0001144204-11-005806 Sample Contracts

FUND COMPLIANCE SERVICES AGREEMENT
Fund Compliance Services Agreement • February 3rd, 2011 • FocusShares Trust • New York

AGREEMENT made as of ____________, 2011 by and between FocusShares Trust, a Delaware statutory trust, with its principal office and place of business at 210 Summit Avenue, Suite C-11, Montvale, New Jersey 07645 (the “Fund Company”), FocusShares, LLC, a Delaware limited liability company, with its principal office and place of business at 210 Summit Avenue, Suite C-11, Montvale, New Jersey 07645 (the “Adviser”) and Foreside Compliance Services, LLC, a Delaware limited liability company, with its principal office and place of business at Three Canal Plaza, Portland, Maine 04101 (“Foreside”).

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PFO/TREASURER SERVICES AGREEMENT
Pfo/Treasurer Services Agreement • February 3rd, 2011 • FocusShares Trust • New York

AGREEMENT made as of ____________, 2011 by and between FocusShares Trust, a Delaware statutory trust, with its principal office and place of business at 210 Summit Avenue, Suite C-11, Montvale, New Jersey 07645 (the “Fund”), FocusShares, LLC, a Delaware limited liability company, with its principal office and place of business at 210 Summit Avenue, Suite C-11, Montvale, New Jersey 07645 (the “Adviser”) and Foreside Management Services, LLC, a Delaware limited liability company with its principal office and place of business at Three Canal Plaza, Suite 100, Portland, Maine 04101 (“Foreside”).

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