PARTICIPANT AGREEMENT PowerShares Exchange-Traded Fund Trust PowerShares Exchange-Traded Fund Trust II PowerShares Actively Managed Exchange-Traded Fund TrustParticipant Agreement • August 28th, 2012 • Powershares Exchange Traded Fund Trust • Illinois
Contract Type FiledAugust 28th, 2012 Company JurisdictionThis Participant Agreement (this “Agreement”) is entered into between Invesco Distributors, Inc. (the “Distributor”) and the (the “Participant”), and is subject to acceptance by PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II and PowerShares Actively Managed Exchange-Traded Fund Trust (collectively, the “Trust”) and The Bank of New York Mellon (the “Transfer Agent”). The Transfer Agent serves as the transfer agent of the Trust and is an Index Receipt Agent as that term is defined in the rules of the National Securities Clearing Corporation (“NSCC”). The Distributor and the Participant acknowledge and agree that the Trust shall be a third-party beneficiary of the Agreement and shall receive the benefits contemplated by the Agreement to the extent specified herein. 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 (“Shares”)
SUBLICENSE AGREEMENTSublicense Agreement • August 28th, 2012 • Powershares Exchange Traded Fund Trust • Illinois
Contract Type FiledAugust 28th, 2012 Company JurisdictionThis Sublicense Agreement (“AGREEMENT”) is entered into as of by and between Invesco PowerShares Capital Management, LLC, a Delaware corporation with offices at 855 West Prairie Avenue, Wheaton, IL 60187 (“POWERSHARES”), and PowerShares Exchange-Traded Fund Trust (“LICENSEE”).
AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENTInvestment Advisory Agreement • August 28th, 2012 • Powershares Exchange Traded Fund Trust • Illinois
Contract Type FiledAugust 28th, 2012 Company JurisdictionAmended and Restated Investment Advisory Agreement made as of April 30, 2009, between POWERSHARES EXCHANGE-TRADED FUND TRUST, a Massachusetts business trust (“Trust”), and INVESCO POWERSHARES CAPITAL MANAGEMENT LLC, formerly known as PowerShares Capital Management LLC (“Invesco PowerShares Capital Management” or the “Adviser”), a Delaware limited liability company, registered as an investment adviser under the Investment Advisers Act of 1940, as amended (“Advisers Act”).
AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENTInvestment Advisory Agreement • August 28th, 2012 • Powershares Exchange Traded Fund Trust • Illinois
Contract Type FiledAugust 28th, 2012 Company JurisdictionAmended and Restated Investment Advisory Agreement made as of April 30, 2009 between POWERSHARES EXCHANGE-TRADED FUND TRUST, a Massachusetts business trust (“Trust”), and INVESCO POWERSHARES CAPITAL MANAGEMENT LLC, formerly known as PowerShares Capital Management LLC (“Invesco PowerShares Capital Management”), a Delaware limited liability company registered as an investment adviser under the Investment Advisers Act of 1940, as amended (“Advisers Act”).
FUND ADMINISTRATION AND ACCOUNTING AGREEMENTFund Administration and Accounting Agreement • August 28th, 2012 • Powershares Exchange Traded Fund Trust • New York
Contract Type FiledAugust 28th, 2012 Company JurisdictionAGREEMENT made as of April 24, 2003, amended June 21, 2005 and as amended September 27, 2005 by and between PowerShares Exchange-Traded Fund Trust (the “Fund”), and The Bank of New York, a New York banking organization (“BNY”).
CUSTODY AGREEMENTCustody Agreement • August 28th, 2012 • Powershares Exchange Traded Fund Trust • New York
Contract Type FiledAugust 28th, 2012 Company JurisdictionAGREEMENT, originally executed April 24, 2003 and amended and re-stated as of November 16, 2004 between PowerShares Exchange-Traded Fund Trust, a business trust organized and existing under the laws of the State of Delaware having its principal office and place of business at 227 East Prairie Ave., Wheaton IL 60187 (the “Fund”) and The Bank of New York, a New York corporation authorized to do a banking business having its principal office and place of business at One Wall Street, New York, New York 10286 (“Custodian”).
AMENDED AND RESTATED MASTER DISTRIBUTION AGREEMENTMaster Distribution Agreement • August 28th, 2012 • Powershares Exchange Traded Fund Trust
Contract Type FiledAugust 28th, 2012 CompanyAmended and Restated Master Distribution Agreement made as of the 30th day of April, 2009, by and between POWERSHARES EXCHANGE-TRADED FUND TRUST, a Massachusetts business trust (the “Trust”), on behalf of each of its series of beneficial interest set forth on Schedule A to this Agreement (each individually referred to as “Fund”, or collectively as “Funds”) and INVESCO AIM DISTRIBUTORS, INC., a Delaware corporation (the “Distributor”).
EXCESS EXPENSE AGREEMENTExcess Expense Agreement • August 28th, 2012 • Powershares Exchange Traded Fund Trust
Contract Type FiledAugust 28th, 2012 CompanyExcess Expense Agreement dated as of June 16, 2011, between POWERSHARES EXCHANGE-TRADED FUND TRUST, a Massachusetts business trust (the “Trust”) and INVESCO POWERSHARES CAPITAL MANAGEMENT LLC (the “Adviser”), a Delaware limited liability company registered as an investment adviser under the Investment Advisers Act of 1940, as amended.
TRANSFER AGENCY AND SERVICE AGREEMENTTransfer Agency and Service Agreement • August 28th, 2012 • Powershares Exchange Traded Fund Trust • New York
Contract Type FiledAugust 28th, 2012 Company JurisdictionAGREEMENT made as of the 24th day of April, 2003, by and between the PowerShares Exchange-Traded Fund Trust, a Delaware business trust, having its principal office and place of business at 855 West Prairie Ave., Wheaton, IL 60187 (the “Trust”) and THE BANK OF NEW YORK, a New York banking company having its principal office and place of business at One Wall Street, New York, New York 10286 (the “Bank”).