0001193125-06-120454 Sample Contracts

AUTHORIZED PARTICIPANT AGREEMENT
Authorized Participant Agreement • May 26th, 2006 • iShares GSCI Commodity-Indexed Investing Pool LLC • Investors, nec • New York
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BARCLAYS GLOBAL INVESTORS INTERNATIONAL, INC., as Sponsor and BARCLAYS GLOBAL INVESTORS, N.A., as Administrative Trustee and WILMINGTON TRUST COMPANY, as Delaware Trustee TRUST AGREEMENT iSHARES® GSCI® COMMODITY-INDEXED TRUST Dated as of , 2006
Trust Agreement • May 26th, 2006 • iShares GSCI Commodity-Indexed Investing Pool LLC • Investors, nec • Delaware

This Trust Agreement, dated as of , 2006, is among Barclays Global Investors International, Inc., a Delaware corporation, as sponsor (the “Sponsor”), Barclays Global Investors, N.A., a national banking association, as administrative trustee (the “Administrative Trustee”), and Wilmington Trust Company, a Delaware banking company, as Delaware trustee (the “Delaware Trustee”).

LIMITED LIABILITY COMPANY AGREEMENT OF iSHARES® GSCI® COMMODITY-INDEXED INVESTING POOL LLC Dated as of [·], 2006
Limited Liability Company Agreement • May 26th, 2006 • iShares GSCI Commodity-Indexed Investing Pool LLC • Investors, nec • Delaware

This Limited Liability Company Agreement of iShares® GSCI® Commodity-Indexed Investing Pool LLC, a Delaware limited liability company (the “Investing Pool”), is made as of [·], 2006, among iShares® GSCI® Commodity-Indexed Trust, a Delaware statutory trust, in its capacity as a member (“Member A”), and Barclays Global Investors International, Inc., a Delaware corporation, in its capacity as a member (“Member B” and, together with Member A, the “Members”) and the Manager (as defined below).

Distribution Agreement
Distribution Agreement • May 26th, 2006 • iShares GSCI Commodity-Indexed Investing Pool LLC • Investors, nec • New York

Barclays Global Investors International, Inc., a Delaware corporation (the “Sponsor”), has sponsored the formation of a trust, known as “iShares® GSCI® Commodity-Indexed Trust” (the “Trust”) pursuant to the laws of the State of Delaware for which Barclays Global Investors, N.A. acts as trustee (the “Trustee”). Upon the basis of the representations and warranties set forth in Section 1 hereof and subject to the applicable terms and conditions set forth herein, the Trust will issue and sell to you (the “Initial Purchaser”) an aggregate of [150,000] units of fractional undivided beneficial interest in and ownership of the Trust (the “iShares®” and, such [150,000] units of iShares®, the “Purchased Shares”) upon transfer by the Initial Purchaser to the Trust of [three] Basket Amounts as described in the Prospectus (as defined herein) (the “Initial Basket Amounts”).

iSHARES GSCI COMMODITY- INDEXED TRUST SUBLICENSE AGREEMENT
Sublicense Agreement • May 26th, 2006 • iShares GSCI Commodity-Indexed Investing Pool LLC • Investors, nec • New York

This Sublicense Agreement (the “Agreement”) is made as of , 2006, by and between Barclays Global Investors, N.A., a national banking association organized under the laws of the United States (“BGI”) and the iShares GSCI-Commodity-Indexed Trust, a Delaware statutory trust (the “Trust”).

iSHARES GSCI COMMODITY- INDEXED INVESTING POOL SUBLICENSE AGREEMENT
Sublicense Agreement • May 26th, 2006 • iShares GSCI Commodity-Indexed Investing Pool LLC • Investors, nec • New York

This Sublicense Agreement (the “Agreement”) is made as of , 2006, by and between Barclays Global Investors, N.A., a national banking association organized under the laws of the United States (“BGI”) and the iShares GSCI-Commodity-Indexed Investing Pool, a Delaware limited liability company (the “Investing Pool”).

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