BLACKROCK ASSET MANAGEMENT INTERNATIONAL INC., as Sponsor and BLACKROCK INSTITUTIONAL TRUST COMPANY, N.A., as Administrative Trustee and WILMINGTON TRUST COMPANY, as Delaware Trustee SECOND AMENDED AND RESTATED TRUST AGREEMENTTrust Agreement • March 4th, 2013 • iShares S&P GSCI Commodity-Indexed Investing Pool LLC • Investors, nec • Delaware
This Second Amended and Restated Trust Agreement, dated as of March 1, 2013 (this “Agreement”), is among BlackRock Asset Management International Inc. (formerly known as Barclays Global Investors International, Inc.), a Delaware corporation, as sponsor (the “Sponsor”), BlackRock Institutional Trust Company, N.A. (formerly known as Barclays Global Investors, N.A.), a national banking association, as administrative trustee (the “Administrative Trustee”), and Wilmington Trust Company, a Delaware trust company, as Delaware trustee (the “Delaware Trustee”). This Agreement amends and restates in its entirety the trust agreement of the iShares® S&P GSCI™ Commodity-Indexed Trust (the “Trust”), dated as of July 7, 2006 (the “Initial Trust Agreement”), as amended and restated as of September, 12, 2007, and as further amended on December 27, 2007 (the “Existing Trust Agreement”), among the Sponsor, the Administrative Trustee and the Delaware Trustee (the “Existing Trust Agreement”).
FORM OF AUTHORIZED PARTICIPANT AGREEMENTAuthorized Participant Agreement • March 4th, 2013 • iShares S&P GSCI Commodity-Indexed Investing Pool LLC • Investors, nec • New York
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OFLimited Liability Company Agreement • March 4th, 2013 • iShares S&P GSCI Commodity-Indexed Investing Pool LLC • Investors, nec • Delaware
This Amended and Restated Limited Liability Company Agreement (this “Agreement”) of iShares® S&P GSCI™ Commodity-Indexed Investing Pool LLC, a Delaware limited liability company (the “Investing Pool”), is made as of March 1, 2013 among iShares® S&P GSCI™ Commodity-Indexed Trust, a Delaware statutory trust, in its capacity as a member (“Member A”), and BlackRock Asset Management International Inc. (formerly known as Barclays Global Investors International, Inc.), a Delaware corporation, in its capacity as a member (“Member B” and, together with Member A, the “Members”) and the Manager (as defined below). This Agreement amends and restates the existing Limited Liability Company Agreement of the Investing Pool, dated as of July 7, 2006, as amended on December 27, 2007 (the “Existing Agreement”).
MASTER SERVICES AGREEMENT Between Each BTC Recipient Listed in Exhibit A And State Street Bank and Trust Company Dated as of April 21, 2011Master Services Agreement • March 4th, 2013 • iShares S&P GSCI Commodity-Indexed Investing Pool LLC • Investors, nec • New York
This Master Services Agreement (this “Agreement”), is made and entered into on this 21st day of April, 2011 (“Effective Date”) by and between State Street Bank and Trust Company, Commonwealth of Massachusetts, with a principal office located at 1 Lincoln Street, Boston, MA 02111 (“State Street”) and each of the entities set forth in Exhibit A (each, a “BTC Recipient”). Except as specifically stated, each BTC Recipient executing this Agreement and one or more Service Modules will be obligating itself only with respect to itself, and not with respect to any other entity. References to a “Party” herein refer to either State Street or the applicable BTC Recipient or BTC Recipients, and references to the “Parties” herein refer to both State Street and the applicable BTC Recipient or BTC Recipients. This Agreement consists of the general terms and conditions below and all Exhibits attached hereto.
FUTURES AND OPTIONS ACCOUNT AGREEMENTFutures and Options Account Agreement • March 4th, 2013 • iShares S&P GSCI Commodity-Indexed Investing Pool LLC • Investors, nec • New York
The undersigned customer (“Customer”) agrees that all transactions that Goldman, Sachs & Co. or any of its affiliates (collectively, “Goldman”, unless otherwise specified) may execute, clear and/or carry on Customer’s behalf for the purchase or sale of futures contracts (“Futures Contracts”) or options on Futures Contracts (“Option Contracts”), and any customer accounts carried by Goldman in connection therewith (each, an “Account”), shall be subject to the terms and conditions set forth in this agreement (the “Agreement”), dated March 1, 2013. Futures Contracts and Option Contracts are referred to collectively in this Agreement as “Contracts”.
AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENTInvestment Advisory Agreement • March 4th, 2013 • iShares S&P GSCI Commodity-Indexed Investing Pool LLC • Investors, nec • California
THIS AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT (this “Agreement”) is dated as of March 1, 2013, between BlackRock Fund Advisors (formerly known as Barclays Global Fund Advisors), a California corporation (“Advisor”), and BlackRock Asset Management International Inc. (formerly known as Barclays Global Investors International, Inc.), as managing member (“Manager”) of iShares® S&P GSCI™ Commodity-Indexed Investing Pool LLC, a limited liability company organized under the laws of Delaware (“Investing Pool”). This Agreement amends and restates the Investment Advisory Agreement, dated as of July 10, 2006 (the “Existing Agreement”), between the Advisor, the Manager and the Investing Pool, and the amendments contemplated hereby shall become effective upon satisfaction of the conditions set forth in Section 23.
SERVICE MODULE FOR CUSTODIAL SERVICES between BTC RECIPIENTS and STATE STREETCustodial Services • March 4th, 2013 • iShares S&P GSCI Commodity-Indexed Investing Pool LLC • Investors, nec
This Service Module for Custodial Services (the “Service Module”), dated as of February 28, 2013 (the “Service Module Effective Date”), is made and entered into by and between each BTC Recipient listed in Schedule 11-A (each a “BTC Recipient” and collectively the “BTC Recipients”) and State Street Bank and Trust Company (“State Street”). The BTC Recipients and State Street are collectively referred to as the “Parties” and individually as a “Party.”
