ETF DISTRIBUTION AGREEMENTEtf Distribution Agreement • April 23rd, 2021 • Engine No. 1 ETF Trust • Delaware
This Distribution Agreement (the “Agreement”) is made this __ day of _________ 2021, by and between Engine No. 1 ETF Trust, a Delaware statutory trust (the “Trust”) having its principal place of business at 710 Sansome Street, San Francisco, California 94111, and Foreside Financial Services, LLC, a Delaware limited liability company (the “Distributor”) having its principal place of business at Three Canal Plaza, Suite 100, Portland, ME 04101.
CUSTODIAN AGREEMENTCustodian Agreement • April 23rd, 2021 • Engine No. 1 ETF Trust • New York
THIS AGREEMENT (this Agreement), dated as of April ___, 2021, between ENGINE NO. 1 ETF TRUST (the Fund), an open-end management investment company organized under the laws of the State of Delaware as a Delaware statutory trust and registered with the U. S. Securities and Exchange Commission under the Investment Company Act of 1940 (the 1940 Act), on behalf of each series listed on Annex A to this Agreement, as the same may be amended from time to time, separately and not jointly (each, a Portfolio and collectively, the Portfolios), and BROWN BROTHERS HARRIMAN & CO., a limited partnership formed under the laws of the State of New York (BBH&Co. or Custodian). All references herein to “Portfolio” are to each of the Portfolios listed on the attached Annex A individually, as if this Agreement were between the Fund on behalf of each such individual Portfolio and the Custodian. Without limiting the generality of the foregoing, no Portfolio shall be liable for any obligations of any other Port
FUND CCO AND AMLO AGREEMENTFund Cco and Amlo Agreement • April 23rd, 2021 • Engine No. 1 ETF Trust • Delaware
AGREEMENT made as of April 23, 2021 by and between Engine No. 1 ETF Trust, a Delaware statutory trust on behalf of each of its series (each a “Fund” and collectively the Funds) with its principal office and place of business at 710 Sansome Street, San Francisco, California 941111 (the “Fund Company”), and Foreside Fund Officer Services, LLC, a Delaware limited liability company, with its principal office and place of business at Three Canal Plaza, Portland, Maine 04101 (“Foreside”).
Engine No. 1 ETF Trust AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST DATED FEBRUARY 9, 2021Engine No. 1 ETF Trust • April 23rd, 2021 • Delaware
AMENDED AND RESTATED BY-LAWS OF ENGINE NO. 1 ETF TRUSTEngine No. 1 ETF Trust • April 23rd, 2021
These Amended and Restated By-Laws (these “By-Laws”) of Engine No. 1 ETF Trust (the “Trust”), a Delaware statutory trust, are subject to the Trust’s Amended and Restated Agreement and Declaration of Trust, dated February 8, 2021, as from time to time amended, supplemented, or restated (the “Trust Instrument”). Capitalized terms used herein which are defined in the Trust Instrument are used as therein defined. The provisions of Sections 11.6, 11.7, 11.11 and 11.12 of the Trust Instrument shall apply to these By-Laws mutatis mutandis. In the event of any inconsistency between the terms hereof and the terms of the Trust Instrument, the terms of the Trust Instrument control.
Final Form of 4.16.2021 FORM OF AUTHORIZED PARTICIPANT AGREEMENT ENGINE NO. 1 ETF TRUSTAuthorized Participant Agreement • April 23rd, 2021 • Engine No. 1 ETF Trust • New York
This Authorized Participant Agreement (the “Agreement”) is entered into by and between Foreside Financial Services, LLC (the “Distributor”) and __________ (the “Participant”) and is subject to acceptance by Brown Brothers Harriman & Co. (the “Transfer Agent/Index Receipt Agent”), and is further subject to acknowledgement and agreement by Engine No. 1 ETF Trust (the “Trust”), a series trust offering a number of portfolios of securities (each a “Fund” and collectively the “Funds”), with respect to the provisions hereof applicable to the Trust herein. Capitalized terms used but not defined herein are defined in the current prospectus for each Fund as it may be supplemented or amended from time to time, and included in the Trust’s Registration Statement on Form N-1A, as it may be amended from time to time, or otherwise filed with the U.S. Securities and Exchange Commission (“SEC”) (together with such Fund’s Statement of Additional Information incorporated therein, the “Prospectus”).
FUND PFO/TREASURER AGREEMENTTreasurer Agreement • April 23rd, 2021 • Engine No. 1 ETF Trust • Delaware
AGREEMENT made as of April 23, 2021 by and between Engine No. 1 ETF Trust, a Delaware statutory trust , on behalf of each of its series of funds (each, a "Series", and collectively, the "Series"), with its principal office and place of business at 710 Sansome Street, San Francisco, California 94111 (the “Fund Company”), and Foreside Fund Officer Services, LLC, a Delaware limited liability company with its principal office and place of business at Three Canal Plaza, Suite 100, Portland, Maine 04101 (“Foreside”).
