0001193125-20-063305 Sample Contracts

CUSTODY AGREEMENT
Custody Agreement • March 6th, 2020 • ProShares Trust II • Commodity contracts brokers & dealers • New York

AGREEMENT, dated as of September 13, 2018 and effective as of October 1, 2018, by and between ProShares Trust II, a Delaware statutory trust, having its principal office and place of business at 7501 Wisconsin Avenue, Suite 1000E, Bethesda, MD 20814 (the “Trust”), on behalf of its series listed on Schedule II hereto and all future series of the Trust, and The Bank of New York Mellon, a New York corporation authorized to do a banking business, having its principal office and place of business at 225 Liberty Street, New York, New York 10286 (“Custodian”).

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PROSHARES TRUST II AUTHORIZED PARTICIPANT AGREEMENT
Authorized Participant Agreement • March 6th, 2020 • ProShares Trust II • Commodity contracts brokers & dealers • New York

This Authorized Participant Agreement (the “Agreement”), dated as of _______________, is entered into by and among ____________ (the “Authorized Participant”), ProShares Trust II, a Delaware statutory trust (the “Trust”), on behalf of each of its series severally and not jointly, and ProShare Capital Management LLC, a Maryland limited liability company, as sponsor of the Trust (the “Sponsor”).

AMENDMENT NUMBER 1 TO THE AMENDED AND RESTATED TRUST AGREEMENT OF PROSHARES TRUST II
ProShares Trust II • March 6th, 2020 • Commodity contracts brokers & dealers

This Amendment Number 1 to the Amended and Restated Trust Agreement of ProShares Trust II (the “Trust”) amends, effective immediately, the Amended and Restated Trust Agreement of the Trust, dated September 8, 2008, between ProShare Capital Management, LLC (the “Sponsor”), a Maryland limited liability company, and Wilmington Trust Company, a Delaware banking company, as trustee (the “Agreement”).

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