0001193125-10-218757 Sample Contracts

AMENDMENT #16 to AGENCY SERVICES AGREEMENT
Agency Services Agreement • September 28th, 2010 • Proshares Trust • New York

WHEREAS, ProShares and the Bank have entered into an Agency Services Agreement dated as of June 13, 2006, as amended on January 19, 2007, February 16, 2007, September 18, 2007, December 10, 2007, January 25, 2008, March 12, 2008, June 10, 2008, August 22, 2008, December 8, 2008, June 1, 2009, June 23, 2009, August 11, 2009, January 14, 2010, February 2, 2010, and March 12, 2010 (the “Agreement”), and

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AMENDMENT NO. 1 TO PFO/TREASURER SERVICES AGREEMENT
Pfo/Treasurer Services Agreement • September 28th, 2010 • Proshares Trust

This Amendment No. 1 (“Amendment No. 1”) to the PFO/Treasurer Services Agreement dated January 17, 2007, by and between ProShares Trust and Foreside Compliance Services, LLC (the “Agreement”), is hereby modified to delete reference to Simon Collier as Principal Financial Officer and Treasurer of ProShares Trust and modified to make non-specific reference to the individual who shall serve in such roles.

GLOBAL CUSTODY RIDER TO DOMESTIC CUSTODY AGREEMENT BETWEEN JPMORGAN CHASE BANK, N.A. AND PROSHARES TRUST
Domestic Custody Agreement • September 28th, 2010 • Proshares Trust
AMENDMENT #16 to GLOBAL CUSTODY AGREEMENT
Global Custody Agreement • September 28th, 2010 • Proshares Trust • New York

WHEREAS, ProShares and the Bank have entered into a Global Custody Agreement dated as of May 25, 2006, as amended on January 19, 2007, February 16, 2007, September 18, 2007, December 10, 2007, January 25, 2008, March 12, 2008, June 10, 2008, August 22, 2008, December 8, 2008, June 1, 2009, June 23, 2009, August 11, 2009, January 14, 2010, February 2, 2010, and March 12, 2010 (the “Agreement”), and

AMENDMENT #3 TO CASH TRADE EXECUTION RIDER TO DOMESTIC CUSTODY AGREEMENT
Domestic Custody Agreement • September 28th, 2010 • Proshares Trust • New York

WHEREAS, the Bank and the Customer have entered into Rider to Domestic Custody Agreement Cash Trade Execution Product dated as of May 25, 2006, Amendment #1 to Cash Trade Execution Rider to Domestic Custody Agreement dated as of August 31, 2006 and Amendment #2 to Cash Trade Execution Rider to Domestic Agreement dated as of February 23, 2007 (collectively, the “Agreement”), and

RIDER TO DOMESTIC CUSTODY AGREEMENT CASH TRADE EXECUTION PRODUCT
Domestic Custody Agreement • September 28th, 2010 • Proshares Trust

This Rider to Domestic Custody Agreement (this “Rider”) dated as of May 25, 2006 supplements and forms a part of the Domestic Custody Agreement (the “Agreement”), dated as of the date hereof between ProShares Trust (“Customer”) and JPMorgan Chase Bank, N.A. (“Bank”). Capitalized terms in this Rider that are not defined herein have the meaning set forth in the Agreement.

AMENDMENT AGREEMENT #16 to FUND SERVICES AGREEMENT
Amendment Agreement • September 28th, 2010 • Proshares Trust • New York

AMENDMENT AGREEMENT #16 (the “Amendment”) dated as of April 19, 2010 between PROSHARES TRUST (“ProShares”) and J.P. MORGAN INVESTOR SERVICES CO. (“J.P. Morgan”).

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