Oppenheimer Principal Protected Trust Ii Sample Contracts

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AMENDED AND RESTATED DISTRIBUTION AND SERVICE PLAN AND AGREEMENT
Distribution Agreement • October 25th, 2005 • Oppenheimer Principal Protected Trust Ii
BETWEEN
Global Custody Agreement • November 6th, 2003 • Oppenheimer Principal Protected Trust Ii • New York
AMENDED AND RESTATED SERVICE PLAN AND AGREEMENT
Service Plan and Agreement • December 5th, 2006 • Oppenheimer Principal Protected Trust Ii
AMENDED AND RESTATED DISTRIBUTION AND SERVICE PLAN AND AGREEMENT
Distribution Agreement • December 5th, 2006 • Oppenheimer Principal Protected Trust Ii
BETWEEN
General Distributor's Agreement • November 6th, 2003 • Oppenheimer Principal Protected Trust Ii
SERVICE PLAN AND AGREEMENT
Service Plan and Agreement • November 6th, 2003 • Oppenheimer Principal Protected Trust Ii
FINANCIAL WARRANTY AGREEMENT
Financial Warranty Agreement • January 26th, 2004 • Oppenheimer Principal Protected Trust Ii • Utah
AMENDED AND RESTATED SERVICE AGREEMENT
Service Agreement • December 28th, 2009 • Oppenheimer Principal Protected Trust Ii • New York

Amended and Restated Service Agreement, dated as of June 30, 2009, (this “Agreement”) among OppenheimerFunds, Inc. (the “Adviser”), Oppenheimer Principal Protected Trust II (the “Trust”) on behalf of its series, Oppenheimer Principal Protected Main Street Fund II (the “Fund”), J.P. Morgan Chase Bank (the “Custodian”) and Main Place Funding, LLC (the “Warranty Provider”).

ASSIGNMENT AND CONSENT AGREEMENT
Assignment and Consent Agreement • December 28th, 2009 • Oppenheimer Principal Protected Trust Ii • New York

THIS ASSIGNMENT AND CONSENT AGREEMENT (this “Agreement”) is entered into on June 30, 2009, by and among OPPENHEIMER PRINCIPAL PROTECTED TRUST II, an open-end management investment company organized as a business trust under the laws of the Commonwealth of Massachusetts (the “Trust”), on behalf of its series, OPPENHEIMER PRINCIPAL PROTECTED MAIN STREET FUND II (the “Fund”), OPPENHEIMERFUNDS, INC., a corporation organized under the laws of the State of Colorado (the “Adviser”), Merrill Lynch Bank USA, an industrial bank organized under the laws of the State of Utah (“Assignor”), and Main Place Funding, LLC, a limited liability company organized under the laws of the State of Delaware (“Assignee”).

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