TRANSFER AGENCY AND SERVICE AGREEMENTTransfer Agency and Service Agreement • December 13th, 2023 • Invesco Galaxy Bitcoin ETF • Commodity contracts brokers & dealers
THIS AGREEMENT is made as of the 1st day of December, 2023, by and among INVESCO GALAXY BITCOIN ETF TRUST (hereinafter the “Trust”), a Delaware statutory trust, having its principal office and place of business at 3500 Lacy Road, Suite 700, Downers Grove, IL 60515, THE BANK OF NEW YORK MELLON, a New York corporation authorized to do a banking business having its principal office and place of business at 240 Greenwich Street, New York, New York 10286 (the “Bank”), and solely with respect to Section 2 hereof, INVESCO CAPITAL MANAGEMENT LLC, a Delaware limited liability company having its principal office and place of business at 3500 Lacey Road, Suite 700, Downers Grove, Illinois 60515 (the “Sponsor”).
Lukka Calculation Services Subscription Agreement v01-9-20-23Services Subscription Agreement • January 9th, 2024 • Invesco Galaxy Bitcoin ETF • Commodity contracts brokers & dealers
This Lukka Calculation Services Subscription Agreement (this “Subscription”) is entered into as of October 1, 2023 (the “Subscription Effective Date”) by and between Lukka Calculation Services, LLC (“Lukka Calculations”) and
COINBASE PRIME BROKER AGREEMENTCoinbase Prime Broker Agreement • January 9th, 2024 • Invesco Galaxy Bitcoin ETF • Commodity contracts brokers & dealers • New York
LUKKA OFFERINGS MASTER SERVICES AGREEMENTLukka Offerings Master Services Agreement • December 13th, 2023 • Invesco Galaxy Bitcoin ETF • Commodity contracts brokers & dealers • New York
This Lukka Offerings Master Services Agreement (this “Agreement”), is made and entered into as of February 1, 2022 (the “Effective Date”) by and between Lukka, Inc. (“Lukka”) and Invesco Ltd. (“Customer”). In consideration of the mutual covenants contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
INVESCO GALAXY BITCOIN ETF SECOND AMENDED AND RESTATED DECLARATION OF TRUST AND TRUST AGREEMENTTrust and Trust Agreement • January 8th, 2024 • Invesco Galaxy Bitcoin ETF • Commodity contracts brokers & dealers • Delaware
THIS SECOND AMENDED AND RESTATED DECLARATION OF TRUST AND TRUST AGREEMENT (this “Amended and Restated Declaration of Trust”), dated as of January 5, 2024 amends and restates the Amended and Restated Declaration of Trust and Trust Agreement dated as of December 13, 2023 (the “Prior Declaration of Trust and Trust Agreement”), between Invesco Capital Management LLC, a Delaware limited liability company, successor to Galaxy Digital Funds LLC, as sponsor (the “Sponsor”), and Delaware Trust Company, a Delaware corporation (“Delaware Trust Company”), as trustee.
DECLARATION OF TRUST AND TRUST AGREEMENT OF GALAXY BITCOIN ETFTrust Agreement • December 29th, 2023 • Invesco Galaxy Bitcoin ETF • Commodity contracts brokers & dealers
TRUST AGREEMENT, dated as of March 31, 2021 (this “Trust Agreement”), between GALAXY DIGITAL FUNDS LLC, a Delaware limited liability company, as sponsor (the “Sponsor”), GALAXY DIGITAL LP (“Galaxy”) (solely with respect to Section 3 herein) and DELAWARE TRUST COMPANY, a Delaware corporation, as trustee (the “Trustee”). The Sponsor and the Trustee hereby agree as follows:
PARTICIPATION AGREEMENT INVESCO GALAXY BITCOIN ETFParticipation Agreement • December 29th, 2023 • Invesco Galaxy Bitcoin ETF • Commodity contracts brokers & dealers • Illinois
This Participant Agreement (this “Agreement”) is entered into between Invesco Capital Management LLC (the “Sponsor”), [__________] (the “Participant”), and is subject to acceptance by Invesco Galaxy Bitcoin ETF (the “Trust”) and The Bank of New York Mellon (the “Transfer Agent”). The Transfer Agent serves as the transfer agent of the Trust. The Sponsor and the Participant acknowledge and agree that the Trust shall be a third-party beneficiary of the Agreement and shall receive the benefits contemplated by the Agreement to the extent specified herein.
INVESCO GALAXY BITCOIN ETF AMENDED AND RESTATED DECLARATION OF TRUST AND TRUST AGREEMENTInvesco Galaxy Bitcoin • December 29th, 2023 • Invesco Galaxy Bitcoin ETF • Commodity contracts brokers & dealers • Delaware
THIS AMENDED AND RESTATED DECLARATION OF TRUST AND TRUST AGREEMENT (this “Amended and Restated Declaration of Trust”), dated as of December 13, 2023 amends and restates the Declaration of Trust and Trust Agreement dated as of March 31, 2021 (the “Initial Declaration of Trust and Trust Agreement”), as amended by the Amendment No. 1 to the Initial Declaration of Trust and Trust Agreement dated as of September 20, 2021 (the “Amendment No. 1”, and the Initial Declaration of Trust and Trust Agreement as amended by the Amendment No. 1, the “Amended Initial Declaration of Trust and Trust Agreement”), between Invesco Capital Management LLC, a Delaware limited liability company, successor to Galaxy Digital Funds LLC, as sponsor (the “Sponsor”), and Delaware Trust Company, a Delaware corporation, as trustee (the “Trustee”).
FORM OF MARKETING AGENT AGREEMENTMarketing Agent Agreement • December 29th, 2023 • Invesco Galaxy Bitcoin ETF • Commodity contracts brokers & dealers
MARKETING AGENT AGREEMENT dated and effective as of [ ], 2024 (this “Agreement”) among Invesco Galaxy Bitcoin ETF, a Delaware statutory trust (the “Trust”), Invesco Distributors, Inc., a Delaware corporation (the “Marketing Agent”), and Invesco Capital Management LLC, a Delaware limited liability company (the “Sponsor”). Capitalized terms used but not defined in this Agreement shall have the meaning ascribed thereto in the Trust’s Prospectus (as defined herein) included in its Registration Statement (as defined herein).
AMENDMENT NO. 1 TO DECLARATION OF TRUST AND TRUST AGREEMENT OF GALAXY BITCOIN ETFTrust Agreement • December 29th, 2023 • Invesco Galaxy Bitcoin ETF • Commodity contracts brokers & dealers
Effective as of the date below, the parties to the Trust Agreement shall hereafter be Invesco Capital Management LLC and Delaware Trust Company.
CUSTODY AGREEMENT By and Between THE BANK OF NEW YORK MELLON And INVESCO GALAXY BITCOIN ETFCustody Agreement • December 13th, 2023 • Invesco Galaxy Bitcoin ETF • Commodity contracts brokers & dealers • New York
This Custody Agreement is made and entered into as of the latest date set forth on the signature page hereto (the “Effective Date”) by and between THE BANK OF NEW YORK MELLON, a New York state chartered bank (“BNY Mellon”), and INVESCO GALAXY BITCOIN ETF, a Delaware statutory trust (“Customer”). BNY Mellon and Customer are collectively referred to as the “Parties” and individually as a “Party”.
EXECUTION AGENT AGREEMENTExecution Agent Agreement • December 29th, 2023 • Invesco Galaxy Bitcoin ETF • Commodity contracts brokers & dealers • New York
This Execution Agent Agreement is entered into as of December 22, 2023 (the “Effective Date”), by and between Invesco Capital Management LLC (“Invesco”) and Galaxy Digital Funds LLC (“Galaxy”). Invesco and Galaxy may each be referred to herein individually as a “Party” and collectively as the “Parties.”
FUND ADMINISTRATION AND ACCOUNTING AGREEMENTFund Administration and Accounting Agreement • December 13th, 2023 • Invesco Galaxy Bitcoin ETF • Commodity contracts brokers & dealers • New York
THIS AGREEMENT is made as of December 1, 2023 by and between Invesco Galaxy Bitcoin ETF Trust (hereinafter the “Trust”), a Delaware statutory trust, having its principal office and place of business at 3500 Lacey Road, Suite 700, Downers Grove, IL 60515, The Bank of New York Mellon, a New York corporation authorized to do a banking business (“BNY Mellon”) , and solely with respect to Sections 6, 8, 12 and 19 hereof, Invesco Capital Management LLC, a Delaware limited liability company having its principal office and place of business at 3500 Lacey Road, Suite 700, Downers Grove, Illinois 60515 (the “Sponsor”).
