0000950135-08-000333 Sample Contracts

SECURITIES LENDING AUTHORIZATION AGREEMENT Between THE SELECT SECTOR SPDR® TRUST ON BEHALF OF EACH OF ITS RESPECTIVE SERIES AS LISTED ON SCHEDULE B, SEVERALLY AND NOT JOINTLY, and STATE STREET BANK AND TRUST COMPANY
Securities Lending Authorization Agreement • January 25th, 2008 • Select Sector SPDR Trust • Massachusetts

This Agreement shall be deemed for all purposes to constitute a separate and discrete agreement between State Street and each of the series of the Trust as listed on Schedule B to this Agreement (the Trust acting on behalf of each such series, a “Fund” and collectively, the “Funds”) as it may be amended by the parties, and no series of the Trust shall be responsible or liable for any of the obligations of any other series of the Trust under this Agreement or otherwise, notwithstanding anything to the contrary contained herein.

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Select Sector SPDR® Trust PARTICIPANT AGREEMENT
Select Sector Spdr® Trust Participant Agreement • January 25th, 2008 • Select Sector SPDR Trust • Massachusetts

This Participant Agreement (the “Agreement”) is entered into by and between ALPS Distributors, Inc. (the “Distributor”), State Street Bank and Trust Company, as transfer agent (the “Transfer Agent”) and [Participant’s name and NSCC#] (the “Participant”) and is subject to acceptance by Select Sector SPDR® Trust (the “Trust”). The Trust is an open-end management investment company organized as a Massachusetts business trust which consists of investment portfolios as set forth in the Trust’s current prospectuses (each a “Fund” and collectively the “Funds”). The Distributor has been retained to provide certain services with respect to acting as principal underwriter of the Trust in connection with the creation and distribution of shares the Funds (the “Shares”). The Transfer Agent has been retained to provide certain services with respect to the creation and redemption of Shares. As specified in the Trust’s current prospectuses and Statement of Additional Information (together, the “Prospe

The Select Sector SPDR® Trust One Lincoln Street Boston, MA 02111
Select Sector SPDR Trust • January 25th, 2008

Reference is made to the Investment Advisory Agreement between us dated as of December 1, 2003 (the “Agreement”). Pursuant to Section 8 of the Agreement, this letter serves to amend Exhibit A to the Agreement to reflect a new fee schedule for the Funds.

THE SELECT SECTOR SPDR TRUST AMENDMENT TO THE AMENDED AND RESTATED MARKETING AGREEMENT
Marketing Agreement • January 25th, 2008 • Select Sector SPDR Trust

THIS AMENDMENT is made as of August 3, 2007 by and between The Select Sector SPDR Trust, a Massachusetts business Trust (the “Trust”) and ALPS Fund Services, Inc., a Colorado corporation (“ALPS”). The Trust and ALPS are parties to an Amended and Restated Marketing Agreement dated November 11, 2005 (the “Agreement”). The Trust and ALPS wish to amend the Agreement as follows:

ANTI-MONEY LAUNDERING SERVICES AMENDMENT
Select Sector SPDR Trust • January 25th, 2008

SELECT SECTOR SPDR TRUST (the “Fund”) and STATE STREET BANK & TRUST COMPANY (the “Transfer Agent”) are parties to an agreement dated as of December 1, 1998 (the “Agreement”) under which the Transfer Agent performs certain transfer agency and/or recordkeeping services for the Fund. In connection with the enactment of the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (“USA PATRIOT Act”) and the regulations promulgated thereunder (collectively, the “Patriot Act”), the Fund has requested and the Transfer Agent has agreed to amend the Agreement as of the date hereof in the manner set forth below:

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