0001193125-06-182367 Sample Contracts

DISTRIBUTION AGREEMENT
Distribution Agreement • August 30th, 2006 • Proshares Trust • Delaware

THIS AGREEMENT is made as of this 14th day of November, 2005 between ProShares Trust (“the Trust”), a Delaware business trust and SEI Investments Distribution Co. (the “Distributor”), a Pennsylvania corporation.

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AGENCY SERVICES AGREEMENT
Agency Services Agreement • August 30th, 2006 • Proshares Trust • New York

THIS AGENCY SERVICES AGREEMENT made as of the 13th day of June, 2006 by and between PROSHARES TRUST, a Delaware business trust and registered investment company under the Investment Company Act of 1940, as amended (the “1940 Act”), with offices at 7501 Wisconsin Avenue, Suite 1000, Bethesda, Maryland 20814. (the “Trust”) and JPMORGAN CHASE BANK, N.A. a national banking association with a place of business at 3 Chase MetroTech Center, Brooklyn, New York 11245 (“Bank”).

DOMESTIC CUSTODY AGREEMENT BETWEEN PROSHARES TRUST AND JPMORGAN CHASE BANK, N.A.
Domestic Custody Agreement • August 30th, 2006 • Proshares Trust • New York

This Agreement, dated as of May 25, 2006, is between JPMORGAN CHASE BANK, N.A. (“Bank”), with a place of business at 4 MetroTech Center, Brooklyn New York 11245; and PROSHARES TRUST (“Customer”) a Delaware business trust and a company registered under the Investment Company Act of 1940, as amended, with a place of business at 7501 Wisconsin Avenue, Suite 1000, Bethesda, Maryland 20814, severally and for and on behalf of certain of its respective portfolios listed on Exhibit 1 hereto (each a “Fund”).

ProShares Trust PFO/TREASURER SERVICES AGREEMENT
Treasurer Services Agreement • August 30th, 2006 • Proshares Trust • Delaware

AGREEMENT made as of the 19th of June, 2006 by and between ProShares Trust, a Delaware business trust, with its principal office and place of business at 7501 Wisconsin Avenue, Suite 1000, Bethesda, MD 20814 (the “Fund”), and Foreside Compliance Services, LLC, a Delaware limited liability company with its principal office and place of business at Two Portland Square, Portland, Maine 04101 (“Foreside”).

FUND SERVICES AGREEMENT
Fund Services Agreement • August 30th, 2006 • Proshares Trust • New York

AGREEMENT made as of June 16, 2006 by and between PROSHARES TRUST (the “Trust”), a Delaware business trust, and J.P. MORGAN INVESTOR SERVICES CO. (“J.P. Morgan”), a Delaware corporation and a wholly-owned subsidiary of JP Morgan Chase & Co.

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