0001116502-09-001121 Sample Contracts

MACROSHARES HOUSING DEPOSITOR, LLC, as Depositor, STATE STREET BANK AND TRUST COMPANY, N.A. as Trustee, MACROMARKETS LLC, as Administrative Agent and MACRO FINANCIAL, LLC, as Marketing Agent AMENDED AND RESTATED MACROSHARES MAJOR METRO HOUSING UP...
Trust Agreement • July 22nd, 2009 • MacroShares Housing Depositor, LLC • Asset-backed securities • New York

This AMENDED AND RESTATED TRUST AGREEMENT, dated as of June 29, 2009 (this "Trust Agreement"), is hereby entered into among MACROSHARES HOUSING DEPOSITOR, LLC, a Delaware limited liability company, as depositor (the "Depositor"), STATE STREET BANK AND TRUST COMPANY, N.A., not in its individual capacity but solely as trustee (the "Trustee"), MACROMARKETS LLC, not in its individual capacity but solely as administrative agent (in such capacity, the "Administrative Agent"), and MACRO FINANCIAL, LLC, as marketing agent (in such capacity, the "Marketing Agent").

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SUBLICENSE AGREEMENT
Sublicense Agreement • July 22nd, 2009 • MacroShares Housing Depositor, LLC • Asset-backed securities

This SUBLICENSE AGREEMENT (this “Agreement”) by and between MacroMarkets LLC ("MM"), a Delaware limited liability company, its affiliate, MacroShares Housing Depositor, LLC ("MHD"), MacroShares Major Metro Housing Up Trust (the "Up Trust") and MacroShares Major Metro Housing Down Trust (the "Down Trust" and, together with MHD and the Up Trust, the "Sublicensees"), is entered into as of this twenty-ninth day of June, 2009 ("the Commencement Date").

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