Common use of Settlement of the Settlement Contracts; Adjustments to the Notional Amount of the Income Distribution Agreement Clause in Contracts

Settlement of the Settlement Contracts; Adjustments to the Notional Amount of the Income Distribution Agreement. (a) In connection with a Paired Optional Redemption directed on a Redemption Date that is not also an Issuance Date, the Trustee, acting together with the Down-MACRO Holding Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will settle one Settlement Contract for each MACRO Unit that is redeemed and amend the Income Distribution Agreement to reduce the notional amount thereof to reflect the decrease in the Aggregate Par Amount of Up-MACRO and Down-MACRO Holding Shares that are Outstanding. (b) In connection with a Paired Issuance directed on an Issuance Date that is not also a Redemption Date, the Trustee, acting together with the Down-MACRO Holding Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will enter into one Settlement Contract for each MACRO Unit that is created and amend the Income Distribution Agreement to increase the notional amount thereof to reflect the increase in the Aggregate Par Amount of Up-MACRO and Down-MACRO Holding Shares that are Outstanding. (c) In connection with any Paired Optional Redemptions and Paired Issuances for which Redemption Orders and Creation Orders, as applicable, are received on the same Business Day, the Trustee, acting together with the Down-MACRO Holding Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, shall (i) amend the Income Distribution Agreement to increase or decrease the notional amount thereof based on the Net Par Amount Increase or Net Par Amount Decrease that was directed on such Business Day, and (ii) enter into additional Settlement Contracts, based on the Net Par Amount Increase that was directed on such Business Day or settle existing Settlement Contracts, based on the Net Par Amount Decrease that was directed on such Business Day. (d) Each amendment to the Income Distribution Agreement shall be in the form of Exhibit B hereto, and each Settlement Contract shall be in the form of Exhibit C hereto and shall constitute an additional confirmation to the Master Agreement. The original, executed Income Distribution Agreement, each amendment thereto and each original, executed Settlement Contract shall be maintained by the Trustee among the books and records it keeps on behalf of the Up-MACRO Holding Trust. (e) In connection with each Paired Optional Redemption, each Paired Issuance and each Exchange Order, Schedule A of one or more of the Global Certificates will be adjusted (and, if necessary, additional Global Certificates will be issued) to reflect the Net Par Amount Decrease or the Net Par Amount Increase, as applicable, in the Aggregate Par Amount of the Up-MACRO Holding Shares that are Outstanding after giving effect to such Paired Optional Redemption Paired Issuance and/or Exchange Orders. On the Final Scheduled Termination Date or an Early Termination Date, after a Final Distribution has been made on the Up-MACRO Holding Shares, all of such Up-MACRO Holding Shares shall be cancelled by the Trustee, on behalf of the Up-MACRO Holding Trust, in accordance with the procedures of the Depository. On any Redemption Date on which a Net Par Amount Decrease occurred, Up-MACRO Holding Shares in an amount equal to such Net Par Amount Decrease shall be cancelled by the Trustee, on behalf of the Up-MACRO Holding Trust, in accordance with the procedures of the Depository.

Settlement of the Settlement Contracts; Adjustments to the Notional Amount of the Income Distribution Agreement. (a) In connection with a Paired Optional Redemption directed on a Redemption Date that is not also an Issuance Date, the Trustee, acting together with the DownUp-MACRO Holding Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will settle one Settlement Contract for each MACRO Unit that is redeemed and amend the Income Distribution Agreement to reduce the notional amount thereof to reflect the decrease in the Aggregate Par Amount of UpDown-MACRO and DownUp-MACRO Holding Shares that are Outstanding. (b) In connection with a Paired Issuance directed on an Issuance Date that is not also a Redemption Date, the Trustee, acting together with the DownUp-MACRO Holding Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will enter into one Settlement Contract for each MACRO Unit that is created and amend the Income Distribution Agreement to increase the notional amount thereof to reflect the increase in the Aggregate Par Amount of UpDown-MACRO and DownUp-MACRO Holding Shares that are Outstanding. (c) In connection with any Paired Optional Redemptions and Paired Issuances for which Redemption Orders and Creation Orders, as applicable, are received on the same Business Day, the Trustee, acting together with the DownUp-MACRO Holding Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, shall (i) amend the Income Distribution Agreement to increase or decrease the notional amount thereof based on the Net Par Amount Increase or Net Par Amount Decrease that was directed on such Business Day, and (ii) enter into additional Settlement Contracts, based on the Net Par Amount Increase that was directed on such Business Day or settle existing Settlement Contracts, based on the Net Par Amount Decrease that was directed on such Business Day. (d) Each amendment to the Income Distribution Agreement shall be in the form of Exhibit B hereto, and each Settlement Contract shall be in the form of Exhibit C hereto and shall constitute an additional confirmation to the Master Agreement. The original, executed Income Distribution Agreement, each amendment thereto and each original, executed Settlement Contract shall be maintained by the Trustee among the books and records it keeps on behalf of the UpDown-MACRO Holding Trust. (e) In connection with each Paired Optional Redemption, each Paired Issuance and each Exchange Order, Schedule A of one or more of the Global Certificates will be adjusted (and, if necessary, additional Global Certificates will be issued) to reflect the Net Par Amount Decrease or the Net Par Amount Increase, as applicable, in the Aggregate Par Amount of the UpDown-MACRO Holding Shares that are Outstanding after giving effect to such Paired Optional Redemption Redemption. Paired Issuance and/or Exchange Orders. On the Final Scheduled Termination Date or an Early Termination Date, after a Final Distribution has been made on the UpDown-MACRO Holding Shares, all of such UpDown-MACRO Holding Shares shall be cancelled by the Trustee, on behalf of the UpDown-MACRO Holding Trust, in accordance with the procedures of the Depository. On any Redemption Date on which a Net Par Amount Decrease occurred, UpDown-MACRO Holding Shares in an amount equal to such Net Par Amount Decrease shall be cancelled by the Trustee, on behalf of the UpDown-MACRO Holding Trust, in accordance with the procedures of the Depository.

Settlement of the Settlement Contracts; Adjustments to the Notional Amount of the Income Distribution Agreement. (a) In connection with a Paired Optional Redemption directed on a Redemption Date that is not also an Issuance Date, the Trustee, acting together with the Down-MACRO Holding Down Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will settle one Settlement Contract for each MACRO MacroShares Unit that is redeemed and amend the Income Distribution Agreement to reduce the notional amount thereof to reflect the decrease in the Aggregate Par Amount of Up-MACRO Up and Down-MACRO Holding Shares Down MacroShares that are Outstanding. (b) In connection with a Paired Issuance directed on an Issuance Date that is not also a Redemption Date, the Trustee, acting together with the Down-MACRO Holding Down Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will enter into one Settlement Contract for each MACRO MacroShares Unit that is created and amend the Income Distribution Agreement to increase the notional amount thereof to reflect the increase in the Aggregate Par Amount of Up-MACRO Up and Down-MACRO Holding Shares Down MacroShares that are Outstanding. (c) In connection with any Paired Optional Redemptions and Paired Issuances for which Redemption Orders and Creation Orders, as applicable, are received on the same Business Day, the Trustee, acting together with the Down-MACRO Holding Down Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, shall (i) amend the Income Distribution Agreement to increase or decrease the notional amount thereof based on the Net Par Amount Increase or Net Par Amount Decrease that was directed on such Business Day, and (ii) enter into additional Settlement Contracts, based on the Net Par Amount Increase that was directed on such Business Day or settle existing Settlement Contracts, based on the Net Par Amount Decrease that was directed on such Business Day. (d) Each amendment to the Income Distribution Agreement shall be in the form of Exhibit B hereto, and each Settlement Contract shall be in the form of Exhibit C hereto and shall constitute an additional confirmation to the Master Agreement. The original, executed Income Distribution Agreement, each amendment thereto and each original, executed Settlement Contract shall be maintained by the Trustee among the books and records it keeps on behalf of the Up-MACRO Holding Up Trust. (e) In connection with each Paired Optional Redemption, Redemption and each Paired Issuance and each Exchange OrderIssuance, Schedule A of one or more of the Global Certificates will be adjusted (and, if necessary, additional Global Certificates will be issued) to reflect the Net Par Amount Decrease or the Net Par Amount Increase, as applicable, in the Aggregate Par Amount of the Up-MACRO Holding Shares Up MacroShares that are Outstanding after giving effect to such Paired Optional Redemption and/or Paired Issuance and/or Exchange OrdersIssuance. On the Final Scheduled Termination Date or an Early Termination Date, after a Final Distribution has been made on the Up-MACRO Holding SharesUp MacroShares, all of such Up-MACRO Holding Shares Outstanding Up MacroShares shall be cancelled by the Trustee, on behalf of the Up-MACRO Holding Up Trust, in accordance with the procedures of the Depository. On any Redemption Date on which a Net Par Amount Decrease occurred, Up-MACRO Holding Shares Up MacroShares in an amount equal to such Net Par Amount Decrease shall be cancelled by the Trustee, on behalf of the Up-MACRO Holding Up Trust, in accordance with the procedures of the Depository.

Settlement of the Settlement Contracts; Adjustments to the Notional Amount of the Income Distribution Agreement. (a) In connection with a Paired Optional Redemption directed on a Redemption Date that is not also an Issuance Date, the Trustee, acting together with the Down-MACRO Holding Down Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will settle one Settlement Contract for each MACRO MacroShares Unit that is redeemed and amend the Income Distribution Agreement to reduce the notional amount thereof to reflect the decrease in the Aggregate Par Amount of Up-MACRO Up and Down-MACRO Holding Shares Down MacroShares that are Outstanding. (b) In connection with a Paired Issuance directed on an Issuance Date that is not also a Redemption Date, the Trustee, acting together with the Down-MACRO Holding Down Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will enter into one Settlement Contract for each MACRO MacroShares Unit that is created and amend the Income Distribution Agreement to increase the notional amount thereof to reflect the increase in the Aggregate Par Amount of Up-MACRO Up and Down-MACRO Holding Shares Down MacroShares that are Outstanding. (c) In connection with any Paired Optional Redemptions and Paired Issuances for which Redemption Orders and Creation Orders, as applicable, are received on the same Business Day, the Trustee, acting together with the Down-MACRO Holding Down Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, shall (i) amend the Income Distribution Agreement to increase or decrease the notional amount thereof based on the Net Par Amount Increase or Net Par Amount Decrease that was directed on such Business Day, and (ii) enter into additional Settlement Contracts, based on the Net Par Amount Increase that was directed on such Business Day or settle existing Settlement Contracts, based on the Net Par Amount Decrease that was directed on such Business Day. (d) Each amendment to the Income Distribution Agreement shall be in the form of Exhibit B hereto, and each Settlement Contract shall be in the form of Exhibit C hereto and shall constitute an additional confirmation to the Master Agreement. The original, executed Income Distribution Agreement, each amendment thereto and each original, executed Settlement Contract shall be maintained by the Trustee among the books and records it keeps on behalf of the Up-MACRO Holding Up Trust. (e) In connection with each Paired Optional Redemption, each Paired Issuance and each Exchange Order, Schedule A of one or more of the Global Certificates will be adjusted (and, if necessary, additional Global Certificates will be issued) to reflect the Net Par Amount Decrease or the Net Par Amount Increase, as applicable, in the Aggregate Par Amount of the Up-MACRO Holding Shares Up MacroShares that are Outstanding after giving effect to such Paired Optional Redemption Paired Issuance and/or Exchange Orders. On the Final Scheduled Termination Date or an Early Termination Date, after a Final Distribution has been made on the Up-MACRO Holding SharesUp MacroShares, all of such Up-MACRO Holding Shares Up MacroShares shall be cancelled by the Trustee, on behalf of the Up-MACRO Holding Up Trust, in accordance with the procedures of the Depository. On any Redemption Date on which a Net Par Amount Decrease occurred, Up-MACRO Holding Shares Up MacroShares in an amount equal to such Net Par Amount Decrease shall be cancelled by the Trustee, on behalf of the Up-MACRO Holding Up Trust, in accordance with the procedures of the Depository.

Settlement of the Settlement Contracts; Adjustments to the Notional Amount of the Income Distribution Agreement. (a) In connection with a Paired Optional Redemption directed on a Redemption Date that is not also an Issuance Date, the Trustee, acting together with the Down-MACRO Holding Up Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will settle one Settlement Contract for each MACRO MacroShares Unit that is redeemed and amend the Income Distribution Agreement to reduce the notional amount thereof to reflect the decrease in the Aggregate Par Amount of Up-MACRO Down and Down-MACRO Holding Shares Up MacroShares that are Outstanding. (b) In connection with a Paired Issuance directed on an Issuance Date that is not also a Redemption Date, the Trustee, acting together with the Down-MACRO Holding Up Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will enter into one Settlement Contract for each MACRO MacroShares Unit that is created and amend the Income Distribution Agreement to increase the notional amount thereof to reflect the increase in the Aggregate Par Amount of Up-MACRO Down and Down-MACRO Holding Shares Up MacroShares that are Outstanding. (c) In connection with any Paired Optional Redemptions and Paired Issuances for which Redemption Orders and Creation Orders, as applicable, are received on the same Business Day, the Trustee, acting together with the Down-MACRO Holding Up Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, shall (i) amend the Income Distribution Agreement to increase or decrease the notional amount thereof based on the Net Par Amount Increase or Net Par Amount Decrease that was directed on such Business Day, and (ii) enter into additional Settlement Contracts, based on the Net Par Amount Increase that was directed on such Business Day or settle existing Settlement Contracts, based on the Net Par Amount Decrease that was directed on such Business Day. (d) Each amendment to the Income Distribution Agreement shall be in the form of Exhibit B hereto, and each Settlement Contract shall be in the form of Exhibit C hereto and shall constitute an additional confirmation to the Master Agreement. The original, executed Income Distribution Agreement, each amendment thereto and each original, executed Settlement Contract shall be maintained by the Trustee among the books and records it keeps on behalf of the Up-MACRO Holding Down Trust. (e) In connection with each Paired Optional Redemption, Redemption and each Paired Issuance and each Exchange OrderIssuance, Schedule A of one or more of the Global Certificates will be adjusted (and, if necessary, additional Global Certificates will be issued) to reflect the Net Par Amount Decrease or the Net Par Amount Increase, as applicable, in the Aggregate Par Amount of the Up-MACRO Holding Shares Down MacroShares that are Outstanding after giving effect to such Paired Optional Redemption and/or Paired Issuance and/or Exchange OrdersIssuance. On the Final Scheduled Termination Date or an Early Termination Date, after a Final Distribution has been made on the Up-MACRO Holding SharesDown MacroShares, all of such Up-MACRO Holding Shares Outstanding Up MacroShares shall be cancelled by the Trustee, on behalf of the Up-MACRO Holding Down Trust, in accordance with the procedures of the Depository. On any Redemption Date on which a Net Par Amount Decrease occurred, Up-MACRO Holding Shares Down MacroShares in an amount equal to such Net Par Amount Decrease shall be cancelled by the Trustee, on behalf of the Up-MACRO Holding Down Trust, in accordance with the procedures of the Depository.

Settlement of the Settlement Contracts; Adjustments to the Notional Amount of the Income Distribution Agreement. (a) In connection with a Paired Optional Redemption directed on a Redemption Date that is not also an Issuance Date, the Trustee, acting together with the Down-MACRO Holding Down Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will settle one Settlement Contract for each MACRO MacroShares Unit that is redeemed and amend the Income Distribution Agreement to reduce the notional amount thereof to reflect the decrease in the Aggregate Par Amount of Up-MACRO Up and Down-MACRO Holding Shares Down MacroShares that are Outstanding. (b) In connection with a Paired Issuance directed on an Issuance Date that is not also a Redemption Date, the Trustee, acting together with the Down-MACRO Holding Down Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will enter into one Settlement Contract for each MACRO MacroShares Unit that is created and amend the Income Distribution Agreement to increase the notional amount thereof to reflect the increase in the Aggregate Par Amount of Up-MACRO Up and Down-MACRO Holding Shares Down MacroShares that are Outstanding. (c) In connection with any Paired Optional Redemptions and Paired Issuances for which Redemption Orders and Creation Orders, as applicable, are received on the same Business Day, the Trustee, acting together with the Down-MACRO Holding Down Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, shall (i) amend the Income Distribution Agreement to increase or decrease the notional amount thereof based on the Net Par Amount Increase or Net Par Amount Decrease that was directed on such Business Day, and (ii) enter into additional Settlement Contracts, based on the Net Par Amount Increase that was directed on such Business Day or settle existing Settlement Contracts, based on the Net Par Amount Decrease that was directed on such Business Day. (d) Each amendment to the Income Distribution Agreement shall be in the form of Exhibit B hereto, and each Settlement Contract shall be in the form of Exhibit C hereto and shall constitute an additional confirmation to the Master Agreement. The original, executed Income Distribution Agreement, each amendment thereto and each original, executed Settlement Contract shall be maintained by the Trustee among the books and records it keeps on behalf of the Up-MACRO Holding Up Trust. (e) In connection with each Paired Optional Redemption, Redemption and each Paired Issuance and each Exchange OrderIssuance, Schedule A of one or more of the Global Certificates will be adjusted (and, if necessary, additional Global Certificates will be issued) to reflect the Net Par Amount Decrease or the Net Par Amount Increase, as applicable, in the Aggregate Par Amount of the Up-MACRO Holding Shares Up MacroShares that are Outstanding after giving effect to such Paired Optional Redemption and/or Paired Issuance and/or Exchange OrdersIssuance. On the Final Scheduled Termination Date or an Early Termination Date, after a Final Distribution has been made on the Up-MACRO Holding SharesUp MacroShares, all of such Up-MACRO Holding Shares Outstanding Up MacroShares shall be cancelled by the Trustee, on behalf of the Up-MACRO Holding Up Trust, in accordance with the procedures of the Depository. On any Redemption Date on which a Net Par Amount Decrease occurred, Up-MACRO Holding Shares Up MacroShares in an amount equal to such Net Par Amount Decrease shall be cancelled by the Trustee, on behalf of the Up-MACRO Holding Up Trust, in accordance with the procedures of the Depository. (f) On the Final Scheduled Termination Date or an Early Termination Date, the Trustee, acting together with the Down Trustee, each on behalf of its respective Paired Trust and at the direction of the Administrative Agent, will terminate the Income Distribution Agreement and settle and terminate all outstanding Settlement Contracts (including the Settlement Contract, if any, which was entered into in connection with the initial offering that relates to Paired MacroShares constituting less than one MacroShares Unit).

Settlement of the Settlement Contracts; Adjustments to the Notional Amount of the Income Distribution Agreement. (a) In connection with a Paired Optional Redemption directed on a Redemption Date that is not also an Issuance Date, the Trustee, acting together with the Down-MACRO Holding Down Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will settle one Settlement Contract for each MACRO Macro Unit that is redeemed and amend the Income Distribution Agreement to reduce the notional amount thereof to reflect the decrease in the Aggregate Par Amount of Up-MACRO and Down-MACRO Holding Shares Down MacroShares that are Outstanding. (b) In connection with a Paired Issuance directed on an Issuance Date that is not also a Redemption Date, the Trustee, acting together with the Down-MACRO Holding Down Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will enter into one Settlement Contract for each MACRO Macro Unit that is created and amend the Income Distribution Agreement to increase the notional amount thereof to reflect the increase in the Aggregate Par Amount of Up-MACRO and Down-MACRO Holding Shares Down MacroShares that are Outstanding. (c) In connection with any Paired Optional Redemptions and Paired Issuances for which Redemption Orders and Creation Orders, as applicable, are received on the same Business Day, the Trustee, acting together with the Down-MACRO Holding Down Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, shall (i) amend the Income Distribution Agreement to increase or decrease the notional amount thereof based on the Net Par Amount Increase or Net Par Amount Decrease that was directed on such Business Day, and (ii) enter into additional Settlement Contracts, based on the Net Par Amount Increase that was directed on such Business Day or settle existing Settlement Contracts, based on the Net Par Amount Decrease that was directed on such Business Day. (d) Each amendment to the Income Distribution Agreement shall be in the form of Exhibit B hereto, and each Settlement Contract shall be in the form of Exhibit C hereto and shall constitute an additional confirmation to the Master Agreement. The original, executed Income Distribution Agreement, each amendment thereto and each original, executed Settlement Contract shall be maintained by the Trustee among the books and records it keeps on behalf of the Up-MACRO Holding Up Trust. (e) In connection with each Paired Optional Redemption, each Paired Issuance and each Exchange OrderIssuance, Schedule A of one or more of the Global Certificates will be adjusted (and, if necessary, additional Global Certificates will be issued) to reflect the Net Par Amount Decrease or the Net Par Amount Increase, as applicable, in the Aggregate Par Amount of the Up-MACRO Holding Shares Up MacroShares that are Outstanding after giving effect to such Paired Optional Redemption Order and/or Paired Issuance and/or Exchange OrdersOrder. On the Final Scheduled Termination Date or an Early Termination Date, after a Final Distribution has been made on the Up-MACRO Holding SharesUp MacroShares, all of such Up-MACRO Holding Shares Up MacroShares shall be cancelled by the Trustee, on behalf of the Up-MACRO Holding Up Trust, in accordance with the procedures of the Depository. On any Redemption Date on which a Net Par Amount Decrease occurred, Up-MACRO Holding Shares Up MacroShares in an amount equal to such Net Par Amount Decrease shall be cancelled by the Trustee, on behalf of the Up-MACRO Holding Up Trust, in accordance with the procedures of the Depository.

Settlement of the Settlement Contracts; Adjustments to the Notional Amount of the Income Distribution Agreement. (a) In connection with a Paired Optional Redemption directed on a Redemption Date that is not also an Issuance Date, the Trustee, acting together with the Down-MACRO Holding Up Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will settle one Settlement Contract for each MACRO MacroShares Unit that is redeemed and amend the Income Distribution Agreement to reduce the notional amount thereof to reflect the decrease in the Aggregate Par Amount of Up-MACRO Down and Down-MACRO Holding Shares Up MacroShares that are Outstanding. (b) In connection with a Paired Issuance directed on an Issuance Date that is not also a Redemption Date, the Trustee, acting together with the Down-MACRO Holding Up Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will enter into one Settlement Contract for each MACRO MacroShares Unit that is created and amend the Income Distribution Agreement to increase the notional amount thereof to reflect the increase in the Aggregate Par Amount of Up-MACRO Down and Down-MACRO Holding Shares Up MacroShares that are Outstanding. (c) In connection with any Paired Optional Redemptions and Paired Issuances for which Redemption Orders and Creation Orders, as applicable, are received on the same Business Day, the Trustee, acting together with the Down-MACRO Holding Up Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, shall (i) amend the Income Distribution Agreement to increase or decrease the notional amount thereof based on the Net Par Amount Increase or Net Par Amount Decrease that was directed on such Business Day, and (ii) enter into additional Settlement Contracts, based on the Net Par Amount Increase that was directed on such Business Day or settle existing Settlement Contracts, based on the Net Par Amount Decrease that was directed on such Business Day. (d) Each amendment to the Income Distribution Agreement shall be in the form of Exhibit B hereto, and each Settlement Contract shall be in the form of Exhibit C hereto and shall constitute an additional confirmation to the Master Agreement. The original, executed Income Distribution Agreement, each amendment thereto and each original, executed Settlement Contract shall be maintained by the Trustee among the books and records it keeps on behalf of the Up-MACRO Holding Down Trust. (e) In connection with each Paired Optional Redemption, Redemption and each Paired Issuance and each Exchange OrderIssuance, Schedule A of one or more of the Global Certificates will be adjusted (and, if necessary, additional Global Certificates will be issued) to reflect the Net Par Amount Decrease or the Net Par Amount Increase, as applicable, in the Aggregate Par Amount of the Up-MACRO Holding Shares Down MacroShares that are Outstanding after giving effect to such Paired Optional Redemption and/or Paired Issuance and/or Exchange OrdersIssuance. On the Final Scheduled Termination Date or an Early Termination Date, after a Final Distribution has been made on the Up-MACRO Holding SharesDown MacroShares, all of such Up-MACRO Holding Shares Outstanding Down MacroShares shall be cancelled by the Trustee, on behalf of the Up-MACRO Holding Down Trust, in accordance with the procedures of the Depository. On any Redemption Date on which a Net Par Amount Decrease occurred, Up-MACRO Holding Shares Down MacroShares in an amount equal to such Net Par Amount Decrease shall be cancelled by the Trustee, on behalf of the Up-MACRO Holding Down Trust, in accordance with the procedures of the Depository. (f) On the Final Scheduled Termination Date or an Early Termination Date, the Trustee, acting together with the Up Trustee, each on behalf of its respective Paired Trust and at the direction of the Administrative Agent, will terminate the Income Distribution Agreement and settle and terminate all outstanding Settlement Contracts (including the Settlement Contract, if any, which was entered into in connection with the initial offering that relates to Paired MacroShares constituting less than one MacroShares Unit).

Settlement of the Settlement Contracts; Adjustments to the Notional Amount of the Income Distribution Agreement. (a) In connection with a Paired Optional Redemption directed on a Redemption Date that is not also an Issuance Date, the Trustee, acting together with the Down-MACRO Holding Up Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will settle one Settlement Contract for each MACRO MacroShares Unit that is redeemed and amend the Income Distribution Agreement to reduce the notional amount thereof to reflect the decrease in the Aggregate Par Amount of Up-MACRO Down and Down-MACRO Holding Shares Up MacroShares that are Outstanding. (b) In connection with a Paired Issuance directed on an Issuance Date that is not also a Redemption Date, the Trustee, acting together with the Down-MACRO Holding Up Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will enter into one Settlement Contract for each MACRO MacroShares Unit that is created and amend the Income Distribution Agreement to increase the notional amount thereof to reflect the increase in the Aggregate Par Amount of Up-MACRO Down and Down-MACRO Holding Shares Up MacroShares that are Outstanding. (c) In connection with any Paired Optional Redemptions and Paired Issuances for which Redemption Orders and Creation Orders, as applicable, are received on the same Business Day, the Trustee, acting together with the Down-MACRO Holding Up Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, shall (i) amend the Income Distribution Agreement to increase or decrease the notional amount thereof based on the Net Par Amount Increase or Net Par Amount Decrease that was directed on such Business Day, and (ii) enter into additional Settlement Contracts, based on the Net Par Amount Increase that was directed on such Business Day or settle existing Settlement Contracts, based on the Net Par Amount Decrease that was directed on such Business Day. (d) Each amendment to the Income Distribution Agreement shall be in the form of Exhibit B hereto, and each Settlement Contract shall be in the form of Exhibit C hereto and shall constitute an additional confirmation to the Master Agreement. The original, executed Income Distribution Agreement, each amendment thereto and each original, executed Settlement Contract shall be maintained by the Trustee among the books and records it keeps on behalf of the Up-MACRO Holding Down Trust. (e) In connection with each Paired Optional Redemption, Redemption and each Paired Issuance and each Exchange OrderIssuance, Schedule A of one or more of the Global Certificates will be adjusted (and, if necessary, additional Global Certificates will be issued) to reflect the Net Par Amount Decrease or the Net Par Amount Increase, as applicable, in the Aggregate Par Amount of the Up-MACRO Holding Shares Down MacroShares that are Outstanding after giving effect to such Paired Optional Redemption and/or Paired Issuance and/or Exchange OrdersIssuance. On the Final Scheduled Termination Date or an Early Termination Date, after a Final Distribution has been made on the Up-MACRO Holding SharesDown MacroShares, all of such Up-MACRO Holding Shares Outstanding Down MacroShares shall be cancelled by the Trustee, on behalf of the Up-MACRO Holding Down Trust, in accordance with the procedures of the Depository. On any Redemption Date on which a Net Par Amount Decrease occurred, Up-MACRO Holding Shares Down MacroShares in an amount equal to such Net Par Amount Decrease shall be cancelled by the Trustee, on behalf of the Up-MACRO Holding Down Trust, in accordance with the procedures of the Depository.

Settlement of the Settlement Contracts; Adjustments to the Notional Amount of the Income Distribution Agreement. (a) In connection with a Paired Optional Redemption directed on a Redemption Date that is not also an Issuance Date, the Trustee, acting together with the Down-MACRO Holding Down Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will settle one Settlement Contract for each MACRO MacroShares Unit that is redeemed and amend the Income Distribution Agreement to reduce the notional amount thereof to reflect the decrease in the Aggregate Par Amount of Up-MACRO Up and Down-MACRO Holding Shares Down MacroShares that are Outstanding. (b) In connection with a Paired Issuance directed on an Issuance Date that is not also a Redemption Date, the Trustee, acting together with the Down-MACRO Holding Down Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will enter into one Settlement Contract for each MACRO MacroShares Unit that is created and amend the Income Distribution Agreement to increase the notional amount thereof to reflect the increase in the Aggregate Par Amount of Up-MACRO Up and Down-MACRO Holding Shares Down MacroShares that are Outstanding. (c) In connection with any Paired Optional Redemptions and Paired Issuances for which Redemption Orders and Creation Orders, as applicable, are received on the same Business Day, the Trustee, acting together with the Down-MACRO Holding Down Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, shall (i) amend the Income Distribution Agreement to increase or decrease the notional amount thereof based on the Net Par Amount Increase or Net Par Amount Decrease that was directed on such Business Day, and (ii) enter into additional Settlement Contracts, based on the Net Par Amount Increase that was directed on such Business Day or settle existing Settlement Contracts, based on the Net Par Amount Decrease that was directed on such Business Day. (d) Each amendment to the Income Distribution Agreement shall be in the form of Exhibit B hereto, and each Settlement Contract shall be in the form of Exhibit C hereto and shall constitute an additional confirmation to the Master Agreement. The original, executed Income Distribution Agreement, each amendment thereto and each original, executed Settlement Contract shall be maintained by the Trustee among the books and records it keeps on behalf of the Up-MACRO Holding Up Trust. (e) In connection with each Paired Optional Redemption, Redemption and each Paired Issuance and each Exchange OrderIssuance, Schedule A of one or more of the Global Certificates will be adjusted (and, if necessary, additional Global Certificates will be issued) to reflect the Net Par Amount Decrease or the Net Par Amount Increase, as applicable, in the Aggregate Par Amount of the Up-MACRO Holding Shares Up MacroShares that are Outstanding after giving effect to such Paired Optional Redemption and/or Paired Issuance and/or Exchange OrdersIssuance. On the Final Scheduled Termination Date or an Early Termination Date, after a Final Distribution has been made on the Up-MACRO Holding SharesUp MacroShares, all of such Up-MACRO Holding Shares Outstanding Up MacroShares shall be cancelled by the Trustee, on behalf of the Up-MACRO Holding Up Trust, in accordance with the procedures of the Depository. On any Redemption Date on which a Net Par Amount Decrease occurred, Up-MACRO Holding Shares Up MacroShares in an amount equal to such Net Par Amount Decrease shall be cancelled by the Trustee, on behalf of the Up-MACRO Holding Up Trust, in accordance with the procedures of the Depository. (f) On the Final Scheduled Termination Date or an Early Termination Date, the Trustee, acting together with the Down Trustee, each on behalf of its respective Paired Trust and at the direction of the Administrative Agent, will terminate the Income Distribution Agreement and settle and terminate all outstanding Settlement Contracts.

Settlement of the Settlement Contracts; Adjustments to the Notional Amount of the Income Distribution Agreement. (a) In connection with a Paired Optional Redemption directed on a Redemption Date that is not also an Issuance Date, the Trustee, acting together with the Down-MACRO Holding Up Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will settle one Settlement Contract for each MACRO MacroShares Unit that is redeemed and amend the Income Distribution Agreement to reduce the notional amount thereof to reflect the decrease in the Aggregate Par Amount of Up-MACRO Down and Down-MACRO Holding Shares Up MacroShares that are Outstanding. (b) In connection with a Paired Issuance directed on an Issuance Date that is not also a Redemption Date, the Trustee, acting together with the Down-MACRO Holding Up Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will enter into one Settlement Contract for each MACRO MacroShares Unit that is created and amend the Income Distribution Agreement to increase the notional amount thereof to reflect the increase in the Aggregate Par Amount of Up-MACRO Down and Down-MACRO Holding Shares Up MacroShares that are Outstanding. (c) In connection with any Paired Optional Redemptions and Paired Issuances for which Redemption Orders and Creation Orders, as applicable, are received on the same Business Day, the Trustee, acting together with the Down-MACRO Holding Up Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, shall (i) amend the Income Distribution Agreement to increase or decrease the notional amount thereof based on the Net Par Amount Increase or Net Par Amount Decrease that was directed on such Business Day, and (ii) enter into additional Settlement Contracts, based on the Net Par Amount Increase that was directed on such Business Day or settle existing Settlement Contracts, based on the Net Par Amount Decrease that was directed on such Business Day. (d) Each amendment to the Income Distribution Agreement shall be in the form of Exhibit B hereto, and each Settlement Contract shall be in the form of Exhibit C hereto and shall constitute an additional confirmation to the Master Agreement. The original, executed Income Distribution Agreement, each amendment thereto and each original, executed Settlement Contract shall be maintained by the Trustee among the books and records it keeps on behalf of the Up-MACRO Holding Down Trust. (e) In connection with each Paired Optional Redemption, each Paired Issuance and each Exchange Order, Schedule A of one or more of the Global Certificates will be adjusted (and, if necessary, additional Global Certificates will be issued) to reflect the Net Par Amount Decrease or the Net Par Amount Increase, as applicable, in the Aggregate Par Amount of the Up-MACRO Holding Shares Down MacroShares that are Outstanding after giving effect to such Paired Optional Redemption Paired Issuance and/or Exchange Orders. On the Final Scheduled Termination Date or an Early Termination Date, after a Final Distribution has been made on the Up-MACRO Holding SharesDown MacroShares, all of such Up-MACRO Holding Shares Down MacroShares shall be cancelled by the Trustee, on behalf of the Up-MACRO Holding Down Trust, in accordance with the procedures of the Depository. On any Redemption Date on which a Net Par Amount Decrease occurred, Up-MACRO Holding Shares Down MacroShares in an amount equal to such Net Par Amount Decrease shall be cancelled by the Trustee, on behalf of the Up-MACRO Holding Down Trust, in accordance with the procedures of the Depository.

Settlement of the Settlement Contracts; Adjustments to the Notional Amount of the Income Distribution Agreement. (a) In connection with a Paired Optional Redemption directed on a Redemption Date that is not also an Issuance Date, the Trustee, acting together with the Down-MACRO Holding Up Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will settle one Settlement Contract for each MACRO MacroShares Unit that is redeemed and amend the Income Distribution Agreement to reduce the notional amount thereof to reflect the decrease in the Aggregate Par Amount of Up-MACRO Down and Down-MACRO Holding Shares Up MacroShares that are Outstanding. (b) In connection with a Paired Issuance directed on an Issuance Date that is not also a Redemption Date, the Trustee, acting together with the Down-MACRO Holding Up Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, will enter into one Settlement Contract for each MACRO MacroShares Unit that is created and amend the Income Distribution Agreement to increase the notional amount thereof to reflect the increase in the Aggregate Par Amount of Up-MACRO Down and Down-MACRO Holding Shares Up MacroShares that are Outstanding. (c) In connection with any Paired Optional Redemptions and Paired Issuances for which Redemption Orders and Creation Orders, as applicable, are received on the same Business Day, the Trustee, acting together with the Down-MACRO Holding Up Trustee, each on behalf of its respective Paired Holding Trust and at the direction of the Administrative Agent, shall (i) amend the Income Distribution Agreement to increase or decrease the notional amount thereof based on the Net Par Amount Increase or Net Par Amount Decrease that was directed on such Business Day, and (ii) enter into additional Settlement Contracts, based on the Net Par Amount Increase that was directed on such Business Day or settle existing Settlement Contracts, based on the Net Par Amount Decrease that was directed on such Business Day. (d) Each amendment to the Income Distribution Agreement shall be in the form of Exhibit B hereto, and each Settlement Contract shall be in the form of Exhibit C hereto and shall constitute an additional confirmation to the Master Agreement. The original, executed Income Distribution Agreement, each amendment thereto and each original, executed Settlement Contract shall be maintained by the Trustee among the books and records it keeps on behalf of the Up-MACRO Holding Down Trust. (e) In connection with each Paired Optional Redemption, Redemption and each Paired Issuance and each Exchange OrderIssuance, Schedule A of one or more of the Global Certificates will be adjusted (and, if necessary, additional Global Certificates will be issued) to reflect the Net Par Amount Decrease or the Net Par Amount Increase, as applicable, in the Aggregate Par Amount of the Up-MACRO Holding Shares Down MacroShares that are Outstanding after giving effect to such Paired Optional Redemption and/or Paired Issuance and/or Exchange OrdersIssuance. On the Final Scheduled Termination Date or an Early Termination Date, after a Final Distribution has been made on the Up-MACRO Holding SharesDown MacroShares, all of such Up-MACRO Holding Shares Outstanding Down MacroShares shall be cancelled by the Trustee, on behalf of the Up-MACRO Holding Down Trust, in accordance with the procedures of the Depository. On any Redemption Date on which a Net Par Amount Decrease occurred, Up-MACRO Holding Shares Down MacroShares in an amount equal to such Net Par Amount Decrease shall be cancelled by the Trustee, on behalf of the Up-MACRO Holding Down Trust, in accordance with the procedures of the Depository. (f) On the Final Scheduled Termination Date or an Early Termination Date, the Trustee, acting together with the Up Trustee, each on behalf of its respective Paired Trust and at the direction of the Administrative Agent, will terminate the Income Distribution Agreement and settle and terminate all outstanding Settlement Contracts.