0000943663-07-000453 Sample Contracts

PARTICIPATION AGREEMENT
Participation Agreement • August 23rd, 2007 • Master Trust • Delaware

THIS AGREEMENT is made and entered into as of the 23rd day of August, 2007, by and between UBS MONEY SERIES, a Delaware statutory trust (the “Feeder Trust”), on behalf of its series listed in Appendix A (the “Feeder Funds”); and MASTER TRUST, a Delaware statutory trust (the “Master Trust”), on behalf of its series listed in Appendix B (the “Master Portfolios”).

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MANAGEMENT CONTRACT
Management Contract • August 23rd, 2007 • Master Trust • Delaware

This management contract (“Contract”) made as of August 23, 2007 between MASTER TRUST, a Delaware statutory trust (“Trust”), and UBS GLOBAL ASSET MANAGEMENT (AMERICAS) INC. (“UBS Global AM”), a Delaware corporation registered as an investment adviser under the Investment Advisers Act of 1940, as amended.

FORM OF CUSTODIAN CONTRACT
Custodian Contract • August 23rd, 2007 • Master Trust

This Contract between Master Trust, a statutory trust organized and existing under the laws of the State of Delaware, having its principal place of business at 51 West 52nd Street, New York, New York 10019-6114 hereinafter called the "Fund," and State Street Bank and Trust Company, a Massachusetts trust company, having its principal place of business at 225 Franklin Street, Boston, Massachusetts, 02110, hereinafter called the "Custodian."

PRIVATE PLACEMENT AGENCY CONTRACT
Exclusive Placement Agent Agreement • August 23rd, 2007 • Master Trust • New York
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