0001193125-14-057397 Sample Contracts

PARTICIPANT AGREEMENT PowerShares Exchange-Traded Fund Trust PowerShares Exchange-Traded Fund Trust II PowerShares Actively Managed Exchange-Traded Fund Trust
Participant Agreement • February 18th, 2014 • Powershares Exchange Traded Fund Trust • Illinois

The parties to the Agreement, in addition to the consideration of the premises and the agreements contained in the Agreement, agree as follows:

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SUBLICENSE AGREEMENT
Sublicense Agreement • February 18th, 2014 • Powershares Exchange Traded Fund Trust • Illinois

This Sublicense Agreement (“AGREEMENT”) is entered into as of by and between Invesco PowerShares Capital Management, LLC, a Delaware corporation with offices at 3500 Lacey Road, Suite 700, Downers Grove, Illinois 60515 (“POWERSHARES”), and PowerShares Exchange-Traded Fund Trust (“LICENSEE”).

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MANAGEMENT SERVICES AGREEMENT
Management Services Agreement • February 18th, 2014 • Powershares Exchange Traded Fund Trust • Illinois

THIS AGREEMENT (the “Agreement”) is made as of December 12, 2012 by and between PowerShares Exchange-Traded Fund Trust (the “Trust”) and Invesco PowerShares Capital Management LLC (“Invesco PowerShares Capital Management” or the “Adviser”).

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