Common use of SUMMARY Clause in Contracts

SUMMARY. As provided in the Fifth Amended and Restated Declaration of Trust and Trust Agreement of the Trust, as amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below), units of fractional undivided beneficial interest in and ownership of each Fund (individually and collectively, the “Shares”) may be created or redeemed by the Managing Owner for an Authorized Participant in aggregations of two hundred thousand (200,000) Shares (each aggregation, a “Basket”). Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only), as currently effective and on file with the Securities and Exchange Commission (“SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “Prospectuses”). Under the Trust Agreement, the Managing Owner is authorized to issue Baskets to, and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust Agreement. To the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 7 contracts

Samples: Invesco Db Multi (Invesco DB Multi-Sector Commodity Trust), Invesco Db Multi (Invesco DB Multi-Sector Commodity Trust), Invesco Db Multi (Invesco DB Multi-Sector Commodity Trust)

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SUMMARY. As provided in The Trustee serves as the Fifth Amended and Restated Declaration trustee of the Trust and pursuant to the Depositary Trust Agreement dated as of June 8, 2006, among the TrustSponsor, as amended the Trustee, the registered owners and beneficial owners from time to time of Canadian Dollar Shares issued thereunder and all depositors (the “Trust Agreement”) as currently ). As provided in effect the Trust Agreement and described in the applicable Prospectus (defined below), units of fractional undivided beneficial interest interests in and ownership of each Fund the Trust (individually and collectively, the “Shares”) may be created or redeemed by the Managing Owner Trustee for an Authorized Participant in aggregations of two hundred fifty thousand (200,00050,000) Shares (each aggregation, a “Basket”). Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund Trust on Form S-1, as amended (Registration Nos.No: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only132363), as currently declared effective and on file with by the Securities and Exchange Commission (“SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration StatementsStatement”) together with the prospectuses prospectus of the Trust in the form first filed with the SEC under pursuant to Rule 424(b424 (the “Prospectus”) adopted under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “Prospectuses”). Under the Trust Agreement, the Managing Owner Trustee is authorized to issue Baskets to, and redeem Baskets from, Authorized Participants, (i) through Participants under the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing ProcessTrust Agreement, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cashan amount of Canadian Dollars that is transferred between such Authorized Participant and the Trust. Under the Trust Agreement, the Trustee issues Baskets in exchange for Canadian Dollars which are transferred by an Authorized Participant to the London Branch of JPMorgan Chase Bank, N.A. (the “Depository”), and when the Trustee redeems Baskets tendered for redemption by an Authorized Participant in exchange for Canadian Dollars, the Canadian Dollars held in the Trust Account are transferred to the Authorized Participant by the Depository. The foregoing Canadian Dollar transfers are also governed by the Deposit Account Agreement the Trust has entered into with the Depository (the “Deposit Account Agreement”). This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fundthe Trust, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus prospectus-delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section portion of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase placing an Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust Agreement. To the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 6 contracts

Samples: Participant Agreement (Currencyshares Canadian Dollar Trust), Participant Agreement (Currencyshares Canadian Dollar Trust), Participant Agreement (Currencyshares Canadian Dollar Trust)

SUMMARY. As provided in The Trustee serves as the Fifth Amended and Restated Declaration trustee of the Trust and pursuant to the Depositary Trust Agreement dated as of June 8, 2006, among the TrustSponsor, as amended the Trustee, the registered owners and beneficial owners from time to time of Swiss Franc Shares issued thereunder and all depositors (the “Trust Agreement”) as currently ). As provided in effect the Trust Agreement and described in the applicable Prospectus (defined below), units of fractional undivided beneficial interest interests in and ownership of each Fund the Trust (individually and collectively, the “Shares”) may be created or redeemed by the Managing Owner Trustee for an Authorized Participant in aggregations of two hundred fifty thousand (200,00050,000) Shares (each aggregation, a “Basket”). Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund Trust on Form S-1, as amended (Registration Nos.No: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only13264), as currently declared effective and on file with by the Securities and Exchange Commission (“SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration StatementsStatement”) together with the prospectuses prospectus of the Trust in the form first filed with the SEC under pursuant to Rule 424(b424 (the “Prospectus”) adopted under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “Prospectuses”). Under the Trust Agreement, the Managing Owner Trustee is authorized to issue Baskets to, and redeem Baskets from, Authorized Participants, (i) through Participants under the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing ProcessTrust Agreement, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cashan amount of Swiss Francs that is transferred between such Authorized Participant and the Trust. Under the Trust Agreement, the Trustee issues Baskets in exchange for Swiss Francs which are transferred by an Authorized Participant to the London Branch of JPMorgan Chase Bank, N.A. (the “Depository”), and when the Trustee redeems Baskets tendered for redemption by an Authorized Participant in exchange for Swiss Francs, the Swiss Francs held in the Trust Account are transferred to the Authorized Participant by the Depository. The foregoing Swiss Franc transfers are also governed by the Deposit Account Agreement the Trust has entered into with the Depository (the “Deposit Account Agreement”). This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fundthe Trust, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus prospectus-delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section portion of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase placing an Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust Agreement. To the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 5 contracts

Samples: Participant Agreement (Currencyshares Swiss Franc Trust), Participant Agreement (Currencyshares Swiss Franc Trust), Participant Agreement (Currencyshares Swiss Franc Trust)

SUMMARY. As provided in The Trustee serves as the Fifth Amended and Restated Declaration trustee of the Trust and pursuant to the Depositary Trust Agreement dated as of June 8, 2006, among the TrustSponsor, as amended the Trustee, the registered owners and beneficial owners from time to time of Australian Dollar Shares issued thereunder and all depositors (the “Trust Agreement”) as currently ). As provided in effect the Trust Agreement and described in the applicable Prospectus (defined below), units of fractional undivided beneficial interest interests in and ownership of each Fund the Trust (individually and collectively, the “Shares”) may be created or redeemed by the Managing Owner Trustee for an Authorized Participant in aggregations of two hundred fifty thousand (200,00050,000) Shares (each aggregation, a “Basket”). Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund Trust on Form S-1, as amended (Registration Nos.No: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only13262), as currently declared effective and on file with by the Securities and Exchange Commission (“SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration StatementsStatement”) together with the prospectuses prospectus of the Trust in the form first filed with the SEC under pursuant to Rule 424(b424 (the “Prospectus”) adopted under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “Prospectuses”). Under the Trust Agreement, the Managing Owner Trustee is authorized to issue Baskets to, and redeem Baskets from, Authorized Participants, (i) through Participants under the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing ProcessTrust Agreement, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cashan amount of Australian Dollars that is transferred between such Authorized Participant and the Trust. Under the Trust Agreement, the Trustee issues Baskets in exchange for Australian Dollars which are transferred by an Authorized Participant to the London Branch of JPMorgan Chase Bank, N.A. (the “Depository”), and when the Trustee redeems Baskets tendered for redemption by an Authorized Participant in exchange for Australian Dollars, the Australian Dollars held in the Trust Account are transferred to the Authorized Participant by the Depository. The foregoing Australian Dollar transfers are also governed by the Deposit Account Agreement the Trust has entered into with the Depository (the “Deposit Account Agreement”). This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fundthe Trust, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus prospectus-delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section portion of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase placing an Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust Agreement. To the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 5 contracts

Samples: Participant Agreement (Currencyshares Australian Dollar Trust), Participant Agreement (Currencyshares Australian Dollar Trust), Participant Agreement (Currencyshares Australian Dollar Trust)

SUMMARY. As provided in The Trustee serves as the Fifth Amended and Restated Declaration trustee of the Trust and pursuant to the Depositary Trust Agreement dated as of , 2007 among the TrustSponsor, as amended the Trustee, the registered owners and beneficial owners from time to time of Japanese Yen Shares issued thereunder and all depositors (the “Trust Agreement”) as currently ). As provided in effect the Trust Agreement and described in the applicable Prospectus (defined below), units of fractional undivided beneficial interest interests in and ownership of each Fund the Trust (individually and collectively, the “Shares”) may be created or redeemed by the Managing Owner Trustee for an Authorized Participant in aggregations of two hundred fifty thousand (200,00050,000) Shares (each aggregation, a “Basket”). Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund Trust on Form S-1, as amended (Registration Nos.No: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only138881), as currently declared effective and on file with by the Securities and Exchange Commission (“SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration StatementsStatement”) together with the prospectuses prospectus of the Trust in the form first filed with the SEC under pursuant to Rule 424(b424 (the “Prospectus”) adopted under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “Prospectuses”). Under the Trust Agreement, the Managing Owner Trustee is authorized to issue Baskets to, and redeem Baskets from, Authorized Participants, (i) through Participants under the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing ProcessTrust Agreement, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cashan amount of Japanese Yen that is transferred between such Authorized Participant and the Trust. Under the Trust Agreement, the Trustee issues Baskets in exchange for Japanese Yen which are transferred by an Authorized Participant to the London Branch of JPMorgan Chase Bank, N.A. (the “Depository”), and when the Trustee redeems Baskets tendered for redemption by an Authorized Participant in exchange for Japanese Yen, the Japanese Yen held in the Trust Account are transferred to the Authorized Participant by the Depository. The foregoing Japanese Yen transfers are also governed by the Deposit Account Agreement the Trust has entered into with the Depository (the “Deposit Account Agreement”). This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fundthe Trust, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus prospectus-delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section portion of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase placing an Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust Agreement. To the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 4 contracts

Samples: Participant Agreement (Currencyshares Japanese Yen Trust), Participant Agreement (Currencyshares Japanese Yen Trust), Participant Agreement (Currencyshares Japanese Yen Trust)

SUMMARY. As provided in The Trustee serves as the Fifth Amended and Restated Declaration trustee of the Trust and pursuant to the Depositary Trust Agreement dated as of June 8, 2006, among the TrustSponsor, as amended the Trustee, the registered owners and beneficial owners from time to time of Swedish Krona Shares issued thereunder and all depositors (the “Trust Agreement”) as currently ). As provided in effect the Trust Agreement and described in the applicable Prospectus (defined below), units of fractional undivided beneficial interest interests in and ownership of each Fund the Trust (individually and collectively, the “Shares”) may be created or redeemed by the Managing Owner Trustee for an Authorized Participant in aggregations of two hundred fifty thousand (200,00050,000) Shares (each aggregation, a “Basket”). Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund Trust on Form S-1, as amended (Registration Nos.No: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only13266), as currently declared effective and on file with by the Securities and Exchange Commission (“SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration StatementsStatement”) together with the prospectuses prospectus of the Trust in the form first filed with the SEC under pursuant to Rule 424(b424 (the “Prospectus”) adopted under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “Prospectuses”). Under the Trust Agreement, the Managing Owner Trustee is authorized to issue Baskets to, and redeem Baskets from, Authorized Participants, (i) through Participants under the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing ProcessTrust Agreement, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cashan amount of Swedish Kronor that is transferred between such Authorized Participant and the Trust. Under the Trust Agreement, the Trustee issues Baskets in exchange for Swedish Kronor which are transferred by an Authorized Participant to the London Branch of JPMorgan Chase Bank, N.A. (the “Depository”), and when the Trustee redeems Baskets tendered for redemption by an Authorized Participant in exchange for Swedish Kronor, the Swedish Kronor held in the Trust Account are transferred to the Authorized Participant by the Depository. The foregoing Swedish Krona transfers are also governed by the Deposit Account Agreement the Trust has entered into with the Depository (the “Deposit Account Agreement”). This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fundthe Trust, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus prospectus-delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section portion of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase placing an Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust Agreement. To the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 4 contracts

Samples: Participant Agreement (Currencyshares Swedish Krona Trust), Participant Agreement (Currencyshares Swedish Krona Trust), Participant Agreement (Currencyshares Swedish Krona Trust)

SUMMARY. As provided in The Trustee serves as the Fifth Amended and Restated Declaration trustee of the Trust and pursuant to the Depositary Trust Agreement dated as of December 5, 2005, among the TrustSponsor, as amended the Trustee, the registered owners and beneficial owners from time to time of Euro CurrencyShares issued thereunder and all depositors (the “Trust Agreement”) as currently ). As provided in effect the Trust Agreement and described in the applicable Prospectus (defined below), units of fractional undivided beneficial interest interests in and ownership of each Fund the Trust (individually and collectively, the “Shares”) may be created or redeemed by the Managing Owner Trustee for an Authorized Participant in aggregations of two hundred fifty thousand (200,00050,000) Shares (each aggregation, a “Basket”). Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund Trust on Form S-1, as amended (Registration Nos.No: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only125581), as currently declared effective and on file with by the Securities and Exchange Commission (“SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration StatementsStatement”) together with the prospectuses prospectus of the Trust in the form first filed with the SEC under pursuant to Rule 424(b424 (the “Prospectus”) adopted under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “Prospectuses”). Under the Trust Agreement, the Managing Owner Trustee is authorized to issue Baskets to, and redeem Baskets from, Authorized Participants, (i) through Participants under the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing ProcessTrust Agreement, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cashan amount of Euro that is transferred between such Authorized Participant and the Trust. Under the Trust Agreement, the Trustee issues Baskets in exchange for Euro which are transferred by an Authorized Participant to the London Branch of JPMorgan Chase Bank, N.A. (the “Depository”), and when the Trustee redeems Baskets tendered for redemption by an Authorized Participant in exchange for Euro, the Euro held in the Trust Account are transferred to the Authorized Participant by the Depository. The foregoing Euro transfers are also governed by the Deposit Account Agreement the Trust has entered into with the Depository (the “Deposit Account Agreement”). This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fundthe Trust, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus prospectus-delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section portion of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase placing an Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust Agreement. To the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 4 contracts

Samples: Participant Agreement (Currencyshares Euro Trust), Participant Agreement (Currencyshares Euro Trust), Participant Agreement (Currencyshares Euro Trust)

SUMMARY. As provided in The Trustee serves as the Fifth Amended and Restated Declaration trustee of the Trust and pursuant to the Depositary Trust Agreement dated as of June 8, 2006, among the TrustSponsor, as amended the Trustee, the registered owners and beneficial owners from time to time of British Pound Shares issued thereunder and all depositors (the “Trust Agreement”) as currently ). As provided in effect the Trust Agreement and described in the applicable Prospectus (defined below), units of fractional undivided beneficial interest interests in and ownership of each Fund the Trust (individually and collectively, the “Shares”) may be created or redeemed by the Managing Owner Trustee for an Authorized Participant in aggregations of two hundred fifty thousand (200,00050,000) Shares (each aggregation, a “Basket”). Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund Trust on Form S-1, as amended (Registration Nos.No: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only132361), as currently declared effective and on file with by the Securities and Exchange Commission (“SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration StatementsStatement”) together with the prospectuses prospectus of the Trust in the form first filed with the SEC under pursuant to Rule 424(b424 (the “Prospectus”) adopted under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “Prospectuses”). Under the Trust Agreement, the Managing Owner Trustee is authorized to issue Baskets to, and redeem Baskets from, Authorized Participants, (i) through Participants under the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing ProcessTrust Agreement, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cashan amount of British Pounds that is transferred between such Authorized Participant and the Trust. Under the Trust Agreement, the Trustee issues Baskets in exchange for British Pounds which are transferred by an Authorized Participant to the London Branch of JPMorgan Chase Bank, N.A. (the “Depository”), and when the Trustee redeems Baskets tendered for redemption by an Authorized Participant in exchange for British Pounds, the British Pounds held in the Trust Account are transferred to the Authorized Participant by the Depository. The foregoing British Pound transfers are also governed by the Deposit Account Agreement the Trust has entered into with the Depository (the “Deposit Account Agreement”). This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fundthe Trust, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus prospectus-delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section portion of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase placing an Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust Agreement. To the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 4 contracts

Samples: Participant Agreement (Currencyshares British Pound Sterling Trust), Participant Agreement (Currencyshares British Pound Sterling Trust), Participant Agreement (Currencyshares British Pound Sterling Trust)

SUMMARY. As provided in The Trustee serves as the Fifth Amended and Restated Declaration trustee of the Trust and pursuant to the Depositary Trust Agreement dated as of August 16, 2011 among the TrustSponsor, as amended from time to time the Trustee, and all depositors (the “Trust Agreement”) as currently ). As provided in effect the Trust Agreement and described in the applicable Prospectus (defined below), units of fractional undivided beneficial interest interests in and ownership of each Fund the Trust (individually and collectively, the “Shares”) may be created or redeemed by the Managing Owner Trustee for an Authorized Participant in aggregations of two hundred fifty thousand (200,00050,000) Shares (each aggregation, a “Basket”). Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund Trust on Form S-1, as amended (Registration Nos.No: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only174640), as currently declared effective and on file with by the Securities and Exchange Commission (“SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration StatementsStatement) ), together with the prospectuses prospectus of the Trust in the form first filed with the SEC under pursuant to Rule 424(b424 and as supplemented and amended from time to time thereafter (the “Prospectus”) adopted under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “Prospectuses”). Under the Trust Agreement, the Managing Owner Trustee is authorized to issue Baskets to, and redeem Baskets from, Authorized Participants, (i) through Participants under the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing ProcessTrust Agreement, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cashan amount of Chinese Renminbi that is transferred between such Authorized Participant and the Trust. Under the Trust Agreement, the Trustee issues Baskets in exchange for Chinese Renminbi which are transferred by an Authorized Participant to the London Branch of JPMorgan Chase Bank, N.A. (the “Depository”), and when the Trustee redeems Baskets tendered for redemption by an Authorized Participant in exchange for Chinese Renminbi, the Chinese Renminbi held in the Trust Account are transferred to the Authorized Participant by the Depository. The foregoing Chinese Renminbi transfers are also governed by the Deposit Account Agreement the Trust has entered into with the Depository (the “Deposit Account Agreement”). This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fundthe Trust, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result activities, depending on the circumstances and under certain possible interpretations of applicable law, could be interpreted as resulting in its being deemed a participant in a distribution in a manner that would could render it a statutory underwriter and subject it to the prospectus prospectus-delivery and liability provisions of the 1933 Act. The Notwithstanding that the Authorized Participant may not be acting as a statutory underwriter, it should review the “Plan of Distribution” section portion of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase placing an Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust Agreement. To the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of Nothing in this Agreement and shall obligate the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized Authorized Participant to take such actioncreate or redeem one or more Baskets or to sell or offer to sell Shares. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 3 contracts

Samples: Participant Agreement (Currencyshares Chinese Renminbi Trust), Participant Agreement (Currencyshares Chinese Renminbi Trust), Participant Agreement (Currencyshares Chinese Renminbi Trust)

SUMMARY. As provided in The Trustee serves as the Fifth Amended and Restated Declaration trustee of the Trust and pursuant to the Depositary Trust Agreement dated as of August 7, 2008 among the TrustSponsor, as amended the Trustee, the registered owners and beneficial owners from time to time of Russian Xxxxx Shares issued thereunder and all depositors (the “Trust Agreement”) as currently ). As provided in effect the Trust Agreement and described in the applicable Prospectus (defined below), units of fractional undivided beneficial interest interests in and ownership of each Fund the Trust (individually and collectively, the “Shares”) may be created or redeemed by the Managing Owner Trustee for an Authorized Participant in aggregations of two hundred fifty thousand (200,00050,000) Shares (each aggregation, a “Basket”). Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund Trust on Form S-1, as amended (Registration Nos.No: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only150687), as currently declared effective and on file with by the Securities and Exchange Commission (“SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration StatementsStatement”) together with the prospectuses prospectus of the Trust in the form first filed with the SEC under pursuant to Rule 424(b424 (the “Prospectus”) adopted under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “Prospectuses”). Under the Trust Agreement, the Managing Owner Trustee is authorized to issue Baskets to, and redeem Baskets from, Authorized Participants, (i) through Participants under the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing ProcessTrust Agreement, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cashan amount of Russian Rubles that is transferred between such Authorized Participant and the Trust. Under the Trust Agreement, the Trustee issues Baskets in exchange for Russian Rubles which are transferred by an Authorized Participant to the London Branch of JPMorgan Chase Bank, N.A. (the “Depository”), and when the Trustee redeems Baskets tendered for redemption by an Authorized Participant in exchange for Russian Rubles, the Russian Rubles held in the Trust Account are transferred to the Authorized Participant by the Depository. The foregoing Russian Xxxxx transfers are also governed by the Deposit Account Agreement the Trust has entered into with the Depository (the “Deposit Account Agreement”). This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fundthe Trust, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus prospectus-delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section portion of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase placing an Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust Agreement. To the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 2 contracts

Samples: Participant Agreement (CurrencyShares Russian Ruble Trust), Participant Agreement (CurrencyShares Russian Ruble Trust)

SUMMARY. As provided in the Fifth Amended and Restated Declaration of Trust and Trust Agreement of the Trust, as amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below), units of fractional undivided beneficial interest in and ownership of each Fund (individually and collectively, the “Shares”) may be created or redeemed by the Managing Owner for an Authorized Participant in aggregations of two hundred thousand (200,000) Shares (each aggregation, a “Basket”). Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA UUP Fund on Form S-3ASR, S-3 and with respect to the DBS UDN Fund on Form S-1, as amended (Registration Nos.: 333-203008 193223 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS UUP Fund; Registration Nos.: 333-185865 193224 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund onlyUDN Fund), as currently effective and on file with the Securities and Exchange Commission (“SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “Prospectuses”). Under the Trust Agreement, the Managing Owner is authorized to issue Baskets to, and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS UUP Fund or the Prospectus for all of the Funds, excluding the DBA UDN Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust Agreement. To the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:1933

Appears in 2 contracts

Samples: Dollar Index Trust Participant Agreement (Invesco DB US Dollar Index Trust), Dollar Index Trust Participant Agreement (Invesco DB US Dollar Index Trust)

SUMMARY. The Trustee serves as the trustee of the Trust pursuant to the Depositary Trust Agreement dated as of __________, 2005, among the Sponsor, the Trustee, the registered owners and beneficial owners from time to time of Euro Currency Shares issued thereunder and all depositors (the "Trust Agreement"). As provided in the Fifth Amended and Restated Declaration of Trust and Trust Agreement of the Trust, as amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below), units of fractional undivided beneficial interest interests in and ownership of each Fund the Trust (individually and collectively, the "Shares") may be created or redeemed by the Managing Owner Trustee for an Authorized Participant in aggregations of two hundred fifty thousand (200,00050,000) Shares (each aggregation, a "Basket"). Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund Trust on Form S-1, as amended (Registration Nos.No: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only125581), as currently declared effective and on file with by the Securities and Exchange Commission ("SEC") and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the "Registration Statements”Statement") together with the prospectuses prospectus of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “"Prospectus,” collectively, the “Prospectuses”)") included therein. Under the Trust Agreement, the Managing Owner Trustee is authorized to issue Baskets to, and redeem Baskets from, Authorized Participants, (i) through Participants under the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing ProcessTrust Agreement, only through the facilities of The Depository Trust Company ("DTC” or the “Depository”") (the “DTC Process”), or a successor depository, and only in exchange for cashan amount of euro that is transferred between such Authorized Participant and the Trust. Under the Trust Agreement, the Trustee issues Baskets in exchange for euro which are transferred by an Authorized Participant to the London Branch of XX Xxxxxx Xxxxx Bank, N.A. (the "Depository"), and when the Trustee redeems Baskets tendered for redemption by an Authorized Participant in exchange for euro, the euro held in the Trust Account are transferred to the Authorized Participant by the Depository. The foregoing euro transfers are also governed by the Deposit Account Agreement the Trust has entered into with the Depository (the "Deposit Account Agreement"). This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fundthe Trust, a "distribution," as such term is used in the Securities Act of 1933, as amended ("1933 Act"), may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus prospectus-delivery and liability provisions of the 1933 Act. The Authorized Participant should review the "Plan of Distribution” section " portion of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase placing an Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust Agreement. To the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 2 contracts

Samples: Participant Agreement (Euro Currency Trust), Participant Agreement (Euro Currency Trust)

SUMMARY. As provided in The Trustee serves as the Fifth Amended and Restated Declaration trustee of the Trust and pursuant to the Depositary Trust Agreement dated as of June 8, 2006, among the TrustSponsor, as amended the Trustee, the registered owners and beneficial owners from time to time of Mexican Peso Shares issued thereunder and all depositors (the “Trust Agreement”) as currently ). As provided in effect the Trust Agreement and described in the applicable Prospectus (defined below), units of fractional undivided beneficial interest interests in and ownership of each Fund the Trust (individually and collectively, the “Shares”) may be created or redeemed by the Managing Owner Trustee for an Authorized Participant in aggregations of two hundred fifty thousand (200,00050,000) Shares (each aggregation, a “Basket”). Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund Trust on Form S-1, as amended (Registration Nos.No: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only13267), as currently declared effective and on file with by the Securities and Exchange Commission (“SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration StatementsStatement”) together with the prospectuses prospectus of the Trust in the form first filed with the SEC under pursuant to Rule 424(b424 (the “Prospectus”) adopted under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “Prospectuses”). Under the Trust Agreement, the Managing Owner Trustee is authorized to issue Baskets to, and redeem Baskets from, Authorized Participants, (i) through Participants under the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing ProcessTrust Agreement, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cashan amount of Mexican Pesos that is transferred between such Authorized Participant and the Trust. Under the Trust Agreement, the Trustee issues Baskets in exchange for Mexican Pesos which are transferred by an Authorized Participant to the London Branch of JPMorgan Chase Bank, N.A. (the “Depository”), and when the Trustee redeems Baskets tendered for redemption by an Authorized Participant in exchange for Mexican Pesos, the Mexican Pesos held in the Trust Account are transferred to the Authorized Participant by the Depository. The foregoing Mexican Peso transfers are also governed by the Deposit Account Agreement the Trust has entered into with the Depository (the “Deposit Account Agreement”). This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fundthe Trust, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus prospectus-delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section portion of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase placing an Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust Agreement. To the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 2 contracts

Samples: Participant Agreement (Currencyshares Mexican Peso Trust), Participant Agreement (Currencyshares Mexican Peso Trust)

SUMMARY. The General Partner serves in its capacity as General Partner of United States Gasoline Fund, LP (the “Fund”) pursuant to the Limited Partnership Agreement dated as of the day the first Creation Basket is sold and the proceeds are invested (substantially in the form attached hereto) between the General Partner and the Limited Partners of the Fund (the “Partnership Agreement”). Xxxxx Brothers Xxxxxxxx Co. (the “Administrator” or “Custodian”) and ALPS Distributors (the “Marketing Agent”) each serve as agents of the General Partner for all purposes of this Agreement, and all references to agreements, obligations or duties of the Administrator, Custodian or Marketing Agent herein shall be deemed references to agreements, obligations of duties of the General Partner acting through the relevant agent. As provided in the Fifth Amended Partnership Agreement and Restated Declaration of Trust and Trust Agreement of described in the TrustFund’s prospectus (the “Prospectus”), as supplemented and amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below)time, units Units of fractional undivided beneficial interest in and ownership of each Fund the limited partnership (individually and collectively, the “SharesUnits”) may be created or redeemed through the Marketing Agent by the Managing Owner for an Authorized Participant Purchaser in aggregations of two hundred fifty thousand (200,00050,000) Shares Units (each aggregation, a “Creation Basket” or “Redemption Basket,” respectively; collectively, “Baskets”). Creation Baskets are offered only pursuant to the applicable most recent registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only), as currently declared effective and on file with by the Securities and Exchange Commission (the “SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “ProspectusesStatement”). Under Authorized Purchasers are the Trust Agreement, the Managing Owner is authorized only persons that may place orders to issue Baskets to, create and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and or Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust AgreementProspectus. To the extent there is a conflict between any provision of this Agreement other than the indemnities provided in Section 9 and the provisions of the Trust AgreementProspectus, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Authorized Purchaser Agreement (United States Gasoline Fund, LP)

SUMMARY. The General Partner serves in its capacity as General Partner of United States Gasoline Fund, LP (the “Fund”) pursuant to the Limited Partnership Agreement dated as of the day the first Creation Basket is sold and the proceeds are invested (substantially in the form attached hereto) between the General Partner and the Limited Partners of the Fund (the “Partnership Agreement”). Xxxxx Brothers Xxxxxxxx Co. (the “Administrator” or “Custodian”) and ALPS Distributors (the “Marketing Agent”) each serve as agents of the General Partner for all purposes of this Agreement, and all references to agreements, obligations or duties of the Administrator, Custodian or Marketing Agent herein shall be deemed references to agreements, obligations of duties of the General Partner acting through the relevant agent. As provided in the Fifth Amended and Restated Declaration of Trust and Trust Partnership Agreement of the Trust, as amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus Fund’s prospectus (defined belowthe “Prospectus”), units Units of fractional undivided beneficial interest in and ownership of each Fund the limited partnership (individually and collectively, the “SharesUnits”) may be created or redeemed through the Marketing Agent by the Managing Owner for an Authorized Participant Purchaser in aggregations of two one hundred thousand (200,000100,000) Shares Units (each aggregation, a “Creation Basket” or “Redemption Basket,” respectively; collectively, “Baskets”). Creation Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration NosNo.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only142206), as currently declared effective and on file with by the Securities and Exchange Commission (the “SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “ProspectusesStatement”). Under Authorized Purchasers are the Trust Agreement, the Managing Owner is authorized only persons that may place orders to issue Baskets to, create and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and or Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust AgreementProspectus. To the extent there is a conflict between any provision of this Agreement other than the indemnities provided in Section 9 and the provisions of the Trust AgreementProspectus, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Authorized Purchaser Agreement (United States Gasoline Fund, LP)

SUMMARY. The General Partner serves in its capacity as General Partner of United States Gasoline Fund, LP (the “Fund”) pursuant to the Limited Partnership Agreement dated as of the day the first Creation Basket is sold and the proceeds are invested (substantially in the form attached hereto) between the General Partner and the Limited Partners of the Fund (the “Partnership Agreement”). Xxxxx Brothers Xxxxxxxx Co. (the “Administrator” or “Custodian”) and ALPS Distributors (the “Marketing Agent”) each serve as agents of the General Partner for all purposes of this Agreement, and all references to agreements, obligations or duties of the Administrator, Custodian or Marketing Agent herein shall be deemed references to agreements, obligations of duties of the General Partner acting through the relevant agent. As provided in the Fifth Amended Partnership Agreement and Restated Declaration of Trust and Trust Agreement of described in the TrustFund’s prospectus (the “Prospectus”), as supplemented and amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below)time, units Shares of fractional undivided beneficial interest in and ownership of each Fund the limited partnership (individually and collectively, the “Shares”) may be created or redeemed through the Marketing Agent by the Managing Owner for an Authorized Participant in aggregations of two hundred fifty thousand (200,00050,000) Shares (each aggregation, a “Creation Basket” or “Redemption Basket,” respectively; collectively, “Baskets”). Creation Baskets are offered only pursuant to the applicable most recent registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only), as currently declared effective and on file with by the Securities and Exchange Commission (the “SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “ProspectusesStatement”). Under Authorized Participants are the Trust Agreement, the Managing Owner is authorized only persons that may place orders to issue Baskets to, create and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and or Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust AgreementProspectus. To the extent there is a conflict between any provision of this Agreement other than the indemnities provided in Section 9 and the provisions of the Trust AgreementProspectus, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Authorized Participant Agreement (United States Gasoline Fund, LP)

SUMMARY. As provided in the Fifth Amended and Restated Declaration of Trust and Trust Agreement of the Trust, as amended from time to time Trust (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below), units of fractional undivided beneficial interest in and ownership of each Fund (individually and collectively, the “Shares”) may be created or redeemed by the Managing Owner for an Authorized Participant in aggregations of two hundred thousand (200,000) Shares (each aggregation, a “Basket”). Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund Trust on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund 136574 and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333136574-193222 et seq. with respect to the DBS Fund only01), as currently declared effective and on file with by the Securities and Exchange Commission (“SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration StatementsStatement”) together with the prospectuses prospectus of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements Statement (each, a the “Prospectus,” collectively, the “Prospectuses”). Under the Trust Agreement, the Managing Owner is authorized to issue Baskets to, and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the Securities Act of 1933, as amended (“1933 Act”), may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that which would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust Agreement. To the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Participant Agreement (PowerShares DB US Dollar Index Bullish Fund)

SUMMARY. The General Partner serves in its capacity as General Partner of United States Xxxxx Oil Fund, LP (the “Fund”) pursuant to the Limited Partnership Agreement dated as of the day the first Creation Basket is sold and the proceeds are invested (substantially in the form attached hereto) between the General Partner and the Limited Partners of the Fund (the “Partnership Agreement”). Xxxxx Brothers Xxxxxxxx Co. (the “Administrator” or “Custodian”) and ALPS Distributors (the “Marketing Agent”) each serve as agents of the General Partner for all purposes of this Agreement, and all references to agreements, obligations or duties of the Administrator, Custodian or Marketing Agent herein shall be deemed references to agreements, obligations of duties of the General Partner acting through the relevant agent. As provided in the Fifth Amended Partnership Agreement and Restated Declaration of Trust and Trust Agreement of described in the TrustFund’s prospectus (the “Prospectus”), as supplemented and amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below)time, units Units of fractional undivided beneficial interest in and ownership of each Fund the limited partnership (individually and collectively, the “SharesUnits”) may be created or redeemed through the Marketing Agent by the Managing Owner for an Authorized Participant Purchaser in aggregations of two one hundred thousand (200,000100,000) Shares Units (each aggregation, a “Creation Basket” or “Redemption Basket,” respectively; collectively, “Baskets”). Creation Baskets are offered only pursuant to the applicable most recent registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only), as currently declared effective and on file with by the Securities and Exchange Commission (the “SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “ProspectusesStatement”). Under Authorized Purchasers are the Trust Agreement, the Managing Owner is authorized only persons that may place orders to issue Baskets to, create and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and or Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust AgreementProspectus. To the extent there is a conflict between any provision of this Agreement other than the indemnities provided in Section 9 and the provisions of the Trust AgreementProspectus, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Authorized Purchaser Agreement (United States Brent Oil Fund, LP)

SUMMARY. As provided in the Fifth Amended and Restated Declaration of Trust and Trust Agreement of the Trust, as amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below), units of fractional undivided beneficial interest in and ownership of each Fund the Trust (individually and collectively, the “Shares”) may be created or redeemed by the Managing Owner for an Authorized Participant in aggregations of two hundred thousand (200,000) Shares (each aggregation, a “Basket”). Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, Trust on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration NosNo.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only192126), as currently effective and on file with the Securities and Exchange Commission (“SEC”) and as the same may be amended from time to time thereafter or any successor registration statement (on Form S-3 or otherwise) in respect of Shares of each Fund the Trust (each, a “Registration Statement,” collectively, the “Registration StatementsStatement”) together with the prospectuses prospectus of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements Statement (each, a the “Prospectus,” collectively, the “Prospectuses”). Under the Trust Agreement, the Managing Owner is authorized to issue Baskets to, and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fundthe Trust, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus prospectus-delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust Agreement. To the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Currency Harvest Fund Participant Agreement (Invesco DB G10 Currency Harvest Fund)

SUMMARY. The General Partner serves in its capacity as General Partner of United States 12 Month Natural Gas Fund, LP (the “Fund”)pursuant to the Limited Partnership Agreement dated as of the day the first Creation Basket is sold and the proceeds are invested (substantially in the form attached hereto) between the General Partner and the Limited Partners of the Fund (the “Partnership Agreement”). Xxxxx Brothers Xxxxxxxx Co. (the “Administrator” or “Custodian”) and ALPS Distributors (the “Marketing Agent”) each serve as agents of the General Partner for all purposes of this Agreement, and all references to agreements, obligations or duties of the Administrator, Custodian or Marketing Agent herein shall be deemed references to agreements, obligations of duties of the General Partner acting through the relevant agent. As provided in the Fifth Amended Partnership Agreement and Restated Declaration of Trust and Trust Agreement of described in the TrustFund’s prospectus (the “Prospectus”), as supplemented and amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below)time, units Shares of fractional undivided beneficial interest in and ownership of each Fund the limited partnership (individually and collectively, the “Shares”) may be created or redeemed through the Marketing Agent by the Managing Owner for an Authorized Participant in aggregations of two hundred fifty thousand (200,00050,000) Shares (each aggregation, a “Creation Basket” or “Redemption Basket,” respectively; collectively, “Baskets”). Creation Baskets are offered only pursuant to the applicable most recent registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only), as currently declared effective and on file with by the Securities and Exchange Commission (the “SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “ProspectusesStatement”). Under Authorized Participants are the Trust Agreement, the Managing Owner is authorized only persons that may place orders to issue Baskets to, create and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and or Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust AgreementProspectus. To the extent there is a conflict between any provision of this Agreement other than the indemnities provided in Section 9 and the provisions of the Trust AgreementProspectus, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Participant Agreement (United States 12 Month Natural Gas Fund, LP)

SUMMARY. As provided in the Fifth Amended and Restated Declaration of Trust and Trust Agreement of the Trusteach Trust (each, as amended from time to time (a “Trust Agreement,” collectively, the “Trust AgreementAgreements”) as currently in effect and described in the applicable Prospectus (defined below), units of fractional undivided beneficial interest in and ownership of each Fund Trust (individually and collectively, the “Shares”) may be created or redeemed by the Managing Owner for an Authorized Participant in aggregations of two one hundred thousand (200,000100,000) Shares (each aggregation, a “Basket”). Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund each Trust on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds164754, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 164758, 333-193222 et seq. with respect to the DBS Fund only164757, 333-164756 and 333-164755), as currently declared effective and on file with by the Securities and Exchange Commission (“SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund Trust (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses prospectus of the each Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of each Registration Statement (the Registration Statements (each, a “Prospectus,” collectively, the “Prospectuses”), and as supplemented from time to time. Under the each Trust Agreement, the Managing Owner is authorized to issue Baskets to, and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not otherwise defined in this Agreement shall have the meanings assigned to such terms in the applicable Trust Agreement. To the extent there is a conflict between any provision of this Agreement and the provisions of the a Trust Agreement, the provisions of the applicable Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Form of Participant Agreement (FactorShares S&P Gold Premium)

SUMMARY. The General Partner serves in its capacity as General Partner of United States Oil Fund, LP (the “Fund”) pursuant to the Limited Partnership Agreement dated as of the day the first Creation Basket is sold and the proceeds are invested (substantially in the form attached hereto) between the General Partner and the Limited Partners of the Fund (the “Partnership Agreement”). Xxxxx Brothers Xxxxxxxx Co. (the “Administrator” or “Custodian”) and ALPS Distributors (the “Marketing Agent”) each serve as agents of the General Partner for all purposes of this Agreement, and all references to agreements, obligations or duties of the Administrator, Custodian or Marketing Agent herein shall be deemed references to agreements, obligations of duties of the General Partner acting through the relevant agent. As provided in the Fifth Amended Partnership Agreement and Restated Declaration of Trust and Trust Agreement of described in the TrustFund’s prospectus (the “Prospectus”), as supplemented and amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below)time, units Units of fractional undivided beneficial interest in and ownership of each Fund the limited partnership (individually and collectively, the “SharesUnits”) may be created or redeemed through the Marketing Agent by the Managing Owner for an Authorized Participant Purchaser in aggregations of two one hundred thousand (200,000100,000) Shares Units (each aggregation, a “Creation Basket” or “Redemption Basket,” respectively; collectively, “Baskets”). Creation Baskets are offered only pursuant to the applicable most recent registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only), as currently declared effective and on file with by the Securities and Exchange Commission (the “SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “ProspectusesStatement”). Under Authorized Purchasers are the Trust Agreement, the Managing Owner is authorized only persons that may place orders to issue Baskets to, create and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and or Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust AgreementProspectus. To the extent there is a conflict between any provision of this Agreement other than the indemnities provided in Section 9 and the provisions of the Trust AgreementProspectus, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Authorized Purchaser Agreement (United States Oil Fund, LP)

SUMMARY. As provided in the Fifth Amended and Restated Declaration of Trust and Trust Agreement of the Trust, as amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below), units of fractional undivided beneficial interest in and ownership of each Fund the Trust (individually and collectively, the “Shares”) may be created or redeemed by the Managing Owner Sponsor for an Authorized Participant in aggregations of two hundred a minimum of fifty thousand (200,00050,000) Shares (each aggregation, a “BasketCreation Unit”). Baskets Creation Units are offered only pursuant to the applicable a registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund Trust on Form S-1, as amended (Registration NosNo.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only271910), as currently declared effective and on file with by the Securities and Exchange Commission (“SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund the Trust (each, a “Registration Statement,” collectively, the “Registration StatementsStatement”) together with the prospectuses prospectus of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 ActProspectus), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “Prospectuses”)) included therein. Under the Trust Agreement, the Managing Owner Sponsor is authorized to issue Baskets Creation Units to, and redeem Baskets Creation Units from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Processauthorized participants, only through the facilities of The the Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cashan amount of EU Carbon Emission Allowances for stationary installations (“EUAs”) that is transferred between the Authorized Participant and the Trust. When the Trust issues Creation Units in exchange for EUAs, the EUAs transferred by an Authorized Participant to the Trust are deposited in the Trust’s account with the European Union (“EU”) registry operated by the EU Commission (the “Union Registry”). When the Trust redeems Creation Units tendered for redemption by an Authorized Participant in exchange for EUAs, the EUAs will be transferred from the Trust’s Union Registry account into a Union Registry account designated by the Authorized Participant. This Agreement sets and the Procedures (defined below) set forth the specific procedures by which an the Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requiresCreation Units. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life valid existence of each respective Fundthe Trust, a “distribution,” as such term is used in the Securities Act of 1933, as amended (“1933 Act”), may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that which would render it a statutory underwriter and subject it to the prospectus prospectus-delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section portion of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement Orders (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust Agreement. To Agreement or Authorized Participant Procedures Handbook set forth in Attachment A hereto (the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action“Procedures”). To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Participant Agreement (Cotwo Advisors Physical European Carbon Allowance Trust)

SUMMARY. The General Partner serves in its capacity as General Partner of United States Heating Oil Fund, LP (the “Fund”) pursuant to the Limited Partnership Agreement dated as of the day the first Creation Basket is sold and the proceeds are invested (substantially in the form attached hereto) between the General Partner and the Limited Partners of the Fund (the “Partnership Agreement”). Xxxxx Brothers Xxxxxxxx Co. (the “Administrator” or “Custodian”) and ALPS Distributors (the “Marketing Agent”) each serve as agents of the General Partner for all purposes of this Agreement, and all references to agreements, obligations or duties of the Administrator, Custodian or Marketing Agent herein shall be deemed references to agreements, obligations of duties of the General Partner acting through the relevant agent. As provided in the Fifth Amended and Restated Declaration of Trust and Trust Partnership Agreement of the Trust, as amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus Fund’s prospectus (defined belowthe “Prospectus”), units Units of fractional undivided beneficial interest in and ownership of each Fund the limited partnership (individually and collectively, the “SharesUnits”) may be created or redeemed through the Marketing Agent by the Managing Owner for an Authorized Participant Purchaser in aggregations of two one hundred thousand (200,000100,000) Shares Units (each aggregation, a “Creation Basket” or “Redemption Basket,” respectively; collectively, “Baskets”). Creation Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration NosNo.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only142206), as currently declared effective and on file with by the Securities and Exchange Commission (the “SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “ProspectusesStatement”). Under Authorized Purchasers are the Trust Agreement, the Managing Owner is authorized only persons that may place orders to issue Baskets to, create and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and or Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust AgreementProspectus. To the extent there is a conflict between any provision of this Agreement other than the indemnities provided in Section 9 and the provisions of the Trust AgreementProspectus, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Authorized Purchaser Agreement (United States Heating Oil Fund, LP)

SUMMARY. The General Partner serves in its capacity as General Partner of United States 12 Month Oil Fund, LP (the “Fund”) pursuant to the Limited Partnership Agreement dated as of the day the first Creation Basket is sold and the proceeds are invested (substantially in the form attached hereto) between the General Partner and the Limited Partners of the Fund (the “Partnership Agreement”). Xxxxx Brothers Xxxxxxxx Co. (the “Administrator” or “Custodian”) and ALPS Distributors (the “Marketing Agent”) each serve as agents of the General Partner for all purposes of this Agreement, and all references to agreements, obligations or duties of the Administrator, Custodian or Marketing Agent herein shall be deemed references to agreements, obligations of duties of the General Partner acting through the relevant agent. As provided in the Fifth Amended Partnership Agreement and Restated Declaration of Trust and Trust Agreement of described in the TrustFund’s prospectus (the “Prospectus”), as supplemented and amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below)time, units Shares of fractional undivided beneficial interest in and ownership of each Fund the limited partnership (individually and collectively, the “Shares”) may be created or redeemed through the Marketing Agent by the Managing Owner for an Authorized Participant in aggregations of two hundred fifty thousand (200,00050,000) Shares (each aggregation, a “Creation Basket” or “Redemption Basket,” respectively; collectively, “Baskets”). Creation Baskets are offered only pursuant to the applicable most recent registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only), as currently declared effective and on file with by the Securities and Exchange Commission (the “SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “ProspectusesStatement”). Under Authorized Participants are the Trust Agreement, the Managing Owner is authorized only persons that may place orders to issue Baskets to, create and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and or Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust AgreementProspectus. To the extent there is a conflict between any provision of this Agreement other than the indemnities provided in Section 9 and the provisions of the Trust AgreementProspectus, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Authorized Participant Agreement (United States 12 Month Oil Fund, LP)

SUMMARY. The General Partner serves in its capacity as General Partner of United States 12 Month Natural Gas Fund, LP (the “Fund”) pursuant to the Limited Partnership Agreement dated as of the day the first Creation Basket is sold and the proceeds are invested (substantially in the form attached hereto) between the General Partner and the Limited Partners of the Fund (the “Partnership Agreement”). Xxxxx Brothers Xxxxxxxx Co. (the “Administrator” or “Custodian”) and ALPS Distributors (the “Marketing Agent”) each serve as agents of the General Partner for all purposes of this Agreement, and all references to agreements, obligations or duties of the Administrator, Custodian or Marketing Agent herein shall be deemed references to agreements, obligations of duties of the General Partner acting through the relevant agent. As provided in the Fifth Amended Partnership Agreement and Restated Declaration of Trust and Trust Agreement of described in the TrustFund’s prospectus (the “Prospectus”), as supplemented and amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below)time, units Units of fractional undivided beneficial interest in and ownership of each Fund the limited partnership (individually and collectively, the “SharesUnits”) may be created or redeemed through the Marketing Agent by the Managing Owner for an Authorized Participant Purchaser in aggregations of two hundred fifty thousand (200,00050,000) Shares Units (each aggregation, a “Creation Basket” or “Redemption Basket,” respectively; collectively, “Baskets”). Creation Baskets are offered only pursuant to the applicable most recent registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only), as currently declared effective and on file with by the Securities and Exchange Commission (the “SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “ProspectusesStatement”). Under Authorized Purchasers are the Trust Agreement, the Managing Owner is authorized only persons that may place orders to issue Baskets to, create and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and or Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust AgreementProspectus. To the extent there is a conflict between any provision of this Agreement other than the indemnities provided in Section 9 and the provisions of the Trust AgreementProspectus, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Authorized Purchaser Agreement (United States 12 Month Natural Gas Fund, LP)

SUMMARY. The General Partner serves in its capacity as General Partner of United States Short Oil Fund, LP (the “Fund”) pursuant to the Limited Partnership Agreement dated as of the day the first Creation Basket is sold and the proceeds are invested (substantially in the form attached hereto) between the General Partner and the Limited Partners of the Fund (the “Partnership Agreement”). Xxxxx Brothers Xxxxxxxx Co. (the “Administrator” or “Custodian”) and ALPS Distributors (the “Marketing Agent”) each serve as agents of the General Partner for all purposes of this Agreement, and all references to agreements, obligations or duties of the Administrator, Custodian or Marketing Agent herein shall be deemed references to agreements, obligations of duties of the General Partner acting through the relevant agent. As provided in the Fifth Amended Partnership Agreement and Restated Declaration of Trust and Trust Agreement of described in the TrustFund’s prospectus (the “Prospectus”), as supplemented and amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below)time, units Shares of fractional undivided beneficial interest in and ownership of each Fund the limited partnership (individually and collectively, the “Shares”) may be created or redeemed through the Marketing Agent by the Managing Owner for an Authorized Participant in aggregations of two hundred fifty thousand (200,00050,000) Shares (each aggregation, a “Creation Basket” or “Redemption Basket,” respectively; collectively, “Baskets”). Creation Baskets are offered only pursuant to the applicable most recent registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only), as currently declared effective and on file with by the Securities and Exchange Commission (the “SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “ProspectusesStatement”). Under Authorized Participants are the Trust Agreement, the Managing Owner is authorized only persons that may place orders to issue Baskets to, create and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and or Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust AgreementProspectus. To the extent there is a conflict between any provision of this Agreement other than the indemnities provided in Section 9 and the provisions of the Trust AgreementProspectus, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Authorized Participant Agreement (United States Short Oil Fund, LP)

SUMMARY. As provided in the Fifth Amended and Restated Declaration of Trust and Trust Agreement of the Trust, as amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below), units of fractional undivided beneficial interest in and ownership of each Fund the Trust (individually and collectively, the “Shares”) may be created or redeemed by the Managing Owner for an Authorized Participant in aggregations of two hundred thousand (200,000) Shares (each aggregation, a “Basket”). Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, Trust on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration NosNo.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only203054), as currently effective and on file with the Securities and Exchange Commission (“SEC”) and as the same may be amended from time to time thereafter or any successor registration statement (on Form S-3 or otherwise) in respect of Shares of each Fund the Trust (each, a “Registration Statement,” collectively, the “Registration StatementsStatement”) together with the prospectuses prospectus of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements Statement (each, a the “Prospectus,” collectively, the “Prospectuses”). Under the Trust Agreement, the Managing Owner is authorized to issue Baskets to, and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (Baskets, such processes being referred to herein as the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fundthe Trust, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus prospectus-delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust Agreement. To the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is referred to herein as an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Invesco Db Commodity Index Tracking Fund Participant Agreement (Invesco DB Commodity Index Tracking Fund)

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SUMMARY. As provided in the Fifth Amended and Restated Declaration of Trust and Trust Agreement of the Trust, as amended from time to time Trust (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below), units of fractional undivided beneficial interest in and ownership of each the Fund (individually and collectively, the “Shares”) may be created or redeemed by the Managing Owner for an Authorized Participant in aggregations of two hundred thousand (200,000) Shares (each aggregation, a “Basket”). Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund Trust on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund 135422 and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333135422-193222 et seq. with respect to the DBS Fund only01), as currently declared effective and on file with by the Securities and Exchange Commission (“SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each the Fund (each, a “Registration Statement,” collectively, the “Registration StatementsStatement”) together with the prospectuses prospectus of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements Statement (each, a the “Prospectus,” collectively, the “Prospectuses”). Under the Trust Agreement, the Managing Owner is authorized to issue Baskets to, and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective the Fund, a “distribution,” as such term is used in the Securities Act of 1933, as amended (“1933 Act”), may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that which would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below)) 1 Forms of Participant Agreement for each of PowerShares DB Energy Fund, PowerShares DB Oil Fund, PowerShares DB Precious Metals Fund, PowerShares DB Gold Fund, PowerShares DB Silver Fund, PowerShares DB Base Metals Fund and PowerShares DB Agriculture Fund shall be, except for the names of the Funds, substantially identical to this Form of Participant Agreement. Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust Agreement. To the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Participant Agreement (DB Multi-Sector Commodity Master Trust)

SUMMARY. The General Partner serves in its capacity as General Partner of United States Xxxxx Oil Fund, LP (the “Fund”) pursuant to the Limited Partnership Agreement dated as of the day the first Creation Basket is sold and the proceeds are invested (substantially in the form attached hereto) between the General Partner and the Limited Partners of the Fund (the “Partnership Agreement”). Xxxxx Brothers Xxxxxxxx Co. (the “Administrator” or “Custodian”) and ALPS Distributors (the “Marketing Agent”) each serve as agents of the General Partner for all purposes of this Agreement, and all references to agreements, obligations or duties of the Administrator, Custodian or Marketing Agent herein shall be deemed references to agreements, obligations of duties of the General Partner acting through the relevant agent. As provided in the Fifth Amended Partnership Agreement and Restated Declaration of Trust and Trust Agreement of described in the TrustFund’s prospectus (the “Prospectus”), as supplemented and amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below)time, units Shares of fractional undivided beneficial interest in and ownership of each Fund the limited partnership (individually and collectively, the “Shares”) may be created or redeemed through the Marketing Agent by the Managing Owner for an Authorized Participant in aggregations of two hundred fifty thousand (200,00050,000) Shares (each aggregation, a “Creation Basket” or “Redemption Basket,” respectively; collectively, “Baskets”). Creation Baskets are offered only pursuant to the applicable most recent registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only), as currently declared effective and on file with by the Securities and Exchange Commission (the “SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “ProspectusesStatement”). Under Authorized Participants are the Trust Agreement, the Managing Owner is authorized only persons that may place orders to issue Baskets to, create and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and or Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust AgreementProspectus. To the extent there is a conflict between any provision of this Agreement other than the indemnities provided in Section 9 and the provisions of the Trust AgreementProspectus, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Authorized Participant Agreement (United States Brent Oil Fund, LP)

SUMMARY. As provided in the Fifth Amended and Restated Declaration of Trust and Trust Agreement of the Trust, as amended from time to time Trust (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below), units of fractional undivided beneficial interest in and ownership of each Fund (individually and collectively, the “Shares”) may be created or redeemed by the Managing Owner for an Authorized Participant in aggregations of two hundred thousand (200,000) Shares (each aggregation, a “Basket”). Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund Trust on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund 136574 and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333136574-193222 et seq. with respect to the DBS Fund only01), as currently declared effective and on file with by the Securities and Exchange Commission (“SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of the each Fund (each, a “Registration Statement,” collectively, the “Registration StatementsStatement”) together with the prospectuses prospectus of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements Statement (each, a the “Prospectus,” collectively, the “Prospectuses”). Under the Trust Agreement, the Managing Owner is authorized to issue Baskets to, and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the Securities Act of 1933, as amended (“1933 Act”), may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that which would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust Agreement. To the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Participant Agreement (DB US Dollar Index Master Trust)

SUMMARY. The General Partner serves in its capacity as General Partner of United States Natural Gas Fund, LP (the “Fund”) pursuant to the Limited Partnership Agreement dated as of the day the first Creation Basket is sold and the proceeds are invested (substantially in the form attached hereto) between the General Partner and the Limited Partners of the Fund (the “Partnership Agreement”). Xxxxx Brothers Xxxxxxxx Co. (the “Administrator” or “Custodian”) and ALPS Distributors (the “Marketing Agent”) each serve as agents of the General Partner for all purposes of this Agreement, and all references to agreements, obligations or duties of the Administrator, Custodian or Marketing Agent herein shall be deemed references to agreements, obligations of duties of the General Partner acting through the relevant agent. As provided in the Fifth Amended Partnership Agreement and Restated Declaration of Trust and Trust Agreement of described in the TrustFund’s prospectus (the “Prospectus”), as supplemented and amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below)time, units Shares of fractional undivided beneficial interest in and ownership of each Fund the limited partnership (individually and collectively, the “Shares”) may be created or redeemed through the Marketing Agent by the Managing Owner for an Authorized Participant in aggregations of two one hundred thousand (200,000100,000) Shares (each aggregation, a “Creation Basket” or “Redemption Basket,” respectively; collectively, “Baskets”). Creation Baskets are offered only pursuant to the applicable most recent registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only), as currently declared effective and on file with by the Securities and Exchange Commission (the “SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “ProspectusesStatement”). Under Authorized Participants are the Trust Agreement, the Managing Owner is authorized only persons that may place orders to issue Baskets to, create and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and or Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust AgreementProspectus. To the extent there is a conflict between any provision of this Agreement other than the indemnities provided in Section 9 and the provisions of the Trust AgreementProspectus, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Authorized Participant Agreement (United States Natural Gas Fund, LP)

SUMMARY. The General Partner serves in its capacity as General Partner of United States 12 Month Oil Fund, LP (the “Fund”) pursuant to the Limited Partnership Agreement dated as of the day the first Creation Basket is sold and the proceeds are invested (substantially in the form attached hereto) between the General Partner and the Limited Partners of the Fund (the “Partnership Agreement”). Xxxxx Brothers Xxxxxxxx Co. (the “Administrator” or “Custodian”) and ALPS Distributors (the “Marketing Agent”) each serve as agents of the General Partner for all purposes of this Agreement, and all references to agreements, obligations or duties of the Administrator, Custodian or Marketing Agent herein shall be deemed references to agreements, obligations of duties of the General Partner acting through the relevant agent. As provided in the Fifth Amended Partnership Agreement and Restated Declaration of Trust and Trust Agreement of described in the TrustFund’s prospectus (the “Prospectus”), as supplemented and amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below)time, units Units of fractional undivided beneficial interest in and ownership of each Fund the limited partnership (individually and collectively, the “SharesUnits”) may be created or redeemed through the Marketing Agent by the Managing Owner for an Authorized Participant Purchaser in aggregations of two hundred fifty thousand (200,00050,000) Shares Units (each aggregation, a “Creation Basket” or “Redemption Basket,” respectively; collectively, “Baskets”). Creation Baskets are offered only pursuant to the applicable most recent registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only), as currently declared effective and on file with by the Securities and Exchange Commission (the “SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “ProspectusesStatement”). Under Authorized Purchasers are the Trust Agreement, the Managing Owner is authorized only persons that may place orders to issue Baskets to, create and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and or Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust AgreementProspectus. To the extent there is a conflict between any provision of this Agreement other than the indemnities provided in Section 9 and the provisions of the Trust AgreementProspectus, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Authorized Purchaser Agreement (United States 12 Month Oil Fund, LP)

SUMMARY. The General Partner serves in its capacity as General Partner of United States Natural Gas Fund, LP (the “Fund”) pursuant to the Limited Partnership Agreement dated as of the day the first Creation Basket is sold and the proceeds are invested (substantially in the form attached hereto) between the General Partner and the Limited Partners of the Fund (the “Partnership Agreement”). Xxxxx Brothers Xxxxxxxx Co. (the “Administrator” or “Custodian”) and ALPS Distributors (the “Marketing Agent”) each serve as agents of the General Partner for all purposes of this Agreement, and all references to agreements, obligations or duties of the Administrator, Custodian or Marketing Agent herein shall be deemed references to agreements, obligations of duties of the General Partner acting through the relevant agent. As provided in the Fifth Amended Partnership Agreement and Restated Declaration of Trust and Trust Agreement of described in the TrustFund’s prospectus (the “Prospectus”), as supplemented and amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below)time, units Units of fractional undivided beneficial interest in and ownership of each Fund the limited partnership (individually and collectively, the “SharesUnits”) may be created or redeemed through the Marketing Agent by the Managing Owner for an Authorized Participant Purchaser in aggregations of two one hundred thousand (200,000100,000) Shares Units (each aggregation, a “Creation Basket” or “Redemption Basket,” respectively; collectively, “Baskets”). Creation Baskets are offered only pursuant to the applicable most recent registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only), as currently declared effective and on file with by the Securities and Exchange Commission (the “SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “ProspectusesStatement”). Under Authorized Purchasers are the Trust Agreement, the Managing Owner is authorized only persons that may place orders to issue Baskets to, create and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and or Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust AgreementProspectus. To the extent there is a conflict between any provision of this Agreement other than the indemnities provided in Section 9 and the provisions of the Trust AgreementProspectus, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Authorized Purchaser Agreement (United States Natural Gas Fund, LP)

SUMMARY. The Trustee serves as the trustee of the Trust pursuant to the Depositary Trust Agreement dated as of [__________], 2006, among the Sponsor, the Trustee, the registered owners and beneficial owners from time to time of Mexican Peso Shares issued thereunder and all depositors (the "Trust Agreement"). As provided in the Fifth Amended and Restated Declaration of Trust and Trust Agreement of the Trust, as amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below), units of fractional undivided beneficial interest interests in and ownership of each Fund the Trust (individually and collectively, the "Shares") may be created or redeemed by the Managing Owner Trustee for an Authorized Participant in aggregations of two hundred fifty thousand (200,00050,000) Shares (each aggregation, a "Basket"). Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund Trust on Form S-1, as amended (Registration Nos.No: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only13267), as currently declared effective and on file with by the Securities and Exchange Commission ("SEC") and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the "Registration Statements”Statement") together with the prospectuses prospectus of the Trust in the form first filed with the SEC under pursuant to Rule 424(b424 (the "Prospectus") adopted under the Securities Act of 1933, as amended (the "1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “Prospectuses”"). Under the Trust Agreement, the Managing Owner Trustee is authorized to issue Baskets to, and redeem Baskets from, Authorized Participants, (i) through Participants under the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing ProcessTrust Agreement, only through the facilities of The Depository Trust Company ("DTC” or the “Depository”") (the “DTC Process”), or a successor depository, and only in exchange for cashan amount of Mexican Pesos that is transferred between such Authorized Participant and the Trust. Under the Trust Agreement, the Trustee issues Baskets in exchange for Mexican Pesos which are transferred by an Authorized Participant to the London Branch of JPMorgan Chase Bank, N.A. (the "Depository"), and when the Trustee redeems Baskets tendered for redemption by an Authorized Participant in exchange for Mexican Pesos, the Mexican Pesos held in the Trust Account are transferred to the Authorized Participant by the Depository. The foregoing Mexican Peso transfers are also governed by the Deposit Account Agreement the Trust has entered into with the Depository (the "Deposit Account Agreement"). This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fundthe Trust, a "distribution," as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus prospectus-delivery and liability provisions of the 1933 Act. The Authorized Participant should review the "Plan of Distribution” section " portion of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase placing an Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust Agreement. To the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Participant Agreement (Currencyshares Mexican Peso Trust)

SUMMARY. The Bank of New York Mellon (the “Administrator,” “Custodian” and “Transfer Agent”) and ALPS Fund Services, Inc. (the “Distributor”) each serve as agents of the Trust and for all purposes of this Agreement, and all references to agreements, obligations or duties of the Administrator or Distributor herein shall be deemed references to agreements, obligations of duties of the Trust acting through the relevant agent. As provided in the Fifth Amended Trust’s Prospectus and Restated Declaration Statement of Trust and Trust Agreement of the Trust, as amended from time to time Additional Information (the Trust AgreementSAI”) as currently in effect and described in the applicable Prospectus incorporated therein (defined below), units of fractional undivided beneficial interest in and ownership of each Fund (individually and collectively, the “SharesProspectus”) may be created or redeemed by the Managing Owner for an Authorized Participant included as part of its registration statement (“Registration Statement”), each Fund offers and issues shares at net asset value (“NAV”) only in aggregations aggregated lots of two hundred thousand (200,000) Shares 50,000 shares (each aggregation, a “BasketCreation Unit” or “Creation Unit Aggregations”), generally in exchange for (i) a basket of individual securities (the “Deposit Securities”) and (ii) an amount of cash (the “Cash Component”). Baskets are offered only pursuant This Agreement is intended to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund set forth certain premises and the DBS Fund, on Form S-3, with respect to procedures by which the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only), as currently effective and on file with the Securities and Exchange Commission (“SEC”) and as the same Authorized Participant may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “Prospectuses”). Under the Trust Agreement, the Managing Owner is authorized to issue Baskets to, and purchase and/or redeem Baskets from, Authorized Participants, Creation Units (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (Units, such processes being referred to herein as the “CNS Clearing Process”), or (ii) if outside the CNS Clearing ProcessProcess (i.e., only through the facilities manual process of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange . The procedures for cash. This Agreement sets forth the specific procedures by which processing an Authorized Participant may create order to purchase or redeem BasketsCreation Units are described in the Trust’s Prospectus and in Annex II to this Agreement. For All purchase and redemption orders must be made pursuant to the avoidance of doubt, the term “Prospectus” shall mean procedures set forth in the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS FundAnnex II hereto, as the context requires. Because new Shares for each Fund can may be created and issued amended by the Trust on an ongoing basis, at any point during from time to time. References to the life of each respective Fund, a “distribution,” Prospectus are to the then current Prospectus as such term is used in the 1933 Act, it may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it supplemented or amended from time to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below)time. Capitalized terms not otherwise defined herein are used but not herein as defined in this Agreement shall have the meanings assigned to such terms in the Trust AgreementProspectus. To the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and The parties hereto in consideration of the premises and of the mutual covenants and agreements set forth below, the parties hereto contained herein agree as follows:

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Exchange Traded Spreads Trust)

SUMMARY. The General Partner serves in its capacity as General Partner of United States Oil Fund, LP (the “Fund”) pursuant to the Limited Partnership Agreement dated as of the day the first Creation Basket is sold and the proceeds are invested (substantially in the form attached hereto) between the General Partner and the Limited Partners of the Fund (the “Partnership Agreement”). Xxxxx Brothers Xxxxxxxx Co. (the “Administrator” or “Custodian”) and ALPS Distributors (the “Marketing Agent”) each serve as agents of the General Partner for all purposes of this Agreement, and all references to agreements, obligations or duties of the Administrator, Custodian or Marketing Agent herein shall be deemed references to agreements, obligations of duties of the General Partner acting through the relevant agent. As provided in the Fifth Amended Partnership Agreement and Restated Declaration of Trust and Trust Agreement of described in the TrustFund’s prospectus (the “Prospectus”), as supplemented and amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below)time, units Shares of fractional undivided beneficial interest in and ownership of each Fund the limited partnership (individually and collectively, the “Shares”) may be created or redeemed through the Marketing Agent by the Managing Owner for an Authorized Participant in aggregations of two one hundred thousand (200,000100,000) Shares (each aggregation, a “Creation Basket” or “Redemption Basket,” respectively; collectively, “Baskets”). Creation Baskets are offered only pursuant to the applicable most recent registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only), as currently declared effective and on file with by the Securities and Exchange Commission (the “SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “ProspectusesStatement”). Under Authorized Participants are the Trust Agreement, the Managing Owner is authorized only persons that may place orders to issue Baskets to, create and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and or Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust AgreementProspectus. To the extent there is a conflict between any provision of this Agreement other than the indemnities provided in Section 9 and the provisions of the Trust AgreementProspectus, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Authorized Participant Agreement (United States Oil Fund, LP)

SUMMARY. The General Partner serves in its capacity as General Partner of United States Short Oil Fund, LP (the “Fund”) pursuant to the Limited Partnership Agreement dated as of the day the first Creation Basket is sold and the proceeds are invested (substantially in the form attached hereto) between the General Partner and the Limited Partners of the Fund (the “Partnership Agreement”). Xxxxx Brothers Xxxxxxxx Co. (the “Administrator” or “Custodian”) and ALPS Distributors (the “Marketing Agent”) each serve as agents of the General Partner for all purposes of this Agreement, and all references to agreements, obligations or duties of the Administrator, Custodian or Marketing Agent herein shall be deemed references to agreements, obligations of duties of the General Partner acting through the relevant agent. As provided in the Fifth Amended Partnership Agreement and Restated Declaration of Trust and Trust Agreement of described in the TrustFund’s prospectus (the “Prospectus”), as supplemented and amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below)time, units Units of fractional undivided beneficial interest in and ownership of each Fund the limited partnership (individually and collectively, the “SharesUnits”) may be created or redeemed through the Marketing Agent by the Managing Owner for an Authorized Participant Purchaser in aggregations of two one hundred thousand (200,000100,000) Shares Units (each aggregation, a “Creation Basket” or “Redemption Basket,” respectively; collectively, “Baskets”). Creation Baskets are offered only pursuant to the applicable most recent registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only), as currently declared effective and on file with by the Securities and Exchange Commission (the “SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “ProspectusesStatement”). Under Authorized Purchasers are the Trust Agreement, the Managing Owner is authorized only persons that may place orders to issue Baskets to, create and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and or Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust AgreementProspectus. To the extent there is a conflict between any provision of this Agreement other than the indemnities provided in Section 9 and the provisions of the Trust AgreementProspectus, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Authorized Purchaser Agreement (United States Short Oil Fund, LP)

SUMMARY. The General Partner serves in its capacity as General Partner of United States Diesel-Heating Oil Fund, LP (the “Fund”) pursuant to the Limited Partnership Agreement dated as of the day the first Creation Basket is sold and the proceeds are invested (substantially in the form attached hereto) between the General Partner and the Limited Partners of the Fund (the “Partnership Agreement”). Xxxxx Brothers Xxxxxxxx Co. (the “Administrator” or “Custodian”) and ALPS Distributors (the “Marketing Agent”) each serve as agents of the General Partner for all purposes of this Agreement, and all references to agreements, obligations or duties of the Administrator, Custodian or Marketing Agent herein shall be deemed references to agreements, obligations of duties of the General Partner acting through the relevant agent. As provided in the Fifth Amended Partnership Agreement and Restated Declaration of Trust and Trust Agreement of described in the TrustFund’s prospectus (the “Prospectus”), as supplemented and amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below)time, units Units of fractional undivided beneficial interest in and ownership of each Fund the limited partnership (individually and collectively, the “SharesUnits”) may be created or redeemed through the Marketing Agent by the Managing Owner for an Authorized Participant Purchaser in aggregations of two hundred fifty thousand (200,00050,000) Shares Units (each aggregation, a “Creation Basket” or “Redemption Basket,” respectively; collectively, “Baskets”). Creation Baskets are offered only pursuant to the applicable most recent registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only), as currently declared effective and on file with by the Securities and Exchange Commission (the “SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “ProspectusesStatement”). Under Authorized Purchasers are the Trust Agreement, the Managing Owner is authorized only persons that may place orders to issue Baskets to, create and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and or Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust AgreementProspectus. To the extent there is a conflict between any provision of this Agreement other than the indemnities provided in Section 9 and the provisions of the Trust AgreementProspectus, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Authorized Purchaser Agreement (United States Diesel-Heating Oil Fund, LP)

SUMMARY. As provided in the Fifth Amended and Restated Declaration of Trust and Trust Agreement of the Trust, as it may be amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below), common units of fractional undivided beneficial interest in and ownership of each a Fund (individually and collectively, the “Shares”) may be created or redeemed by the Managing Owner for an Authorized Participant in aggregations of two hundred thousand (200,000) a specified number of Shares stated in a Fund’s Prospectus (each aggregation, a “Basket”). Baskets are offered only pursuant to the applicable a registration statement of the Trust, Trust with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS a Fund on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only)amended, as currently declared effective and on file with by the Securities and Exchange Commission (“SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each a Fund (each, a “Registration Statement,” collectively, the “Registration StatementsStatement”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended each Fund’s current prospectus (the “1933 ActProspectus), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “Prospectuses”)) included therein. Under the Trust Agreement, the Managing Owner is authorized to issue Baskets to, and redeem Baskets from, Authorized Participantsauthorized participants, which may be made (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (Baskets, such processes being referred to herein as the “CNS Clearing Process”), ,” or (ii) if outside the CNS Clearing Process, only through the facilities of The the Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets and the Procedures (defined below) set forth the specific procedures by which an the Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust AgreementAgreement or Authorized Participant Procedures Handbook set forth in Attachment A hereto, as it may be amended, modified or supplemented from time to time (the “Procedures”). To the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable provisions of the Prospectus shall control. For the avoidance of doubt, any action which that is referred to herein as an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Authorized Participant Agreement (Market Vectors Commodity Trust)

SUMMARY. The General Partner serves in its capacity as General Partner of United States Short Oil Fund, LP (the “Fund”) pursuant to the Limited Partnership Agreement dated as of the day the first Creation Basket is sold and the proceeds are invested (substantially in the form attached hereto) between the General Partner and the Limited Partners of the Fund (the “Partnership Agreement”). Xxxxx Brothers Xxxxxxxx Co. (the “Administrator” or “Custodian”) and ALPS Distributors (the “Marketing Agent”) each serve as agents of the General Partner for all purposes of this Agreement, and all references to agreements, obligations or duties of the Administrator, Custodian or Marketing Agent herein shall be deemed references to agreements, obligations of duties of the General Partner acting through the relevant agent. As provided in the Fifth Amended Partnership Agreement and Restated Declaration of Trust and Trust Agreement of described in the TrustFund’s prospectus (the “Prospectus”), as supplemented and amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below)time, units Units of fractional undivided beneficial interest in and ownership of each Fund the limited partnership (individually and collectively, the “SharesUnits”) may be created or redeemed through the Marketing Agent by the Managing Owner for an Authorized Participant Purchaser in aggregations of two hundred fifty thousand (200,00050,000) Shares Units (each aggregation, a “Creation Basket” or “Redemption Basket,” respectively; collectively, “Baskets”). Creation Baskets are offered only pursuant to the applicable most recent registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only), as currently declared effective and on file with by the Securities and Exchange Commission (the “SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “ProspectusesStatement”). Under Authorized Purchasers are the Trust Agreement, the Managing Owner is authorized only persons that may place orders to issue Baskets to, create and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and or Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust AgreementProspectus. To the extent there is a conflict between any provision of this Agreement other than the indemnities provided in Section 9 and the provisions of the Trust AgreementProspectus, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Authorized Purchaser Agreement (United States Short Oil Fund, LP)

SUMMARY. As provided Capitalized terms used herein but not otherwise defined herein shall have the respective meanings ascribed to them in the Fifth Amended Indenture, dated as of May 1, 1993, between Chatwins Group, Inc. ("Chatwins") and Restated Declaration of Trust State Street Bank and Trust Agreement of the TrustCompany, as amended from time successor Trustee to time The First National Bank of Boston (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below"Trustee"), units of fractional undivided beneficial interest in and ownership of each Fund (individually and collectively, the “Shares”) may be created or redeemed by the Managing Owner for an Authorized Participant in aggregations of two hundred thousand (200,000) Shares (each aggregation, a “Basket”). Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only), as currently effective and on file with the Securities and Exchange Commission (“SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”"Indenture"). Chatwins hereby offers to purchase $25 million principal amount of its 13% Senior Notes due 2003 (the "Securities") at ninety-eight percent (98%) of par (the "Purchase Offer"). In connection with the Purchase Offer, after the effectiveness Chatwins is soliciting consents to certain amendments and waivers under its Indenture. The Purchase Offer is being made to only those Securityholders of record on November 19, 1999 who agree and consent to all amendments and waivers of the Registration Statements (each, a “Prospectus,” collectively, the “Prospectuses”). Under the Trust Agreement, the Managing Owner Indenture --- covenants and Defaults solicited hereby and is authorized to issue Baskets to, and redeem Baskets from, Authorized Participants, conditioned upon (i) through Chatwins receiving consents to all the Continuous Net Settlement (“CNS”) clearing processes amendments and waivers solicited hereby from --- Securityholders in respect of a majority of the National outstanding principal amount of Securities Clearing Corporation (which will be sufficient for the “NSCC”) as such processes have been enhanced amendments and waivers to effect purchases and redemptions of Creation Baskets and Redemption Baskets (become effective under the “CNS Clearing Process”Indenture), or (ii) if outside the CNS Clearing ProcessPurchase Offer being accepted as to at least $25 million principal amount of the Securities, only through and (iii) New Reunion (as defined below) consummating the facilities New Credit Facility (as defined in Section II(5) below) which is required to consummate the Purchase Offer. If the Purchase Offer is not consummated, then none of the amendments and waivers solicited hereby shall become effective. November 19, 1999 (at 5:00 p.m. Eastern Standard Time) has been fixed by Chatwins as the record date for determining the Securityholders entitled to participate in the Purchase Offer and to agree and consent to the amendments and waivers requested herein. The Securities are represented by a Global Security deposited with The Depository Trust Company ("DTC") and registered in the name of DTC's nominee, Cede & Co. In accordance with DTC's usual procedures, an Omnibus Consent is being delivered to Chatwins under which Cede & Co.'s rights to consent in respect of the Securities have been assigned to the DTC Participants who are the holders on the record date of the Securities through their accounts at DTC or the “Depository”) their assignees (the “DTC Process”"Participants"), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can To ensure that you will be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it entitled to have your Securities purchased pursuant to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust Agreement. To the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and Offer in consideration of your consent to all the mutual --- amendments and waivers of the Indenture covenants and agreements set forth belowDefaults solicited hereby, your properly executed acceptance must be received by Chatwins no later than December 3, 1999 at 5:00 p.m. Eastern Standard Time. Chatwins has entered into an Amended and Restated Merger Agreement with Reunion Industries, Inc., a Delaware corporation ("Reunion"), dated as of July 28, 1999 (the parties hereto agree as follows"Amended and Restated Merger Agreement"), pursuant to which Chatwins will merge with and into Reunion (the "Merger"), with Reunion being the surviving corporation ("New Reunion"). In connection with the Merger, New Reunion intends to enter into the following transactions:

Appears in 1 contract

Samples: Reunion Industries Inc

SUMMARY. As provided in the Fifth Amended and Restated Declaration of Trust and Trust Agreement of the Trust, as amended from time to time Trust (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below), units of fractional undivided beneficial interest in and ownership of each Fund (individually and collectively, the “Shares”) may be created or redeemed by the Managing Owner for an Authorized Participant in aggregations of two hundred thousand (200,000) Shares (each aggregation, a “Basket”). Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund Trust on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund 135422 and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333135422-193222 et seq. with respect to the DBS Fund only01), as currently declared effective and on file with by the Securities and Exchange Commission (“SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration StatementsStatement”) together with the prospectuses prospectus of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements Statement (each, a the “Prospectus,” collectively, the “Prospectuses”). Under the Trust Agreement, the Managing Owner is authorized to issue Baskets to, and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the Securities Act of 1933, as amended (“1933 Act”), may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that which would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust Agreement. To the extent there is a conflict between any provision of this Agreement and the provisions of the Trust Agreement, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Participant Agreement (PowerShares DB Multi-Sector Commodity Trust)

SUMMARY. The General Partner serves in its capacity as General Partner of United States Xxxxx Oil Fund, LP (the “Fund”) pursuant to the Limited Partnership Agreement dated as of the day the first Creation Basket is sold and the proceeds are invested (substantially in the form attached hereto) between the General Partner and the Limited Partners of the Fund (the “Partnership Agreement”). Xxxxx Brothers Xxxxxxxx Co. (the “Administrator” or “Custodian”) and ALPS Distributors (the “Marketing Agent”) each serve as agents of the General Partner for all purposes of this Agreement, and all references to agreements, obligations or duties of the Administrator, Custodian or Marketing Agent herein shall be deemed references to agreements, obligations of duties of the General Partner acting through the relevant agent. As provided in the Fifth Amended Partnership Agreement and Restated Declaration of Trust and Trust Agreement of described in the TrustFund’s prospectus (the “Prospectus”), as supplemented and amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below)time, units Units of fractional undivided beneficial interest in and ownership of each Fund the limited partnership (individually and collectively, the “SharesUnits”) may be created or redeemed through the Marketing Agent by the Managing Owner for an Authorized Participant Purchaser in aggregations of two hundred fifty thousand (200,00050,000) Shares Units (each aggregation, a “Creation Basket” or “Redemption Basket,” respectively; collectively, “Baskets”). Creation Baskets are offered only pursuant to the applicable most recent registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only), as currently declared effective and on file with by the Securities and Exchange Commission (the “SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “ProspectusesStatement”). Under Authorized Purchasers are the Trust Agreement, the Managing Owner is authorized only persons that may place orders to issue Baskets to, create and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and or Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust AgreementProspectus. To the extent there is a conflict between any provision of this Agreement other than the indemnities provided in Section 9 and the provisions of the Trust AgreementProspectus, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Authorized Purchaser Agreement (United States Brent Oil Fund, LP)

SUMMARY. The General Partner serves in its capacity as General Partner of United States Diesel-Heating Oil Fund, LP (the “Fund”) pursuant to the Limited Partnership Agreement dated as of the day the first Creation Basket is sold and the proceeds are invested (substantially in the form attached hereto) between the General Partner and the Limited Partners of the Fund (the “Partnership Agreement”). Xxxxx Brothers Xxxxxxxx Co. (the “Administrator” or “Custodian”) and ALPS Distributors (the “Marketing Agent”) each serve as agents of the General Partner for all purposes of this Agreement, and all references to agreements, obligations or duties of the Administrator, Custodian or Marketing Agent herein shall be deemed references to agreements, obligations of duties of the General Partner acting through the relevant agent. As provided in the Fifth Amended Partnership Agreement and Restated Declaration of Trust and Trust Agreement of described in the TrustFund’s prospectus (the “Prospectus”), as supplemented and amended from time to time (the “Trust Agreement”) as currently in effect and described in the applicable Prospectus (defined below)time, units Shares of fractional undivided beneficial interest in and ownership of each Fund the limited partnership (individually and collectively, the “Shares”) may be created or redeemed through the Marketing Agent by the Managing Owner for an Authorized Participant in aggregations of two hundred fifty thousand (200,00050,000) Shares (each aggregation, a “Creation Basket” or “Redemption Basket,” respectively; collectively, “Baskets”). Creation Baskets are offered only pursuant to the applicable most recent registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 333-193222 et seq. with respect to the DBS Fund only), as currently declared effective and on file with by the Securities and Exchange Commission (the “SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses of the Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of the Registration Statements (each, a “Prospectus,” collectively, the “ProspectusesStatement”). Under Authorized Participants are the Trust Agreement, the Managing Owner is authorized only persons that may place orders to issue Baskets to, create and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and or Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not defined in this Agreement shall have the meanings assigned to such terms in the Trust AgreementProspectus. To the extent there is a conflict between any provision of this Agreement other than the indemnities provided in Section 9 and the provisions of the Trust AgreementProspectus, the provisions of the Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Authorized Participant Agreement (United States Diesel-Heating Oil Fund, LP)

SUMMARY. As provided in the Fifth Amended and Restated Declaration of Trust and Trust Agreement of the Trusteach Trust (each, as amended from time to time (a “Trust Agreement,” collectively, the “Trust AgreementAgreements”) as currently in effect and described in the applicable Prospectus (defined below), units of fractional undivided beneficial interest in and ownership of each Fund Trust (individually and collectively, the “Shares”) may be created or redeemed by the Managing Owner for an Authorized Participant in aggregations of two hundred thousand (200,000) Shares (each aggregation, a “Basket”)) as specified in the Prospectus. Baskets are offered only pursuant to the applicable registration statement of the Trust, with respect to all the Funds, excluding the DBA Fund and the DBS Fund, on Form S-3, with respect to the DBA Fund on Form S-3ASR, and with respect to the DBS Fund each Trust on Form S-1, as amended (Registration Nos.: 333-203008 et seq. with respect to all the Funds164754, excluding the DBA Fund and the DBS Fund; Registration Nos.: 333-185865 et seq. with respect to the DBA Fund only; Registration Nos.: 164758, 333-193222 et seq. with respect to the DBS Fund only164757, 333-164756 and 333-164755), as currently declared effective and on file with by the Securities and Exchange Commission (“SEC”) and as the same may be amended from time to time thereafter or any successor registration statement in respect of Shares of each Fund Trust (each, a “Registration Statement,” collectively, the “Registration Statements”) together with the prospectuses prospectus of the each Trust in the form filed with the SEC under Rule 424(b) under the Securities Act of 1933, as amended (the “1933 Act”), after the effectiveness of each Registration Statement (the Registration Statements (each, a “Prospectus,” collectively, the “Prospectuses”), and as supplemented from time to time. Under the each Trust Agreement, the Managing Owner is authorized to issue Baskets to, and redeem Baskets from, Authorized Participants, (i) through the Continuous Net Settlement (“CNS”) clearing processes of the National Securities Clearing Corporation (the “NSCC”) as such processes have been enhanced to effect purchases and redemptions of Creation Baskets and Redemption Baskets (the “CNS Clearing Process”), or (ii) if outside the CNS Clearing Process, only through the facilities of The Depository Trust Company (“DTC” or the “Depository”) (the “DTC Process”), or a successor depository, and only in exchange for cash. This Agreement sets forth the specific procedures by which an Authorized Participant may create or redeem Baskets. For the avoidance of doubt, the term “Prospectus” shall mean the Prospectus for the DBA Fund, the Prospectus for the DBS Fund or the Prospectus for all of the Funds, excluding the DBA Fund and the DBS Fund, as the context requires. Because new Shares for each Fund can be created and issued by the Trust on an ongoing basis, at any point during the life of each respective Fund, a “distribution,” as such term is used in the 1933 Act, may be occurring. The Authorized Participant is cautioned that some of its activities may result in its being deemed a participant in a distribution in a manner that would render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. The Authorized Participant should review the “Plan of Distribution” section of the applicable Prospectus and consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order Subscription Agreement (defined below). Capitalized terms used but not otherwise defined in this Agreement shall have the meanings assigned to such terms in the applicable Trust Agreement. To the extent there is a conflict between any provision of this Agreement and the provisions of the a Trust Agreement, the provisions of the applicable Trust Agreement shall control. To the extent there is a conflict between any provision of this Agreement and the provisions of the applicable Prospectus, the applicable Prospectus shall control. For the avoidance of doubt, any action which is an action being taken by the Managing Owner may be taken by a party whom the Managing Owner has duly authorized to take such action. To give effect to the foregoing premises and in consideration of the mutual covenants and agreements set forth below, the parties hereto agree as follows:

Appears in 1 contract

Samples: Form of Participant Agreement (FactorShares 2X: S&P500 Bull/Usd Bear)

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