with the Participants Agreement. (c) The Administrative Agent may, in its discretion, reject any Redemption Order (i) if the Administrative Agent determines that the Redemption Order is not in the required form, (ii) if Paired Holding Shares or Down-MACRO and Up-MACRO Tradeable Shares constituting at least one or more whole MACRO Units are not tendered to the Trustee for redemption, (iii) if the Depositor has determined, based upon an opinion of counsel, and advised the Trustee, that such Redemption Order would have adverse tax or securities laws consequences for either of the Paired Holding Trusts, the Down-MACRO Tradeable Trust or Up-MACRO Tradeable Trust, the Holders of the Paired Holding Shares or the Holders of the Down-MACRO Tradeable Shares or Up-MACRO Tradeable Shares, (iv) if the acceptance or receipt of the Redemption Order would, in the opinion of counsel to the Depositor acceptable to the Trustee, be unlawful, (v) if any such redemption would cause the Down-MACRO Tradeable Trust to hold fifty percent or less of the Outstanding Down-MACRO Holding Shares, (vi) if circumstances outside the control of the Trustee, the Depositor or the Administrative Agent make it impractical or not feasible to process the Redemption Order on the Redemption Order Date or the Redemption Date, or (vii) if the Up-MACRO Holding Trustee has notified the Trustee that it has rejected the related Redemption Order or the related Exchange Order delivered under the Up-MACRO Holding Trust Agreement for one of the reasons described in Section 6.1(c) of the Up-MACRO Holding Trust Agreement. None of the Trustee, the Depositor or the Administrative Agent shall be liable to any Person for rejecting a Redemption Order pursuant to this Section 6.1(c). (d) If the Redemption Order Date on which a Paired Optional Redemption was directed is not a Distribution Date and there are insufficient funds on deposit in the Cash Netting Subaccount delivered in connection with Paired Issuances directed on the same date as such Paired Optional Redemption and in the Distribution Account from maturing Eligible Treasury Repurchase Agreements, as determined in accordance with Section 6.4, the Administrative Agent shall deliver instructions to the Trustee with respect to the Eligible Treasuries then on deposit in the Down-MACRO Holding Trust, in which the Administrative Agent, employing "last in, first out" methodology and complying in all respects with the requirements and conditions set forth in Exhibit H hereto, shall: (i) identify the Eligible Treasuries on deposit in the Down-MACRO Holding Trust that are the most recently-acquired Eligible Treasuries with a Value equal to the product of the Down-MACRO Redemption Percentage and the Down-MACRO Asset Amount (or the portion thereof that is not available to be delivered in cash); (ii) (A) select Eligible Treasuries with a Value equal to the Down-MACRO Settlement Payment, if any such payment is required to be made by the Down-MACRO Holding Trust, (B) allocate the remaining Eligible Treasuries to be delivered as a Final Distribution to the Authorized Participants directing the Paired Optional Redemption and (C) in the event that the remaining Eligible Treasuries to be delivered as a Final Distribution exceed the amount due to the Authorized Participants directing the Paired Optional Redemption, calculate the amount to be paid by the Authorized Participants to the Down-MACRO Holding Trust to compensate the trust for the excess Value of the Eligible Treasuries being delivered to the Authorized Participants as a Final Distribution (such amount, the "Redemption Cash Component"); and (iii) instruct the Trustee as to which Eligible Treasuries the Trustee is to use to effect the Paired Optional Redemption and, of those, the Eligible Treasuries to be used to make the Down-MACRO Settlement Payment, if any, the Eligible Treasuries to be used to make the Final Distribution to the redeeming Authorized Participants and the Redemption Cash Component to be collected from the Authorized Participants, if any. The Eligible Treasuries selected by the Administrative Agent to be delivered as the Final Distribution in a Paired Optional Redemption shall be distributed ratably, by type, to each redeeming Authorized Participant. A "type" of Eligible Treasury will include all Eligible Treasuries on deposit in the Down-MACRO Holding Trust with the same acquisition date, the same purchase price, the same maturity and the same implied discount or stated interest. The Trustee shall cause the Down-MACRO Holding Trust to deliver Eligible Treasuries pursuant to this Section 6.1(d) only in accordance with the directions of the Administrative Agent. If the Administrative Agent violates any of the requirements or conditions set forth in Exhibit H in the course of directing the Trustee in the selection and distribution of Eligible Treasuries "in kind" pursuant to this Section 6.1(d), the Administrative Agent shall undertake to remedy such violation in the manner specified in such Exhibit H. (e) A non-refundable transaction fee will be payable to the Trustee for its own account in connection with each Redemption Order in the amount specified in Section 7 of the Participants Agreement. In the event that a Redemption Order fails and the Trustee or the Administrative Agent has incurred expenses on behalf of the Down-MACRO Holding Trust in connection with taking steps to effect a Paired Optional Redemption pursuant thereto, and any reimbursement of such expenses cannot be obtained from the Authorized Participant who delivered the Redemption Order, then such expenses shall be reimbursed to the Trustee and the Administrative Agent on the next Distribution Payment Date out of funds available in the Fee Payment Account or, if such funds are insufficient, by the Depositor. (f) On any Distribution Date that is an Early Termination Date or on the Final Scheduled Termination Date, the Trustee shall redeem all of the Down-MACRO Holding Shares that are Outstanding on such Distribution Date at their Per Share Underlying Value, as calculated on the immediately preceding Price Determination Day, using the funds that are on deposit in the Distribution Account after all of the Settlement Contracts have been settled, as specified in priority third of Section 5.2(a).

Paired Optional Redemptions. (a) On any Price Determination Day occurring after the Closing Date but prior to the Final Scheduled Termination Date or an Early Termination Date, any Authorized Participant may direct the redemption of Paired Holding Shares by delivering a Redemption Order to the Administrative Agent and satisfying the conditions set forth in this Section 6.1 (such redemption, a "Paired Optional Redemption"). The Authorized Participant directing the Paired Optional Redemption must be the Beneficial Owner of the Paired Holding Shares or the Up-MACRO and Down-MACRO Tradeable Shares which are being tendered for redemption, as shown on the records of the Depository. Only Authorized Participants may direct Paired Optional Redemptions. Up-MACRO Holding Shares will be redeemed at their Per Share Underlying Value, as calculated on the Redemption Order Date on which the related Redemption Order was delivered; provided, that, in the case of any Redemption Order placed on a Distribution Date or on the Business Day succeeding a Distribution Date, such Final Distribution will also include Up-MACRO and Down-MACRO Earned Income Accruals for each intervening day between the Redemption Order Date and the Redemption Date calculated on the basis of the Applicable Reference Price of Crude Oil on the Redemption Order Date. (b) Subject to the procedures and requirements specified in the Participants Agreement, the redeeming Authorized Participants may effect a Paired Optional Redemption by delivering a Redemption Order to the Administrative Agent on any day that is a Price Determination Day (such date, a "Redemption Order Date") not later than the earlier of (i) half an hour prior to the end of trading in the Light Sweet Crude Oil Futures Contracts or prior to the time as of which any Substitute Reference Oil Price is determined by the Applicable Reference Price Provider and (ii) the unanticipated close of trading of the Light Sweet Crude Oil Futures Contracts or of the Substitute Reference Oil Price. Any Redemption Order received by the Administrative Agent after the time specified in the foregoing sentence will automatically be cancelled. Following the Redemption Order Date, the redeeming Authorized Participant must transfer to the Trustee, not later than the date and time specified in the Participants Agreement, (i) the requisite number of Paired Holding Shares constituting at least one MACRO Unit or integral multiples thereof or the requisite number of Tradeable Shares which upon their exchange for their underlying Holding Shares, will constitute at least one MACRO Unit or integral multiples thereof, (ii) the applicable Redemption Cash Component, if any, and (iii) the transaction fee described in clause (e) of this Section 6.1, and provide written or electronic evidence of the required transfer of shares and the required deposit of immediately available funds to the Administrative Agent in accordance with the Participants Agreement. (c) The Administrative Agent may, in its discretion, reject any Redemption Order (i) if the Administrative Agent determines that the Redemption Order is not in the required form, (ii) if Paired Holding Shares or Up-MACRO and Down-MACRO Tradeable Shares constituting at least one or more whole MACRO Units are not tendered to the Trustee for redemption, (iii) if the Depositor has determined, based upon an opinion of counsel, and advised the Trustee, that such Redemption Order would have adverse tax or securities laws consequences for either of the Paired Holding Trusts, the Up-MACRO Tradeable Trust or Down-MACRO Tradeable Trust, the Holders of the Paired Holding Shares or the Holders of the Up-MACRO Tradeable Shares or Down-MACRO Tradeable Shares, (iv) if the acceptance or receipt of the Redemption Order would, in the opinion of counsel to the Depositor acceptable to the Trustee, be unlawful, (v) if any such redemption would cause the Up-MACRO Tradeable Trust to hold fifty percent or less of the Outstanding Up-MACRO Holding Shares, (vi) if circumstances outside the control of the Trustee, the Depositor or the Administrative Agent make it impractical or not feasible to process the Redemption Order on the Redemption Order Date or the Redemption Date, or (vii) if the Down-MACRO Holding Trustee has notified the Trustee that it has rejected the related Redemption Order or the related Exchange Order delivered under the Down-MACRO Holding Trust Agreement for one of the reasons described in Section 6.1(c) of the Down-MACRO Holding Trust Agreement. None of the Trustee, the Depositor or the Administrative Agent shall be liable to any Person for rejecting a Redemption Order pursuant to this Section 6.1(c). (d) If the Redemption Order Date on which a Paired Optional Redemption was directed is not a Distribution Date and there are insufficient funds on deposit in the Cash Netting Subaccount delivered in connection with Paired Issuances directed on the same date as such Paired Optional Redemption and in the Distribution Account from maturing Eligible Treasury Repurchase Agreements, as determined in accordance with Section 6.4, the Administrative Agent shall deliver instructions to the Trustee with respect to the Eligible Treasuries then on deposit in the Up-MACRO Holding Trust, in which the Administrative Agent, employing "last in, first out" methodology and complying in all respects with the requirements and conditions set forth in Exhibit H hereto, shall: (i) identify the Eligible Treasuries on deposit in the Up-MACRO Holding Trust that are the most recently-acquired Eligible Treasuries with a Value equal to the product of the Up-MACRO Redemption Percentage and the Up-MACRO Asset Amount (or the portion thereof that is not available to be delivered in cash); (ii) (A) select Eligible Treasuries with a Value equal to the Up-MACRO Settlement Payment, if any such payment is required to be made by the Up-MACRO Holding Trust, (B) allocate the remaining Eligible Treasuries to be delivered as a Final Distribution to the Authorized Participants directing the Paired Optional Redemption and (C) in the event that the remaining Eligible Treasuries to be delivered as a Final Distribution exceed the amount due to the Authorized Participants directing the Paired Optional Redemption, calculate the amount to be paid by the Authorized Participants to the Up-MACRO Holding Trust to compensate the trust for the excess Value of the Eligible Treasuries being delivered to the Authorized Participants as a Final Distribution (such amount, the "Redemption Cash Component"); and (iii) instruct the Trustee as to which Eligible Treasuries the Trustee is to use to effect the Paired Optional Redemption and, of those, the Eligible Treasuries to be used to make the Up-MACRO Settlement Payment, if any, the Eligible Treasuries to be used to make the Final Distribution to the redeeming Authorized Participants and the Redemption Cash Component to be collected from the Authorized Participants, if any. The Eligible Treasuries selected by the Administrative Agent to be delivered as the Final Distribution in a Paired Optional Redemption shall be distributed ratably, by type, to each redeeming Authorized Participant. A "type" of Eligible Treasury will include all Eligible Treasuries on deposit in the Up-MACRO Holding Trust with the same acquisition date, the same purchase price, the same maturity and the same implied discount or stated interest. The Trustee shall cause the Up-MACRO Holding Trust to deliver Eligible Treasuries pursuant to this Section 6.1(d) only in accordance with the directions of the Administrative Agent. If the Administrative Agent violates any of the requirements or conditions set forth in Exhibit H in the course of directing the Trustee in the selection and distribution of Eligible Treasuries "in kind" pursuant to this Section 6.1(d), the Administrative Agent shall undertake to remedy such violation in the manner specified in such Exhibit H. (e) A non-refundable transaction fee will be payable to the Trustee for its own account in connection with each Redemption Order in the amount specified in Section 7 of the Participants Agreement. In the event that a Redemption Order fails and the Trustee or the Administrative Agent has incurred expenses on behalf of the Up-MACRO Holding Trust in connection with taking steps to effect a Paired Optional Redemption pursuant thereto, and any reimbursement of such expenses cannot be obtained from the Authorized Participant who delivered the Redemption Order, then such expenses shall be reimbursed to the Trustee and the Administrative Agent on the next Distribution Payment Date out of funds available in the Fee Payment Account or, if such funds are insufficient, by the Depositor. (f) On any Distribution Date that is an Early Termination Date or on the Final Scheduled Termination Date, the Trustee shall redeem all of the Up-MACRO Holding Shares that are Outstanding on such Distribution Date at their Per Share Underlying Value, as calculated on the immediately preceding Price Determination Day, using the funds that are on deposit in the Distribution Account after all of the Settlement Contracts have been settled, as specified in priority third of Section 5.2(a).

Paired Optional Redemptions. (a) On any Price Determination Day occurring after the Closing Date but prior to the Final Scheduled Termination Date or an Early Termination Date, any Authorized Participant may direct the redemption of Paired Holding Shares by delivering a Redemption Order to the Administrative Agent and satisfying the conditions set forth in this Section 6.1 (such redemption, a "Paired Optional Redemption"). The Authorized Participant directing the Paired Optional Redemption must be the Beneficial Owner of the Paired Holding Shares or the Up-MACRO and Down-MACRO Tradeable Shares which are being tendered for redemption, as shown on the records of the Depository. Only Authorized Participants may direct Paired Optional Redemptions. Up-MACRO Holding Shares Up MacroShares will be redeemed at their Per Share Underlying Value, as calculated on the Redemption Order Date on which the related Redemption Order was delivered; provided, that, in the case of any Redemption Order placed on a Distribution Date or on the Business Day succeeding a Distribution Date, such Final Distribution will also include Up-MACRO Up and Down-MACRO Down Earned Income Accruals for each intervening day between the Redemption Order Date and the Redemption Date calculated on the basis of the Applicable Reference Price of Crude Oil on the Redemption Order Date. (b) Subject to the procedures and requirements specified in the Participants Agreement, the redeeming Authorized Participants may effect a Paired Optional Redemption by delivering a Redemption Order to the Administrative Agent on any day that is a Price Determination Day (such date, a "Redemption Order Date") not later than the earlier of (i) half an hour prior to the end of trading in the Light Sweet Crude Oil Futures Contracts or prior to the time as of which any Substitute Reference Oil Price is determined made available by the Applicable Reference applicable Substitute Oil Price Provider and (ii) the unanticipated close of trading of the Light Sweet Crude Oil Futures Contracts or of the Substitute Reference Oil Price. Any Redemption Order received by the Administrative Agent after the time specified in the foregoing sentence will automatically may be cancelledrejected at the option of the Administrative Agent. If so rejected, such Redemption Order may be resubmitted by the applicable Authorized Participant, if it so desires, on the next Price Determination Day at that day's Per Share Underlying Value. Following the Redemption Order Date, the redeeming Authorized Participant must transfer to the Trustee, not later than the date and time specified in the Participants Agreement, (i) the requisite number of Paired Holding Shares constituting at least one MACRO Unit or integral multiples thereof or the requisite number of Tradeable Shares which upon their exchange for their underlying Holding Shares, will constitute at least one MACRO MacroShares Unit or integral multiples thereof, (ii) the applicable Redemption Cash Component, if any, and (iii) the transaction fee described in clause (e) of this Section 6.1, and provide written or electronic evidence of the required transfer of shares and the required deposit of immediately available funds to the Administrative Agent in accordance with the Participants Agreement. (c) The Administrative Agent shall have the right, but not any obligation, to reject any Redemption Order for the reasons specified in the Participants Agreement. None of the Trustee, the Depositor or the Administrative Agent shall be liable to any Person for the Administrative Agent's rejection of a Redemption Order pursuant to the provisions of the Participants Agreement. (d) If the Redemption Order Date on which a Paired Optional Redemption was directed is not a Distribution Date and there are insufficient funds on deposit in the Cash Netting Subaccount delivered in connection with Paired Issuances directed on the same date as such Paired Optional Redemption and in the Distribution Account from maturing Eligible Treasury Repurchase Agreements, as determined in accordance with Section 6.4, the Administrative Agent shall deliver instructions to the Trustee with respect to the Eligible Treasuries then on deposit in the Up Trust, in which the Administrative Agent, employing "last in, first out" methodology and complying in all respects with the requirements and conditions set forth in Exhibit H hereto, shall: (i) identify and segregate the Eligible Treasuries on deposit in the Up Trust that are the most recently-acquired Eligible Treasuries with a Value equal to the product of the Up Redemption Percentage and the Up Asset Amount (or the portion thereof that is not available to be delivered in cash); (ii) (A) select from among the segregated Eligible Treasuries with a Value equal to the Up Settlement Payment, if any such payment is required to be made by the Up Trust, (B) allocate the remaining Eligible Treasuries to be delivered as a Final Distribution to the Authorized Participants directing the Paired Optional Redemption and (C) in the event that the Value of such remaining Eligible Treasuries to be delivered as a Final Distribution exceeds the amount due to the Authorized Participants directing the Paired Optional Redemption, calculate the amount to be paid by the Authorized Participants to the Up Trust to compensate the trust for the excess Value of the Eligible Treasuries being delivered to the Authorized Participants as a Final Distribution (such amount, the "Redemption Cash Component"); and (iii) instruct the Trustee as to which Eligible Treasuries the Trustee is to use to effect the Paired Optional Redemption and, of those, (A) the Eligible Treasuries to be used to make the Up Settlement Payment, if any, (B) the Eligible Treasuries to be used to make the Final Distribution to the redeeming Authorized Participants and (C) the Redemption Cash Component to be collected from the Authorized Participants, if any. The Eligible Treasuries selected by the Administrative Agent to be delivered as the Final Distribution in a Paired Optional Redemption shall be distributed ratably, by type, to each redeeming Authorized Participant. A "type" of Eligible Treasury will include all Eligible Treasuries on deposit in the Up Trust with the same acquisition date, the same purchase price, the same maturity and the same implied discount or stated interest. The Trustee shall cause the Up Trust to deliver Eligible Treasuries pursuant to this Section 6.1(d) only in accordance with the directions of the Administrative Agent. If the Administrative Agent violates any of the requirements or conditions set forth in Exhibit H in the course of directing the Trustee in the selection and distribution of Eligible Treasuries "in kind" pursuant to this Section 6.1(d), the Administrative Agent shall undertake to remedy such violation in the manner specified in such Exhibit H. (e) A non-refundable transaction fee will be payable to the Trustee for its own account in connection with each Redemption Order in the amount specified in Section 7 of the Participants Agreement. In the event that a Redemption Order fails and the Trustee or the Administrative Agent has incurred expenses on behalf of the Up Trust in connection with taking steps to effect a Paired Optional Redemption pursuant thereto, and any reimbursement of such expenses cannot be obtained from the Authorized Participant who delivered the Redemption Order, then such expenses shall be reimbursed to the Trustee and the Administrative Agent on the next Distribution Payment Date out of funds available in the Fee Payment Account. (f) On any Distribution Date that is an Early Termination Date or on the Final Scheduled Termination Date, the Trustee shall redeem all of the Up MacroShares that are Outstanding on such Distribution Date at their Per Share Underlying Value, as calculated on the immediately preceding Price Determination Day, using the funds that are on deposit in the Distribution Account after all of the Settlement Contracts have been settled, as specified in priority third of Section 5.2(a).

Paired Optional Redemptions. (a) On any Price Determination Day occurring after the Closing Date but prior to the Final Scheduled Termination Date Business Day, one or an Early Termination Date, any more Authorized Participant Participants may direct the redemption of Paired Holding Shares by delivering a Redemption Order to the Trustee and the Administrative Agent and satisfying the conditions set forth in this Section 6.1 (such redemption, a "Paired Optional Redemption")) and satisfying the conditions set forth in this Section 6.1. The Authorized Participant Participants directing the Paired Optional Redemption must be the Beneficial Owner registered holders of the Paired Holding Shares or the Up-MACRO and Down-MACRO Tradeable Shares which are being tendered for redemption, as shown redemption on the records of the Depository. Only Alternatively, the Authorized Participants may direct directing the Paired Optional Redemptions. Redemption may be holders of Up-MACRO and/or Down-MACRO Tradeable Shares and may deliver such shares to the Up-MACRO Tradeable Trust and/or the Down MACRO Tradeable Trust to be exchanged for Up-MACRO and/or Down-MACRO Holding Shares will be and redeemed at their Per Share Underlying Value, as calculated on in a Paired Optional Redemption in accordance with the Redemption Order Date on which the related Redemption Order was delivered; provided, that, in the case of any Redemption Order placed on a Distribution Date or on the Business Day succeeding a Distribution Date, such Final Distribution will also include Up-MACRO and Down-MACRO Earned Income Accruals for each intervening day between the Redemption Order Date and the Redemption Date calculated on the basis terms of the Applicable Reference Price of Crude Oil on the Redemption Order DateParticipants Agreement. (b) Subject to the procedures and requirements specified in the Participants AgreementTo effectuate a Paired Optional Redemption, the redeeming Authorized Participants may effect a which are registered holders of Paired Optional Redemption by delivering Holding Shares, must place a Redemption Order to on the Administrative Agent on any day that is a Price Determination Day (such date, a "applicable Redemption Order Date") Date not later than the earlier of (i) 2:00 p.m., New York City Time, and (ii) half an hour prior to before the end of trading in the Light Sweet Crude Oil Futures Contracts or prior to the time as of futures contracts from which any Substitute Reference Oil Price is determined by the Applicable Reference Price Provider and (ii) the unanticipated close of trading of the Light Sweet Crude Oil Futures Contracts or of is derived. On the Substitute Reference Oil Price. Any Redemption Order received by the Administrative Agent after the time specified in the foregoing sentence will automatically be cancelled. Following next Business Day that follows the Redemption Order Date, the redeeming Authorized Participant must transfer to the TrusteeTrustee by 10:00 a.m., not later than the date and time specified in the Participants AgreementNew York City Time, (i) the requisite number of Paired Holding Shares constituting at least one MACRO Unit or integral multiples thereof or the requisite number of Tradeable Shares which upon their exchange for their underlying Holding Shares, will constitute at least one MACRO Unit or integral multiples thereof, (ii) the plus any applicable Redemption Cash Component, if any, and (iii) the transaction fee described in clause (e) of this Section 6.1, and provide written or electronic evidence of the required transfer of shares and the required such deposit of immediately available funds to the Administrative Agent in accordance with the Participants Agreement. In the event that the redeeming Authorized Participants wish to present Tradeable Shares for redemption, such Authorized Participants must transfer the requisite number of Up-MACRO and Down-MACRO Tradeable Shares equivalent to one or more MACRO Units of Paired Holding Shares plus any applicable Redemption Cash Component, to the Trustee by 10:00 a.m. New York City Time, on the third Business Day following the Redemption Date.

Paired Optional Redemptions. (a) On any Price Determination Day occurring after the Closing Date but prior to the Final Scheduled Termination Date Business Day, one or an Early Termination Date, any more Authorized Participant Participants may direct the redemption of Paired Holding Shares by delivering a Redemption Order to the Trustee and the Administrative Agent and satisfying the conditions set forth in this Section 6.1 (such redemption, a "Paired Optional Redemption")) and satisfying the conditions set forth in this Section 6.1. The Authorized Participant Participants directing the Paired Optional Redemption must be the Beneficial Owner registered holders of the Paired Holding Shares or the Up-MACRO and Down-MACRO Tradeable Shares which are being tendered for redemption, as shown redemption on the records of the Depository. Only Alternatively, the Authorized Participants may direct directing the Paired Optional Redemptions. Redemption may be holders of Up-MACRO and/or Down-MACRO Tradeable Shares and may deliver such shares to the Up-MACRO Tradeable Trust and/or the Down-MACRO Tradeable Trust to be exchanged for Up-MACRO and/or Down-MACRO Holding Shares will be and redeemed at their Per Share Underlying Value, as calculated on in a Paired Optional Redemption in accordance with the Redemption Order Date on which the related Redemption Order was delivered; provided, that, in the case of any Redemption Order placed on a Distribution Date or on the Business Day succeeding a Distribution Date, such Final Distribution will also include Up-MACRO and Down-MACRO Earned Income Accruals for each intervening day between the Redemption Order Date and the Redemption Date calculated on the basis terms of the Applicable Reference Price of Crude Oil on the Redemption Order DateParticipants Agreement. (b) Subject to the procedures and requirements specified in the Participants AgreementTo effectuate a Paired Optional Redemption, the redeeming Authorized Participants may effect a which are registered holders of Paired Optional Redemption by delivering Holding Shares, must place a Redemption Order to on the Administrative Agent on any day that is a Price Determination Day (such date, a "applicable Redemption Order Date") Date not later than the earlier of (i) 2:00 p.m., New York City Time, and (ii) half an hour prior to before the end of trading in the Light Sweet Crude Oil Futures Contracts or prior to the time as of futures contracts from which any Substitute Reference Oil Price is determined by the Applicable Reference Price Provider and (ii) the unanticipated close of trading of the Light Sweet Crude Oil Futures Contracts or of is derived. On the Substitute Reference Oil Price. Any Redemption Order received by the Administrative Agent after the time specified in the foregoing sentence will automatically be cancelled. Following next Business Day that follows the Redemption Order Date, the redeeming Authorized Participant must transfer to the TrusteeTrustee by 10:00 a.m., not later than the date and time specified in the Participants AgreementNew York City Time, (i) the requisite number of Paired Holding Shares constituting at least one MACRO Unit or integral multiples thereof or the requisite number of Tradeable Shares which upon their exchange for their underlying Holding Shares, will constitute at least one MACRO Unit or integral multiples thereof, (ii) the plus any applicable Redemption Cash Component, if any, and (iii) the transaction fee described in clause (e) of this Section 6.1, and provide written or electronic evidence of the required transfer of shares and the required such deposit of immediately available funds to the Administrative Agent in accordance with the Participants Agreement. In the event that the redeeming Authorized Participants wish to present Tradeable Shares for redemption, such Authorized Participants must transfer the requisite number of Down-MACRO and Up-MACRO Tradeable Shares equivalent to one or more MACRO Units of Paired Holding Shares plus any applicable Redemption Cash Component, to the Trustee by 10:00 a.m. New York City Time, on the third Business Day following the Redemption Date.

Paired Optional Redemptions. (a) On any Price Determination Business Day occurring after the Closing Date but prior to the Final Scheduled Termination Date or an Early Termination Date, any Authorized Participant may direct the redemption of Paired Holding Shares by delivering a Redemption Order to the Administrative Agent and satisfying the conditions set forth in this Section 6.1 (such redemption, a "Paired Optional Redemption"). The Authorized Participant directing the Paired Optional Redemption must be the Beneficial Owner of the Paired Holding Shares or the Up-MACRO and Down-MACRO Tradeable Shares which are being tendered for redemption, as shown on the records of the Depository. Only Authorized Participants may direct Paired Optional Redemptions. Up-MACRO Holding Shares Up MacroShares will be redeemed at their Per Share Underlying Value, as calculated on the Redemption Order Valuation Date on which preceding the related relevant Redemption Order was delivered; provided, that, in the case of any Redemption Order placed on a Distribution Date or on the Business Day succeeding a Distribution Date, such Final Distribution will also include Up-MACRO and Down-MACRO Earned Income Accruals for each intervening day between the Redemption Order Date and the Redemption Date calculated on the basis of the Applicable Reference Price of Crude Oil on the Redemption Order Date. (b) Subject to the procedures and requirements specified in the Participants AgreementAgreements, the redeeming Authorized Participants may effect a Paired Optional Redemption by delivering a Redemption Order to the Administrative Agent on any day that is a Price Determination Business Day (such date, a "Redemption Order Date") not later than the earlier of (i) half an hour prior to the end of trading in the Light Sweet Crude Oil Futures Contracts or prior to the time as of which any Substitute Reference Oil Price is determined by the Applicable Reference Price Provider and (ii) the unanticipated close of trading of the Light Sweet Crude Oil Futures Contracts or of the Substitute Reference Oil Price4:00 p.m. New York City Time. Any Redemption Order not received by the Administrative Agent after by or prior to the time specified in the foregoing sentence will automatically may be cancelledaccepted or rejected by the Administrative Agent, acting at its sole discretion. If rejected, such Redemption Order may be resubmitted by the applicable Authorized Participant, if it so desires, on any subsequent Business Day at the applicable Per Share Underlying Value as of the Redemption Valuation Date related to the relevant Redemption Date. Following the Redemption Order Date, the redeeming Authorized Participant must transfer to the Trustee, not later than the date and time specified in the Participants AgreementAgreements, (i) the requisite number of Paired Holding Shares constituting at least one MACRO Unit or integral multiples thereof or the requisite number of Tradeable Shares which upon their exchange for their underlying Holding Shares, will constitute at least one MACRO MacroShares Unit or integral multiples thereof, (ii) the applicable Redemption Cash Component, if any, and (iii) the transaction fee described in clause (e) of this Section 6.1, and provide written or electronic evidence of the required transfer of shares and the required deposit of immediately available funds to the Administrative Agent in accordance with the Participants AgreementAgreements. (c) The Administrative Agent shall have the right, but not any obligation, to reject any Redemption Order for the reasons specified in the Participants Agreements. None of the Trustee, the Depositor or the Administrative Agent shall be liable to any Person for the Administrative Agent's rejection of a Redemption Order pursuant to the provisions of the Participants Agreements. (d) If the Redemption Order Date on which a Paired Optional Redemption was directed is not a Distribution Date and there are insufficient funds on deposit in the Cash Netting Subaccount delivered in connection with Paired Issuances directed on the same date as such Paired Optional Redemption and in the Distribution Account from maturing Eligible Treasury Repurchase Agreements, as determined in accordance with Section 6.4, the Administrative Agent shall deliver instructions to the Trustee with respect to the Eligible Treasuries then on deposit in the Up Trust, in which the Administrative Agent, employing "last in, first out" methodology and complying in all respects with the requirements and conditions set forth in Exhibit H hereto, shall: (i) identify and segregate the Eligible Treasuries on deposit in the Up Trust that are the most recently-acquired Eligible Treasuries with a Value equal to the product of the Up Redemption Percentage and the Up Asset Amount (or the portion thereof that is not available to be delivered in cash); (ii) (A) select from among the segregated Eligible Treasuries with a Value equal to the Up Settlement Payment, if any such payment is required to be made by the Up Trust, (B) allocate the remaining Eligible Treasuries to be delivered as a Final Distribution to the Authorized Participants directing the Paired Optional Redemption and (C) in the event that the Value of such remaining Eligible Treasuries to be delivered as a Final Distribution exceeds the amount due to the Authorized Participants directing the Paired Optional Redemption, calculate the amount to be paid by the Authorized Participants to the Up Trust to compensate the trust for the excess Value of the Eligible Treasuries being delivered to the Authorized Participants as a Final Distribution (such amount, the "Redemption Cash Component"); and (iii) instruct the Trustee as to which Eligible Treasuries the Trustee is to use to effect the Paired Optional Redemption and, of those, (A) the Eligible Treasuries to be used to make the Up Settlement Payment, if any, (B) the Eligible Treasuries to be used to make the Final Distribution to the redeeming Authorized Participants and (C) the Redemption Cash Component to be collected from the Authorized Participants, if any. The Eligible Treasuries selected by the Administrative Agent to be delivered as the Final Distribution in a Paired Optional Redemption shall be distributed ratably, by type, to each redeeming Authorized Participant. A "type" of Eligible Treasury will include all Eligible Treasuries on deposit in the Up Trust with the same acquisition date, the same purchase price, the same maturity and the same implied discount or stated interest. The Trustee shall cause the Up Trust to deliver Eligible Treasuries pursuant to this Section 6.1(d) only in accordance with the directions of the Administrative Agent. If the Administrative Agent violates any of the requirements or conditions set forth in Exhibit H in the course of directing the Trustee in the selection and distribution of Eligible Treasuries "in kind" pursuant to this Section 6.1(d), the Administrative Agent shall undertake to remedy such violation in the manner specified in such Exhibit H. (e) A non-refundable transaction fee will be payable to the Trustee for its own account in connection with each Redemption Order in the amount specified in Section 6 of the Participants Agreements. In the event that a Redemption Order fails and the Trustee or the Administrative Agent has incurred expenses on behalf of the Up Trust in connection with taking steps to effect a Paired Optional Redemption pursuant thereto, and any reimbursement of such expenses cannot be obtained from the Authorized Participant who delivered the Redemption Order, then such expenses shall be reimbursed to the Trustee and the Administrative Agent on the next Distribution Payment Date out of funds available in the Fee Payment Account. (f) On any Distribution Date that is an Early Termination Date or on the Final Scheduled Termination Date, the Trustee shall redeem all of the Up MacroShares that are Outstanding on such Distribution Date at their Per Share Underlying Value as of the last calendar day preceding either such date, using the funds that are on deposit in the Distribution Account after all of the Settlement Contracts have been settled, as specified in priority third of Section 5.2(a).

Paired Optional Redemptions. (a) On any Price Determination Day occurring after the Closing Date but prior to the Final Scheduled Termination Date or an Early Termination Date, any Authorized Participant may direct the redemption of Paired Holding Shares by delivering a Redemption Order to the Administrative Agent and satisfying the conditions set forth in this Section 6.1 (such redemption, a "Paired Optional Redemption"). The Authorized Participant directing the Paired Optional Redemption must be the Beneficial Owner of the Paired Holding Shares or the Up-MACRO and Down-MACRO Tradeable Shares which are being tendered for redemption, as shown on the records of the Depository. Only Authorized Participants may direct Paired Optional Redemptions. Up-MACRO Holding Shares Up MacroShares will be redeemed at their Per Share Underlying Value, as calculated on the Redemption Order Date on which the related Redemption Order was delivered; provided, that, in the case of any Redemption Order placed on a Distribution Date or on the Business Day succeeding a Distribution Date, such Final Distribution will also include Up-MACRO Up and Down-MACRO Down Earned Income Accruals for each intervening day between the Redemption Order Date and the Redemption Date calculated on the basis of the Applicable Reference Price of Crude Oil on the Redemption Order Date. (b) Subject to the procedures and requirements specified in the Participants Agreement, the redeeming Authorized Participants may effect a Paired Optional Redemption by delivering a Redemption Order to the Administrative Agent on any day that is a Price Determination Day (such date, a "Redemption Order Date") not later than the earlier of (i) half an hour prior to the end of trading in the Light Sweet Crude Oil Futures Contracts or prior to the time as of which any Substitute Reference Oil Price is determined by the Applicable Reference Price Provider and (ii) the unanticipated close of trading of the Light Sweet Crude Oil Futures Contracts or of the Substitute Reference Oil Price. Any Redemption Order received by the Administrative Agent after the time specified in the foregoing sentence will be automatically rejected on such Price Determination Day, but may be cancelledresubmitted by the applicable Authorized Participant, if it so desires, on the next Price Determination Day at that day's Per Share Underlying Value. Following the Redemption Order Date, the redeeming Authorized Participant must transfer to the Trustee, not later than the date and time specified in the Participants Agreement, (i) the requisite number of Paired Holding Shares constituting at least one MACRO Unit or integral multiples thereof or the requisite number of Tradeable Shares which upon their exchange for their underlying Holding Shares, will constitute at least one MACRO MacroShares Unit or integral multiples thereof, (ii) the applicable Redemption Cash Component, if any, and (iii) the transaction fee described in clause (e) of this Section 6.1, and provide written or electronic evidence of the required transfer of shares and the required deposit of immediately available funds to the Administrative Agent in accordance with the Participants Agreement. (c) The Administrative Agent shall have the right, but not any obligation, to reject any Redemption Order for the reasons specified in the Participants Agreement. None of the Trustee, the Depositor or the Administrative Agent shall be liable to any Person for the Administrative Agent's rejection of a Redemption Order pursuant to the provisions of the Participants Agreement. (d) If the Redemption Order Date on which a Paired Optional Redemption was directed is not a Distribution Date and there are insufficient funds on deposit in the Cash Netting Subaccount delivered in connection with Paired Issuances directed on the same date as such Paired Optional Redemption and in the Distribution Account from maturing Eligible Treasury Repurchase Agreements, as determined in accordance with Section 6.4, the Administrative Agent shall deliver instructions to the Trustee with respect to the Eligible Treasuries then on deposit in the Up Trust, in which the Administrative Agent, employing "last in, first out" methodology and complying in all respects with the requirements and conditions set forth in Exhibit H hereto, shall: (i) identify and segregate the Eligible Treasuries on deposit in the Up Trust that are the most recently-acquired Eligible Treasuries with a Value equal to the product of the Up Redemption Percentage and the Up Asset Amount (or the portion thereof that is not available to be delivered in cash); (ii) (A) select from among the segregated Eligible Treasuries with a Value equal to the Up Settlement Payment, if any such payment is required to be made by the Up Trust, (B) allocate the remaining Eligible Treasuries to be delivered as a Final Distribution to the Authorized Participants directing the Paired Optional Redemption and (C) in the event that the Value of the remaining Eligible Treasuries to be delivered as a Final Distribution exceeds the amount due to the Authorized Participants directing the Paired Optional Redemption, calculate the amount to be paid by the Authorized Participants to the Up Trust to compensate the trust for the excess Value of the Eligible Treasuries being delivered to the Authorized Participants as a Final Distribution (such amount, the "Redemption Cash Component"); and (iii) instruct the Trustee as to which Eligible Treasuries the Trustee is to use to effect the Paired Optional Redemption and, of those, (A) the Eligible Treasuries to be used to make the Up Settlement Payment, if any, (B) the Eligible Treasuries to be used to make the Final Distribution to the redeeming Authorized Participants and (C) the Redemption Cash Component to be collected from the Authorized Participants, if any. The Eligible Treasuries selected by the Administrative Agent to be delivered as the Final Distribution in a Paired Optional Redemption shall be distributed ratably, by type, to each redeeming Authorized Participant. A "type" of Eligible Treasury will include all Eligible Treasuries on deposit in the Up Trust with the same acquisition date, the same purchase price, the same maturity and the same implied discount or stated interest. The Trustee shall cause the Up Trust to deliver Eligible Treasuries pursuant to this Section 6.1(d) only in accordance with the directions of the Administrative Agent. If the Administrative Agent violates any of the requirements or conditions set forth in Exhibit H in the course of directing the Trustee in the selection and distribution of Eligible Treasuries "in kind" pursuant to this Section 6.1(d), the Administrative Agent shall undertake to remedy such violation in the manner specified in such Exhibit H. (e) A non-refundable transaction fee will be payable to the Trustee for its own account in connection with each Redemption Order in the amount specified in Section 7 of the Participants Agreement. In the event that a Redemption Order fails and the Trustee or the Administrative Agent has incurred expenses on behalf of the Up Trust in connection with taking steps to effect a Paired Optional Redemption pursuant thereto, and any reimbursement of such expenses cannot be obtained from the Authorized Participant who delivered the Redemption Order, then such expenses shall be reimbursed to the Trustee and the Administrative Agent on the next Distribution Payment Date out of funds available in the Fee Payment Account or, if such funds are insufficient, pursuant to Section 5.3. (f) On any Distribution Date that is an Early Termination Date or on the Final Scheduled Termination Date, the Trustee shall redeem all of the Up MacroShares that are Outstanding on such Distribution Date at their Per Share Underlying Value, as calculated on the immediately preceding Price Determination Day, using the funds that are on deposit in the Distribution Account after all of the Settlement Contracts have been settled, as specified in priority third of Section 5.2(a).

Paired Optional Redemptions. (a) On any Price Determination Business Day occurring after the Closing Date but prior to the Final Scheduled Termination Date or an Early Termination Date, any Authorized Participant may direct the redemption of Paired Holding Shares by delivering a Redemption Order to the Administrative Agent and satisfying the conditions set forth in this Section 6.1 (such redemption, a "Paired Optional Redemption"). The Authorized Participant directing the Paired Optional Redemption must be the Beneficial Owner of the Paired Holding Shares or the Up-MACRO and Down-MACRO Tradeable Shares which are being tendered for redemption, as shown on the records of the Depository. Only Authorized Participants may direct Paired Optional Redemptions. Up-MACRO Holding Shares Down MacroShares will be redeemed at their Per Share Underlying Value, as calculated on the Redemption Order Valuation Date on which preceding the related relevant Redemption Order was delivered; provided, that, in the case of any Redemption Order placed on a Distribution Date or on the Business Day succeeding a Distribution Date, such Final Distribution will also include Up-MACRO and Down-MACRO Earned Income Accruals for each intervening day between the Redemption Order Date and the Redemption Date calculated on the basis of the Applicable Reference Price of Crude Oil on the Redemption Order Date. (b) Subject to the procedures and requirements specified in the Participants AgreementAgreements, the redeeming Authorized Participants may effect a Paired Optional Redemption by delivering a Redemption Order to the Administrative Agent on any day that is a Price Determination Business Day (such date, a "Redemption Order Date") not later than the earlier of (i) half an hour prior to the end of trading in the Light Sweet Crude Oil Futures Contracts or prior to the time as of which any Substitute Reference Oil Price is determined by the Applicable Reference Price Provider and (ii) the unanticipated close of trading of the Light Sweet Crude Oil Futures Contracts or of the Substitute Reference Oil Price4:00 p.m. New York City Time. Any Redemption Order not received by the Administrative Agent after by or prior to the time specified in the foregoing sentence will automatically may be cancelledaccepted or rejected by the Administrative Agent, acting at its sole discretion. If rejected, such Redemption Order may be resubmitted by the applicable Authorized Participant, if it so desires, on any subsequent Business Day at the applicable Per Share Underlying Value as of the Redemption Valuation Date related to the relevant Redemption Date. Following the Redemption Order Date, the redeeming Authorized Participant must transfer to the Trustee, not later than the date and time specified in the Participants AgreementAgreements, (i) the requisite number of Paired Holding Shares constituting at least one MACRO Unit or integral multiples thereof or the requisite number of Tradeable Shares which upon their exchange for their underlying Holding Shares, will constitute at least one MACRO MacroShares Unit or integral multiples thereof, (ii) the applicable Redemption Cash Component, if any, and (iii) the transaction fee described in clause (e) of this Section 6.1, and provide written or electronic evidence of the required transfer of shares and the required deposit of immediately available funds to the Administrative Agent in accordance with the Participants AgreementAgreements.

Paired Optional Redemptions. (a) On any Price Determination Business Day occurring on or after the Closing Date [July 1, 2008] but prior to the Final Scheduled Termination Date or an Early Termination Date, any Authorized Participant may direct the redemption of Paired Holding Shares by delivering a Redemption Order to the Administrative Agent and satisfying the conditions set forth in this Section 6.1 (such redemption, a "Paired Optional Redemption"). The Authorized Participant directing the Paired Optional Redemption must be the Beneficial Owner of the Paired Holding Shares or the Up-MACRO and Down-MACRO Tradeable Shares which are being tendered for redemption, as shown on the records of the Depository. Only Authorized Participants may direct Paired Optional Redemptions. Up-MACRO Holding Shares Up MacroShares will be redeemed at their Per Share Underlying Value, as calculated on the Redemption Order Date on which the related Redemption Order was delivered; provided, that, in the case of any Redemption Order placed on a Distribution Date or on the Business Day succeeding a Distribution Date, such Final Distribution will also include Up-MACRO and Down-MACRO Down Earned Income Accruals for each intervening day between the Redemption Order Date and the Redemption Date calculated on the basis of the Applicable Reference Price Value of Crude Oil Medical Inflation on the Redemption Order Date. (b) Subject to the procedures and requirements specified in the Participants Agreement, the redeeming Authorized Participants may effect a Paired Optional Redemption by delivering a Redemption Order to the Administrative Agent on any day that is a Price Determination Business Day (such date, a "Redemption Order Date") not later than the earlier of (i) half an hour prior to the end of trading in the Light Sweet Crude Oil Futures Contracts or prior to the time as of which any Substitute Reference Oil Price is determined by the Applicable Reference Price Provider and (ii) the unanticipated close of trading of the Light Sweet Crude Oil Futures Contracts or of the Substitute Reference Oil Price4:00 p.m. New York City Time. Any Redemption Order received by the Administrative Agent after the such time specified in the foregoing sentence will automatically be cancelled. Following the Redemption Order Date, the redeeming Authorized Participant must transfer to the Trustee, not later than the date and time specified in the Participants Agreement, (i) the requisite number of Paired Holding Shares constituting at least one MACRO Unit or integral multiples thereof or the requisite number of Tradeable Shares which upon their exchange for their underlying Holding Shares, will constitute at least one MACRO Macro Unit or integral multiples thereof, (ii) the applicable Redemption Cash Component, if any, and (iii) the transaction fee described in clause (e) of this Section 6.1, and provide written or electronic evidence of the required transfer of shares and the required deposit of immediately available funds to the Administrative Agent in accordance with the Participants Agreement. (c) The Administrative Agent may, in its discretion, reject any Redemption Order (i) if the Administrative Agent determines that the Redemption Order is not in the required form, (ii) if Paired Shares constituting at least one or more whole Macro Units are not tendered to the Trustee for redemption, (iii) if the Depositor has determined, based upon an opinion of counsel, and advised the Trustee, that such Redemption Order would have adverse tax or securities laws consequences for either of the Paired Trusts, the Holders of the Paired Shares, (iv) if the acceptance or receipt of the Redemption Order would, in the opinion of counsel to the Depositor acceptable to the Trustee, be unlawful, (v) if circumstances outside the control of the Trustee, the Depositor or the Administrative Agent make it impractical or not feasible to process the Redemption Order on the Redemption Order Date or the Redemption Date, or (vi) if the Down Trustee has notified the Trustee that it has rejected the related Redemption Order or the related Exchange Order delivered under the Down Trust Agreement for one of the reasons described in Section 6.1(c) of the Down Trust Agreement. None of the Trustee, the Depositor or the Administrative Agent shall be liable to any Person for rejecting a Redemption Order pursuant to this Section 6.1(c). (d) If the Redemption Order Date on which a Paired Optional Redemption was directed is not a Distribution Date and there are insufficient funds on deposit in the Cash Netting Subaccount delivered in connection with Paired Issuances directed on the same date as such Paired Optional Redemption and in the Distribution Account from maturing Eligible Treasury Repurchase Agreements, as determined in accordance with Section 6.4, the Administrative Agent shall deliver instructions to the Trustee with respect to the Eligible Treasuries then on deposit in the Up Trust, in which the Administrative Agent, employing "last in, first out" methodology and complying in all respects with the requirements and conditions set forth in Exhibit H hereto, shall: (i) identify the Eligible Treasuries on deposit in the Up Trust that are the most recently-acquired Eligible Treasuries with a Value equal to the product of the Up Redemption Percentage and the Up Asset Amount (or the portion thereof that is not available to be delivered in cash); (ii) (A) select Eligible Treasuries with a Value equal to the Up Settlement Payment, if any such payment is required to be made by the Up Trust, (B) allocate the remaining Eligible Treasuries to be delivered as a Final Distribution to the Authorized Participants directing the Paired Optional Redemption and (C) in the event that the remaining Eligible Treasuries to be delivered as a Final Distribution exceed the amount due to the Authorized Participants directing the Paired Optional Redemption, calculate the amount to be paid by the Authorized Participants to the Up Trust to compensate the trust for the excess Value of the Eligible Treasuries being delivered to the Authorized Participants as a Final Distribution (such amount, the "Redemption Cash Component"); and (iii) instruct the Trustee as to which Eligible Treasuries the Trustee is to use to effect the Paired Optional Redemption and, of those, the Eligible Treasuries to be used to make the Up Settlement Payment, if any, the Eligible Treasuries to be used to make the Final Distribution to the redeeming Authorized Participants and the Redemption Cash Component to be collected from the Authorized Participants, if any. The Eligible Treasuries selected by the Administrative Agent to be delivered as the Final Distribution in a Paired Optional Redemption shall be distributed ratably, by type, to each redeeming Authorized Participant. A "type" of Eligible Treasury will include all Eligible Treasuries on deposit in the Up Trust with the same acquisition date, the same purchase price, the same maturity and the same implied discount or stated interest. The Trustee shall cause the Up Trust to deliver Eligible Treasuries pursuant to this Section 6.1(d) only in accordance with the directions of the Administrative Agent. If the Administrative Agent violates any of the requirements or conditions set forth in Exhibit H in the course of directing the Trustee in the selection and distribution of Eligible Treasuries "in kind" pursuant to this Section 6.1(d), the Administrative Agent shall undertake to remedy such violation in the manner specified in such Exhibit H. (e) A non-refundable transaction fee will be payable to the Trustee for its own account in connection with each Redemption Order in the amount specified in Section 7 of the Participants Agreement. In the event that a Redemption Order fails and the Trustee or the Administrative Agent has incurred expenses on behalf of the Up Trust in connection with taking steps to effect a Paired Optional Redemption pursuant thereto, and any reimbursement of such expenses cannot be obtained from the Authorized Participant who delivered the Redemption Order, then such expenses shall be reimbursed to the Trustee and the Administrative Agent on the next Distribution Payment Date out of funds available in the Fee Payment Account or, if such funds are insufficient, by the Depositor. (f) On any Distribution Date that is an Early Termination Date or on the Final Scheduled Termination Date, the Trustee shall redeem all of the Up MacroShares that are Outstanding on such Distribution Date at their Per Share Underlying Value, as calculated on the immediately preceding calendar day, using the funds that are on deposit in the Distribution Account after all of the Settlement Contracts have been settled, as specified in priority third of Section 5.2(a).

Paired Optional Redemptions. (a) On any Price Determination Day occurring after the Closing Date but prior to the Final Scheduled Termination Date or an Early Termination Date, any Authorized Participant may direct the redemption of Paired Holding Shares by delivering a Redemption Order to the Administrative Agent and satisfying the conditions set forth in this Section 6.1 (such redemption, a "Paired Optional Redemption"). The Authorized Participant directing the Paired Optional Redemption must be the Beneficial Owner of the Paired Holding Shares or the Up-MACRO and Down-MACRO Tradeable Shares which are being tendered for redemption, as shown on the records of the Depository. Only Authorized Participants may direct Paired Optional Redemptions. Up-MACRO Holding Shares Up MacroShares will be redeemed at their Per Share Underlying Value, as calculated on the Redemption Order Date on which the related Redemption Order was delivered; provided, that, in the case of any Redemption Order placed on a Distribution Date or on the Business Day succeeding a Distribution Date, such Final Distribution will also include Up-MACRO Up and Down-MACRO Down Earned Income Accruals for each intervening day between the Redemption Order Date and the Redemption Date calculated on the basis of the Applicable Reference Price of Crude Oil on the Redemption Order Date. (b) Subject to the procedures and requirements specified in the Participants Agreement, the redeeming Authorized Participants may effect a Paired Optional Redemption by delivering a Redemption Order to the Administrative Agent on any day that is a Price Determination Day (such date, a "Redemption Order Date") not later than the earlier of (i) half an hour prior to the end of trading in the Light Sweet Crude Oil Futures Contracts or prior to the time as of which any Substitute Reference Oil Price is determined by the Applicable Reference Price Provider and (ii) the unanticipated close of trading of the Light Sweet Crude Oil Futures Contracts or of the Substitute Reference Oil Price. Any Redemption Order received by the Administrative Agent after the time specified in the foregoing sentence will be automatically rejected on such Price Determination Day, but may be cancelledresubmitted by the applicable Authorized Participant, if it so desires, on the next Price Determination Day at that day's Per Share Underlying Value. Following the Redemption Order Date, the redeeming Authorized Participant must transfer to the Trustee, not later than the date and time specified in the Participants Agreement, (i) the requisite number of Paired Holding Shares constituting at least one MACRO Unit or integral multiples thereof or the requisite number of Tradeable Shares which upon their exchange for their underlying Holding Shares, will constitute at least one MACRO MacroShares Unit or integral multiples thereof, (ii) the applicable Redemption Cash Component, if any, and (iii) the transaction fee described in clause (e) of this Section 6.1, and provide written or electronic evidence of the required transfer of shares and the required deposit of immediately available funds to the Administrative Agent in accordance with the Participants Agreement. (c) The Administrative Agent shall have the right, but not any obligation, to reject any Redemption Order for the reasons specified in the Participants Agreement. None of the Trustee, the Depositor or the Administrative Agent shall be liable to any Person for the Administrative Agent's rejection of a Redemption Order pursuant to the provisions of the Participants Agreement. (d) If the Redemption Order Date on which a Paired Optional Redemption was directed is not a Distribution Date and there are insufficient funds on deposit in the Cash Netting Subaccount delivered in connection with Paired Issuances directed on the same date as such Paired Optional Redemption and in the Distribution Account from maturing Eligible Treasury Repurchase Agreements, as determined in accordance with Section 6.4, the Administrative Agent shall deliver instructions to the Trustee with respect to the Eligible Treasuries then on deposit in the Up Trust, in which the Administrative Agent, employing "last in, first out" methodology and complying in all respects with the requirements and conditions set forth in Exhibit H hereto, shall: (i) identify and segregate the Eligible Treasuries on deposit in the Up Trust that are the most recently-acquired Eligible Treasuries with a Value equal to the product of the Up Redemption Percentage and the Up Asset Amount (or the portion thereof that is not available to be delivered in cash); (A) select from among the segregated Eligible Treasuries with a Value equal to the Up Settlement Payment, if any such payment is required to be made by the Up Trust, (B) allocate the remaining Eligible Treasuries to be delivered as a Final Distribution to the Authorized Participants directing the Paired Optional Redemption and (C) in the event that the Value of the remaining Eligible Treasuries to be delivered as a Final Distribution exceeds the amount due to the Authorized Participants directing the Paired Optional Redemption, calculate the amount to be paid by the Authorized Participants to the Up Trust to compensate the trust for the excess Value of the Eligible Treasuries being delivered to the Authorized Participants as a Final Distribution (such amount, the "Redemption Cash Component"); and (iii) instruct the Trustee as to which Eligible Treasuries the Trustee is to use to effect the Paired Optional Redemption and, of those, (A) the Eligible Treasuries to be used to make the Up Settlement Payment, if any, (B) the Eligible Treasuries to be used to make the Final Distribution to the redeeming Authorized Participants and (C) the Redemption Cash Component to be collected from the Authorized Participants, if any. The Eligible Treasuries selected by the Administrative Agent to be delivered as the Final Distribution in a Paired Optional Redemption shall be distributed ratably, by type, to each redeeming Authorized Participant. A "type" of Eligible Treasury will include all Eligible Treasuries on deposit in the Up Trust with the same acquisition date, the same purchase price, the same maturity and the same implied discount or stated interest. The Trustee shall cause the Up Trust to deliver Eligible Treasuries pursuant to this Section 6.1(d) only in accordance with the directions of the Administrative Agent. If the Administrative Agent violates any of the requirements or conditions set forth in Exhibit H in the course of directing the Trustee in the selection and distribution of Eligible Treasuries "in kind" pursuant to this Section 6.1(d), the Administrative Agent shall undertake to remedy such violation in the manner specified in such Exhibit H. (e) A non-refundable transaction fee will be payable to the Trustee for its own account in connection with each Redemption Order in the amount specified in Section 7 of the Participants Agreement. In the event that a Redemption Order fails and the Trustee or the Administrative Agent has incurred expenses on behalf of the Up Trust in connection with taking steps to effect a Paired Optional Redemption pursuant thereto, and any reimbursement of such expenses cannot be obtained from the Authorized Participant who delivered the Redemption Order, then such expenses shall be reimbursed to the Trustee and the Administrative Agent on the next Distribution Payment Date out of funds available in the Fee Payment Account or, if such funds are insufficient, pursuant to Section 5.3. (f) On any Distribution Date that is an Early Termination Date or on the Final Scheduled Termination Date, the Trustee shall redeem all of the Up MacroShares that are Outstanding on such Distribution Date at their Per Share Underlying Value, as calculated on the immediately preceding Price Determination Day, using the funds that are on deposit in the Distribution Account after all of the Settlement Contracts have been settled, as specified in priority third of Section 5.2(a).

Paired Optional Redemptions. (a) On any Price Determination Business Day occurring after the Closing Date but prior to the Final Scheduled Termination Date or an Early Termination Date, any Authorized Participant may direct the redemption of Paired Holding Shares by delivering a Redemption Order to the Administrative Agent and satisfying the conditions set forth in this Section 6.1 (such redemption, a "Paired Optional Redemption"). The Authorized Participant directing the Paired Optional Redemption must be the Beneficial Owner of the Paired Holding Shares or the Up-MACRO and Down-MACRO Tradeable Shares which are being tendered for redemption, as shown on the records of the Depository. Only Authorized Participants may direct Paired Optional Redemptions. Up-MACRO Holding Shares Up MacroShares will be redeemed at their Per Share Underlying Value, as calculated on the Redemption Order Valuation Date on which preceding the related relevant Redemption Order was delivered; provided, that, in the case of any Redemption Order placed on a Distribution Date or on the Business Day succeeding a Distribution Date, such Final Distribution will also include Up-MACRO and Down-MACRO Earned Income Accruals for each intervening day between the Redemption Order Date and the Redemption Date calculated on the basis of the Applicable Reference Price of Crude Oil on the Redemption Order Date. (b) Subject to the procedures and requirements specified in the Participants AgreementAgreements, the redeeming Authorized Participants may effect a Paired Optional Redemption by delivering a Redemption Order to the Administrative Agent on any day that is a Price Determination Business Day (such date, a "Redemption Order Date") not later than the earlier of (i) half an hour prior to the end of trading in the Light Sweet Crude Oil Futures Contracts or prior to the time as of which any Substitute Reference Oil Price is determined by the Applicable Reference Price Provider and (ii) the unanticipated close of trading of the Light Sweet Crude Oil Futures Contracts or of the Substitute Reference Oil Price4:00 p.m. New York City Time. Any Redemption Order not received by the Administrative Agent after by or prior to the time specified in the foregoing sentence will automatically may be cancelledaccepted or rejected by the Administrative Agent, acting at its sole discretion. If rejected, such Redemption Order may be resubmitted by the applicable Authorized Participant, if it so desires, on any subsequent Business Day at the applicable Per Share Underlying Value as of the Redemption Valuation Date related to the relevant Redemption Date. Following the Redemption Order Date, the redeeming Authorized Participant must transfer to the Trustee, not later than the date and time specified in the Participants AgreementAgreements, (i) the requisite number of Paired Holding Shares constituting at least one MACRO Unit or integral multiples thereof or the requisite number of Tradeable Shares which upon their exchange for their underlying Holding Shares, will constitute at least one MACRO MacroShares Unit or integral multiples thereof, (ii) the applicable Redemption Cash Component, if any, and (iii) the transaction fee described in clause (e) of this Section 6.1, and provide written or electronic evidence of the required transfer of shares and the required deposit of immediately available funds to the Administrative Agent in accordance with the Participants AgreementAgreements.

Paired Optional Redemptions. (a) On any Price Determination Day occurring after the Closing Date but prior to the Final Scheduled Termination Date or an Early Termination Date, any Authorized Participant may direct the redemption of Paired Holding Shares by delivering a Redemption Order to the Administrative Agent and satisfying the conditions set forth in this Section 6.1 (such redemption, a "Paired Optional Redemption"). The Authorized Participant directing the Paired Optional Redemption must be the Beneficial Owner of the Paired Holding Shares or the Up-MACRO and Down-MACRO Tradeable Shares which are being tendered for redemption, as shown on the records of the Depository. Only Authorized Participants may direct Paired Optional Redemptions. Up-MACRO Holding Shares will be redeemed at their Per Share Underlying Value, as calculated on the Redemption Order Date on which the related Redemption Order was delivered; provided, that, in the case of any Redemption Order placed on a Distribution Date or on the Business Day succeeding a Distribution Date, such Final Distribution will also include Up-MACRO and Down-MACRO Earned Income Accruals for each intervening day between the Redemption Order Date and the Redemption Date calculated on the basis of the Applicable Reference Price of Crude Oil on the Redemption Order Date. (b) Subject to the procedures and requirements specified in the Participants Agreement, the redeeming Authorized Participants may effect a Paired Optional Redemption by delivering a Redemption Order to the Administrative Agent on any day that is a Price Determination Day (such date, a "Redemption Order Date") not later than the earlier of (i) 2:00 p.m. New York City Time, (ii) half an hour prior to the end of trading in the Light Sweet Crude Oil Futures Contracts or prior to the time as of which any Substitute Reference Oil Price is determined by the Applicable Reference Price Provider and or (iiiii) the unanticipated close of trading of the Light Sweet Crude Oil Futures Contracts or of the Substitute Reference Oil Price. Any Redemption Order received by the Administrative Agent after the time specified in the foregoing sentence will automatically be cancelled. Following the Redemption Order Date, the redeeming Authorized Participant must transfer to the Trustee, not later than the date and time specified in the Participants Agreement, (i) the requisite number of Paired Holding Shares constituting at least one MACRO Unit or integral multiples thereof or the requisite number of Tradeable Shares which upon their exchange for their underlying Holding Shares, will constitute at least one MACRO Unit or integral multiples thereof, (ii) the applicable Redemption Cash Component, if any, and (iii) the transaction fee described in clause (e) of this Section 6.1, and provide written or electronic evidence of the required transfer of shares and the required deposit of immediately available funds to the Administrative Agent in accordance with the Participants Agreement. (c) The Administrative Agent shall reject any Redemption Order (i) if the Administrative Agent determines that the Redemption Order is not in the required form, (ii) if Paired Holding Shares or Up-MACRO and Down-MACRO Tradeable Shares constituting at least one or more whole MACRO Units are not tendered to the Trustee for redemption, (iii) if the Depositor has determined, based upon an opinion of counsel, and advised the Trustee, that such Redemption Order would have adverse tax or securities laws consequences for either of the Paired Holding Trust, the Up-MACRO Tradeable Trust or Down-MACRO Tradeable Trust, the Holders of the Paired Holding Shares or the Holders of the Up-MACRO Tradeable Shares or Down-MACRO Tradeable Shares, (iv) if the acceptance or receipt of the Redemption Order would, in the opinion of counsel to the Depositor acceptable to the Trustee, be unlawful, (v) if any such redemption would cause the Up-MACRO Tradeable Trust to hold fifty percent or less of the Outstanding Up-MACRO Holding Shares, (vi) if circumstances outside the control of the Trustee, the Depositor or the Administrative Agent make it impractical or not feasible to process the Redemption Order on the Redemption Order Date or the Redemption Date, or (vii) if the Down-MACRO Holding Trustee has notified the Trustee that it has rejected the related Redemption Order or the related Exchange Order delivered under the Down-MACRO Holding Trust Agreement for one of the reasons described in Section 6.1(c) of the Down-MACRO Holding Trust Agreement. None of the Trustee, the Depositor or the Administrative Agent shall be liable to any Person for rejecting a Redemption Order pursuant to this Section 6.1(c). (d) If the Redemption Order Date on which a Paired Optional Redemption was directed is not a Distribution Date and there are insufficient funds on deposit in the Cash Netting Subaccount delivered in connection with Paired Issuances directed on the same date as such Paired Optional Redemption and in the Distribution Account from maturing Eligible Treasury Repurchase Agreements, as determined in accordance with Section 6.4, the Administrative Agent shall deliver instructions to the Trustee with respect to the Eligible Treasuries then on deposit in the Up-MACRO Holding Trust, in which the Administrative Agent, employing "last in, first out" methodology, shall: (i) identify the Eligible Treasuries on deposit in the Up-MACRO Holding Trust that are the most recently-acquired Eligible Treasuries with a Value equal to the product of the Up-MACRO Redemption Percentage and the Up-MACRO Asset Amount (or the portion thereof that is not available to be delivered in cash); (A) select Eligible Treasuries with a Value equal to the Up-MACRO Settlement Payment, if any such payment is required to be made by the Up-MACRO Holding Trust, (B) allocate the remaining Eligible Treasuries to be delivered as a Final Distribution to the Authorized Participants directing the Paired Optional Redemption and (C) in the event that the remaining Eligible Treasuries to be delivered as a Final Distribution exceed the amount due to the Authorized Participants directing the Paired Optional Redemption, calculate the amount to be paid by the Authorized Participants to the Up-MACRO Holding Trust to compensate the trust for the excess Value of the Eligible Treasuries being delivered to the Authorized Participants as a Final Distribution (such amount, the "Redemption Cash Component"); and (iii) instruct the Trustee as to which Eligible Treasuries the Trustee is to use to effect the Paired Optional Redemption and, of those, the Eligible Treasuries to be used to make the Up-MACRO Settlement Payment, if any, the Eligible Treasuries to be used to make the Final Distribution to the redeeming Authorized Participants and the Redemption Cash Component to be collected from the Authorized Participants, if any. The Eligible Treasuries selected by the Administrative Agent to be delivered as the Final Distribution in a Paired Optional Redemption shall be distributed ratably, by type, to each redeeming Authorized Participant. A "type" of Eligible Treasury will include all Eligible Treasuries on deposit in the Up-MACRO Holding Trust with the same acquisition date, the same purchase price, the same maturity and the same implied discount or stated interest. (e) A non-refundable transaction fee will be payable to the Trustee for its own account in connection with each Redemption Order in the amount specified in Section 7 of the Participants Agreement. In the event that a Redemption Order fails and the Trustee or the Administrative Agent has incurred expenses on behalf of the Up-MACRO Holding Trust in connection with taking steps to effect a Paired Optional Redemption pursuant thereto, and any reimbursement of such expenses cannot be obtained from the Authorized Participant who delivered the Redemption Order, then such expenses shall be reimbursed to the Trustee and the Administrative Agent on the next Distribution Payment Date out of funds available in the Fee Payment Account or, if such funds are insufficient, by the Depositor. (f) On any Distribution Date that is an Early Termination Date or on the Final Scheduled Termination Date, the Trustee shall redeem all of the Up-MACRO Holding Shares that are Outstanding on such Distribution Date at their Per Share Underlying Value, as calculated on the immediately preceding Price Determination Day, using the funds that are on deposit in the Distribution Account after all of the Settlement Contracts have been settled, as specified in priority third of Section 5.2(a).

Paired Optional Redemptions. (a) On any Price Determination Day occurring after the Closing Date but prior to the Final Scheduled Termination Date or an Early Termination Date, any Authorized Participant may direct the redemption of Paired Holding Shares by delivering a Redemption Order to the Administrative Agent and satisfying the conditions set forth in this Section 6.1 (such redemption, a "Paired Optional Redemption"). The Authorized Participant directing the Paired Optional Redemption must be the Beneficial Owner of the Paired Holding Shares or the Up-MACRO and Down-MACRO Tradeable Shares which are being tendered for redemption, as shown on the records of the Depository. Only Authorized Participants may direct Paired Optional Redemptions. Up-MACRO Holding Shares Up MacroShares will be redeemed at their Per Share Underlying Value, as calculated on the Redemption Order Date on which the related Redemption Order was delivered; provided, that, in the case of any Redemption Order placed on a Distribution Date or on the Business Day succeeding a Distribution Date, such Final Distribution will also include Up-MACRO Up and Down-MACRO Down Earned Income Accruals for each intervening day between the Redemption Order Date and the Redemption Date calculated on the basis of the Applicable Reference Price of Crude Oil on the Redemption Order Date. (b) Subject to the procedures and requirements specified in the Participants Agreement, the redeeming Authorized Participants may effect a Paired Optional Redemption by delivering a Redemption Order to the Administrative Agent on any day that is a Price Determination Day (such date, a "Redemption Order Date") not later than the earlier of (i) half an hour prior to the end of trading in the Light Sweet Crude Oil Futures Contracts or prior to the time as of which any Substitute Reference Oil Price is determined by the Applicable Reference Price Provider and (ii) the unanticipated close of trading of the Light Sweet Crude Oil Futures Contracts or of the Substitute Reference Oil Price. Any Redemption Order received by the Administrative Agent after the time specified in the foregoing sentence will automatically be cancelledcancelled and may be resubmitted by the applicable Authorized Participant, if it so desires, on the next Price Determination Day at that day's Per Share Underlying Value. Following the Redemption Order Date, the redeeming Authorized Participant must transfer to the Trustee, not later than the date and time specified in the Participants Agreement, (i) the requisite number of Paired Holding Shares constituting at least one MACRO Unit or integral multiples thereof or the requisite number of Tradeable Shares which upon their exchange for their underlying Holding Shares, will constitute at least one MACRO MacroShares Unit or integral multiples thereof, (ii) the applicable Redemption Cash Component, if any, and (iii) the transaction fee described in clause (e) of this Section 6.1, and provide written or electronic evidence of the required transfer of shares and the required deposit of immediately available funds to the Administrative Agent in accordance with the Participants Agreement. (c) The Administrative Agent and the Depositor shall each have the absolute right, but shall have no obligation, to reject any Redemption Order (i) if the Administrative Agent determines that the Redemption Order is not in the required form, (ii) if the Administrative Agent determines that the Authorized Participant or Authorized Participants have deposited an insufficient number of shares with the Trustee, (iii) if the Depositor has determined, based upon an opinion of counsel, and advised the Trustee and the Administrative Agent that such Redemption Order would have adverse tax or securities laws consequences for one or more of the Paired Trusts or any of the holders of the MacroShares, (iv) if the acceptance of the Redemption Order would, in the opinion of counsel to the Depositor, be unlawful, or (v) if circumstances outside the control of the Depositor or the Administrative Agent make it impractical or not feasible to process the Redemption Order on the Redemption Order Date or on the related Redemption Date. None of the Depositor or the Administrative Agent shall be liable to any Person by reason of the rejection of any Redemption Order. (d) If the Redemption Order Date on which a Paired Optional Redemption was directed is not a Distribution Date and there are insufficient funds on deposit in the Cash Netting Subaccount delivered in connection with Paired Issuances directed on the same date as such Paired Optional Redemption and in the Distribution Account from maturing Eligible Treasury Repurchase Agreements, as determined in accordance with Section 6.4, the Administrative Agent shall deliver instructions to the Trustee with respect to the Eligible Treasuries then on deposit in the Up Trust, in which the Administrative Agent, employing "last in, first out" methodology and complying in all respects with the requirements and conditions set forth in Exhibit H hereto, shall: (i) identify and segregate the Eligible Treasuries on deposit in the Up Trust that are the most recently-acquired Eligible Treasuries with a Value equal to the product of the Up Redemption Percentage and the Up Asset Amount (or the portion thereof that is not available to be delivered in cash); (ii) (A) select from among the segregated Eligible Treasuries with a Value equal to the Up Settlement Payment, if any such payment is required to be made by the Up Trust, (B) allocate the remaining Eligible Treasuries to be delivered as a Final Distribution to the Authorized Participants directing the Paired Optional Redemption and (C) in the event that the Value of the remaining Eligible Treasuries to be delivered as a Final Distribution exceeds the amount due to the Authorized Participants directing the Paired Optional Redemption, calculate the amount to be paid by the Authorized Participants to the Up Trust to compensate the trust for the excess Value of the Eligible Treasuries being delivered to the Authorized Participants as a Final Distribution (such amount, the "Redemption Cash Component"); and (iii) instruct the Trustee as to which Eligible Treasuries the Trustee is to use to effect the Paired Optional Redemption and, of those, (A) the Eligible Treasuries to be used to make the Up Settlement Payment, if any, (B) the Eligible Treasuries to be used to make the Final Distribution to the redeeming Authorized Participants and (C) the Redemption Cash Component to be collected from the Authorized Participants, if any. The Eligible Treasuries selected by the Administrative Agent to be delivered as the Final Distribution in a Paired Optional Redemption shall be distributed ratably, by type, to each redeeming Authorized Participant. A "type" of Eligible Treasury will include all Eligible Treasuries on deposit in the Up Trust with the same acquisition date, the same purchase price, the same maturity and the same implied discount or stated interest. The Trustee shall cause the Up Trust to deliver Eligible Treasuries pursuant to this Section 6.1(d) only in accordance with the directions of the Administrative Agent. If the Administrative Agent violates any of the requirements or conditions set forth in Exhibit H in the course of directing the Trustee in the selection and distribution of Eligible Treasuries "in kind" pursuant to this Section 6.1(d), the Administrative Agent shall undertake to remedy such violation in the manner specified in such Exhibit H. (e) A non-refundable transaction fee will be payable to the Trustee for its own account in connection with each Redemption Order in the amount specified in Section 7 of the Participants Agreement. In the event that a Redemption Order fails and the Trustee or the Administrative Agent has incurred expenses on behalf of the Up Trust in connection with taking steps to effect a Paired Optional Redemption pursuant thereto, and any reimbursement of such expenses cannot be obtained from the Authorized Participant who delivered the Redemption Order, then such expenses shall be reimbursed to the Trustee and the Administrative Agent on the next Distribution Payment Date out of funds available in the Fee Payment Account or, if such funds are insufficient, pursuant to Section 5.3. (f) On any Distribution Date that is an Early Termination Date or on the Final Scheduled Termination Date, the Trustee shall redeem all of the Up MacroShares that are Outstanding on such Distribution Date at their Per Share Underlying Value, as calculated on the immediately preceding Price Determination Day, using the funds that are on deposit in the Distribution Account after all of the Settlement Contracts have been settled, as specified in priority third of Section 5.2(a).