Common use of Authority of Sponsor Clause in Contracts

Authority of Sponsor. In addition to and not in limitation of any rights and powers conferred by law (statutory or common) or other provisions of this Trust Agreement, the Sponsor shall have and may exercise on behalf of the Trust and each Fund, all rights and powers necessary, proper, convenient or advisable to effectuate and carry out the purposes, business and objectives of the Trust and each Fund, which shall include, without limitation, the right and power: (a) to enter into, execute, deliver and maintain, and to cause the Trust, for itself or on behalf of the Funds, to perform its obligations under, contracts, agreements and any or all other documents and instruments, including any contract, agreement or other instrument with the Sponsor or any of its Affiliates, and to do and perform all such things as may be in furtherance of Trust and Fund purposes or necessary or appropriate for the offer and sale of the Shares and the conduct of Trust and Fund activities; (b) to establish, maintain, deposit into, sign checks from and/or otherwise draw upon accounts on behalf of the Trust or the Funds with appropriate banking and savings institutions, and execute and/or accept any instrument or agreement incidental to the Trust’s business and in furtherance of its purposes; any such instrument or agreement so executed or accepted by the Sponsor in the Sponsor’s name shall be deemed executed and accepted on behalf of the Trust by the Sponsor; (c) to deposit, withdraw, pay, retain and distribute each Trust Estate or any portion thereof in any manner consistent with the provisions of this Trust Agreement; (d) to supervise the preparation and filing of Registration Statements, Prospectuses and any supplements or amendments thereto; (e) to pay or authorize the payment of distributions to the Shareholders and expenses of the Trust and each Fund;

Authority of Sponsor. In addition to and not in limitation of any rights and powers conferred by law (statutory or common) or other provisions of this Trust Agreement, the Sponsor shall have and may exercise on behalf of the Trust and each Fund, all rights and powers necessary, proper, convenient or advisable to effectuate and carry out the purposes, business and objectives of the Trust and each Fund, which shall include, without limitation, the right and power: (a) to enter into, execute, deliver and maintain, and to cause the Trust, for itself or on behalf of the Funds, to perform its obligations under, contracts, agreements and any or all other documents and instruments, including any contract, agreement or other instrument with the Sponsor or any of its Affiliates, and to do and perform all such things as may be in furtherance of Trust and Fund purposes or necessary or appropriate for the offer and sale of the Shares and the conduct of Trust and Fund activities; (b) to establish, maintain, deposit into, sign checks from and/or otherwise draw upon accounts on behalf of the Trust or the Funds with appropriate banking and savings institutions, and execute and/or accept any instrument or agreement incidental to the Trust’s business and in furtherance of its purposes; any such instrument or agreement so executed or accepted by the Sponsor in the Sponsor’s name shall be deemed executed and accepted on behalf of the Trust by the Sponsor; (c) to deposit, withdraw, pay, retain and distribute each Trust Estate or any portion thereof in any manner consistent with the provisions of this Trust Agreement; (d) to supervise the preparation and filing of Registration Statements, Prospectuses and any supplements or amendments thereto; (e) to pay or authorize the payment of distributions to the Shareholders and expenses of the Trust and each Fund; (f) to prepare, execute and file any tax returns of the Trust or any Fund, and to make any elections on behalf of the Trust or any Fund under the Code, or any other applicable tax law, as the Sponsor shall determine in its sole and absolute discretion to be in the best interests of the Trust or any Fund; (g) in the sole and absolute discretion of the Sponsor, to appoint and designate an Affiliate or Affiliates of the Sponsor as additional Sponsors as it deems necessary to effectuate and carry out the purposes, business and objectives of the Trust pursuant to a written instrument delegating such rights, powers, duties and obligations to such additional Sponsor(s) as the then-existing Sponsor(s) deems necessary or appropriate, a copy of which instrument shall be delivered to the Trustee; (h) to make any necessary determination or decision in connection with the preparation of each Fund’s financial statements and amendments thereto, and any Prospectus; (i) to prepare, file and distribute, if applicable, any periodic reports or updates that may be required under the Securities Exchange Act of 1934, as amended, or the rules and regulations thereunder; (j) to execute, file, record and/or publish all certificates, statements and other documents and do any and all other things as may be appropriate for the formation, qualification and operation of the Trust and for the conduct of its business in all appropriate jurisdictions; (k) to appoint and remove independent public accountants to audit the accounts of the Trust; (l) to employ attorneys to represent the Trust; (m) to adopt, implement or amend, from time to time, such disclosure and financial reporting information gathering and control policies and procedures as are necessary or desirable to ensure compliance with applicable disclosure and financial reporting obligations under any applicable securities laws; (n) for each Fund, to enter into an Authorized Participant Agreement with each Authorized Participant for the Trust on behalf of such Fund and discharge the duties and responsibilities of the Fund thereunder; (o) for each Fund, to receive directly, or indirectly through the Transfer Agent or another Person, on behalf of such Fund, Purchase Orders and process or cause the Transfer Agent to process properly submitted Purchase Orders; (p) for each Fund, in connection with Purchase Orders, to receive directly, or indirectly through the Custodian or the Transfer Agent or another Person, on behalf of such Fund, cash or other consideration from Authorized Participants and thereupon issue or cause to be issued to a purchasing Authorized Participant through the Depository the Shares of such Fund to be purchased in connection with the Purchase Order; (q) for each Fund, to receive directly, or indirectly through the Transfer Agent or another Person, on behalf of such Fund, Redemption Orders from Authorized Participants and to process or cause the Transfer Agent to process properly submitted Redemption Orders; (r) for each Fund, to receive directly, or indirectly through the Transfer Agent or another Person, on behalf of such Fund, the Shares subject to a Redemption Order from a redeeming Authorized Participant through the Depository, and thereupon to cancel or cause to be cancelled the Shares so redeemed in connection with such Redemption Order; (s) to cause the Trust on behalf of each Fund to enter into one or more asset custodial agreements and collateral maintenance or management agreements on terms and conditions acceptable to the Sponsor; (t) to cause the Trust to borrow funds and to mortgage and pledge the assets of the Trust or any Fund or any part thereof to secure obligations arising in connection with such borrowing; (u) to cause the Trust to endorse or guarantee the payment of any notes or other obligations of any Person; to make contracts of guaranty or suretyship, or otherwise assume liability for payment thereof; and to mortgage and pledge Trust or Fund property or any part thereof to secure any of or all such obligations; (v) to cause the Trust to purchase and pay for entirely out of Trust or Fund property such insurance as the Sponsor may deem necessary or appropriate for the conduct of the business, including, without limitation, insurance policies insuring the assets of the Trust and payment of distributions and principal on its portfolio investments, and insurance policies insuring the Shareholders, Trustee, Sponsor, officers, employees, agents, consultants, investment advisers, managers, administrators, distributors, principal underwriters, or independent contractors, or any thereof (or any Person connected therewith), of the Trust individually against all claims and liabilities of every nature arising by reason of holding, being or having held any such office or position, or by reason of any action alleged to have been taken or omitted by any such Person in any such capacity, including any action taken or omitted that may be determined to constitute negligence, whether or not the Trust would have the power to indemnify such Person against such liability; (w) to authorize the Trust, for itself or any Fund, to enter into one or more administration, transfer agency and accounting agreements and agreements for such other services necessary or appropriate to carry out the business and affairs of the Trust with any party or parties on terms and conditions acceptable to the Sponsor, including but not limited to agreements with legal counsel and an independent registered public accounting firm; (x) to perform, or delegate to another Person the performance of, any other service or services as the Sponsor believes that the Trust or any Fund may require from time to time; (y) to interact with the Depository as required; (z) to enter into and perform, or cause the performance of, the Sponsor Agreement on terms and conditions acceptable to the Sponsor; (aa) to prosecute, defend, settle or compromise actions or claims at law (statutory or common) or in equity as may be necessary or proper to enforce or protect the Trust’s interests. The Sponsor shall satisfy any judgment, decree or decision of any court, board or authority having jurisdiction or any settlement of any suit or claim prior to judgment or final decision thereon, first, out of any insurance proceeds available therefor, and next, out of the Funds’ assets as set forth in Section 3.6 hereof; (bb) to delegate those of its duties hereunder as it shall determine in its sole and absolute discretion from time to time to one or more officers of the Trust, the Administrator, the Custodian, the Transfer Agent, the Investment Advisor or other Persons; and (cc) in general, to carry on any other business in connection with or incidental to any of the foregoing powers, to do everything necessary, suitable or proper for the accomplishment of any purpose or the attainment of any object or the furtherance of any power herein set forth, either alone or in association with others, and to do every other act or thing incidental or appurtenant to or growing out of or connected with the aforesaid business or purposes, objects or powers. The foregoing clauses shall be construed both as objects and powers, and the foregoing enumeration of specific powers shall not be held to limit or restrict in any manner the general powers of the Sponsor. Any action by the Sponsor hereunder shall be deemed an action on behalf of the Trust or the applicable Fund, and not an action in an individual capacity.