0001104659-12-086741 Sample Contracts

CUSTODY AGREEMENT
Custody Agreement • December 28th, 2012 • PowerShares Exchange-Traded Fund Trust II • New York

AGREEMENT, dated as of , 200 between PowerShares Global Exchange-Traded Fund Trust, a Massachusetts business trust, having its principal office and place of business at 301 West Roosevelt Road, Wheaton, Illinois 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”).

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FUND ADMINISTRATION AND ACCOUNTING AGREEMENT
Fund Administration and Accounting Agreement • December 28th, 2012 • PowerShares Exchange-Traded Fund Trust II • New York

AGREEMENT made as of , 2007, by and between PowerShares Global Exchange-Traded Fund Trust (the “Fund”) and The Bank of New York, a New York banking organization (“BNY”).

INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • December 28th, 2012 • PowerShares Exchange-Traded Fund Trust II • Illinois

Investment Sub-Advisory Agreement made as of January 18, 2011 by and among INVESCO POWERSHARES CAPITAL MANAGEMENT LLC (the “Adviser”) and each of Invesco Advisers, Inc., Invesco Asset Management Deutschland, GmbH, Invesco Asset Management Ltd., Invesco Asset Management (Japan) Limited, Invesco Australia Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc. and Invesco Trimark Ltd. (each a “Sub-Adviser” and collectively, the “Sub-Advisers”).

TRANSFER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • December 28th, 2012 • PowerShares Exchange-Traded Fund Trust II • New York
FOREIGN CUSTODY MANAGER AGREEMENT
Foreign Custody Manager Agreement • December 28th, 2012 • PowerShares Exchange-Traded Fund Trust II • New York

WHEREAS, the Fund desires to appoint BNY as a Foreign Custody Manager (as such term is defined in Rule 17f-5 of the Investment Company Act of 1940, as amended (the “1940 Act”)) on the terms and conditions contained herein;

SUBLICENSE AGREEMENT
Sublicense Agreement • December 28th, 2012 • PowerShares Exchange-Traded Fund Trust II • Illinois

This 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 II (“LICENSEE”).

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