CERTAIN DEDUCTIONS AND DISTRIBUTIONS. (a) On each ------------------------------------ Business Day, the Trustee shall deduct from moneys held as described above and pay to itself individually the amounts that it is at the time entitled to receive pursuant to Sections 8.01 and 8.04 on account of its services performed, in accordance with the fee schedule set forth below (based on the net asset value of the Trust on such Business Day). Expenses of the Trust will be annualized and accrued on each Business Day. (b) The following charges are or may be accrued and paid by the Trust: (1) Trustee's fees as set forth below, (2) fees payable to transfer agents for the provision of transfer agency services, if any,; (3) fees of the Trustee for extraordinary services performed under this Agreement; (4) various governmental charges; (5) any taxes, fees and charges payable by the Trustee with respect to DIAMONDS (whether in Creation Unit size aggregations or otherwise); (6) expenses and costs of any action taken by the Trustee Indemnified Party or the Sponsor Indemnified Party to protect the Trust and the rights and interests of Beneficial Owners of DIAMONDS (whether in Creation Unit size aggregations or otherwise); (7) indemnification of the Trustee or the Sponsor for any losses, liabilities or expenses incurred by it in the administration of the Trust without gross negligence, bad faith, wilful misconduct, wilful malfeasance on their part or reckless disregard of their obligations and duties; (8) expenses incurred in contacting Beneficial Owners of DIAMONDS both during the life of the Trust and upon termination of the Trust; and (9) other out-of-pocket expenses of the Trust not otherwise stated above incurred pursuant to actions permitted or required under this Agreement or the Indenture. (c) In addition to those discussed above, the following expenses will be charged to the Trust: (i) reimbursement to the Sponsor of amounts paid by it to Dow Xxxxx in respect of annual licensing fees due under the License Agreement pursuant to Section 10.03, (ii) federal and state annual fees in keeping the registration of DIAMONDS on a current basis pursuant to Section 10.02 for the issuance of DIAMONDS, (iii) expenses of the Sponsor relating to the printing and distribution of marketing materials describing DIAMONDS and the Trust (including but not limited to, associated legal, consulting, advertising and marketing costs and other out-of-pocket expenses), and (iv) initial fees and expenses totaling approximately $300,000, in connection with the organization of the Trust ("Initial Costs"), which will be capitalized and amortized ratably over five years on a straight-line basis unless (1) the Trust is sooner terminated, in which case all amounts still due and owing shall be payable to the Trustee from the assets of the Trust or (2) by law or regulation the Trust is required to amortize such Initial Costs over a period of time shorter than five years, in which case the Trustee shall follow the requisite time period for such amortization./*/ --------------- /*/ In accordance with the provisions of the exemptive order granted by the Commission in Release IC-22979 dated December 30, 1997 (the "Order"), the expenses listed in clauses (i), (ii), (iii) and (iv) above may only be charged by the Trustee to the Trust in an amount equal to their actual costs, but in no case may exceed 20 basis points (20/100 of 1%) of the net asset value of the Trust per year. Further, if in any one year such cost exceeds such 20 basis point limit, the Sponsor shall absorb such excess costs and shall not authorize the Trustee to carry such excess forward into the following calendar year. (d) The Sponsor reserves the right to charge the Trust a special sponsor fee from time to time, pursuant to the provisions of Section 8.01(k), in reimbursement for certain services it may provide to the Trust which would otherwise be provided by the Trustee in an amount not to exceed the actual cost of providing such services. The Sponsor or the Trustee from time to time may voluntarily assume some expenses or reimburse the Trust so that total expenses of the Trust are reduced, although neither the Sponsor nor the Trustee is obligated to do so and either one or both parties may discontinue such voluntary assumption of expenses or reimbursement at any time without notice. (e) The Sponsor intends to monitor the actual expenses of the Trust, and may choose to reimburse the Trust for or assume some or all of the expenses and charges mentioned above in order to assure that the Trust remains economically attractive to current as well as prospective investors, but the Sponsor is not obligated to do so for any period of time. In the event the Sponsor chooses to so reimburse or assume certain expenses on behalf of the Trust, the Sponsor shall have the right to be repaid the amount of any such reimbursement or assumption to the extent that subsequently during the year expenses fall below the 20/100 of 1% per annum level on any given day. (f) If the income received by the Trust in the form of dividends and other distributions on the Securities is insufficient to cover these above- mentioned expenses, the Trustee may make advances to the Trust to cover the expenses discussed above; otherwise the Trustee may sell Securities in an amount sufficient to pay such expenses. The Trustee will reimburse itself in the amount of any such advance, including those advances made pursuant to Section 3.01(b), together with interest thereon at a percentage rate equal to the then current overnight federal funds rate plus Federal Reserve Board requirements, by deducting such amounts from (1) dividend payments or other income of the Trust when such payments or other income is received, (2) the amounts earned or benefits derived by the Trustee on cash held by the Trustee for the benefit of the Trust, and (3) the sale of Securities. Notwithstanding the foregoing, in the event that any advance remains outstanding for more than forty-five (45) Business Days, the Trustee shall sell Securities to reimburse itself for the amount of such advance and any accrued interest thereon. Such advances will be secured by a lien on the assets of the Trust in favor of the Trustee. The expenses of the Trust will be reflected in the net asset value of the Trust. (g) For services performed under the Trust Agreement, the Trustee will be paid by the Trust a fee at an annual rate of 11/100 of 1% to 15/100 of 1% of the net asset value of the Trust, as shown below, such percentage amount to vary depending on the net asset value of the Trust, plus or minus the Adjustment Amount (as hereinafter defined). Such compensation will be computed on each Business Day on the basis of the net asset value of the Trust on such day, and the amount thereof shall be accrued daily and paid quarterly. TRUSTEE FEE SCALE* ----------------- Net Asset Value Fee as a Percentage of Net of the Trust Asset Value of the Trust -------------- -------------------------- 0 - $499,999,999 15/100 of 1% per annum plus or minus the Adjustment Amount $500,000,000 - $999,999,999 13/100 of 1% per annum plus or minus the Adjustment Amount $1,000,000,000 and above 11/100 of 1% per annum plus or minus the Adjustment Amount ------------------ * During the first two years of operation of the Trust, the Trustee's fee shall be reduced to 12/100 of 1% per annum plus or minus the Adjustment Amount for any day on which the net asset value of the Trust is below $350,000,000. The fee indicated applies to that portion of the net asset value of the Trust which falls in the size category indicated. (h) Notwithstanding the fee schedule set forth in the table above, in the fourth year of the Trust's operation and in subsequent years, the Trustee's minimum fee shall be $400,000 per annum, as adjusted by the CPI-U to take effect at the beginning of the fourth year and each year thereafter. The Adjustment Amount shall be calculated at the end of each quarter commencing April 30, 1998 and applied against the Trustee's fee for the following quarter. The Adjustment Amount is an amount which is intended, depending upon the circumstances, either to (x) reduce the Trustee's fee by the amount that Transaction Fees paid on creation and redemption exceed the costs of those activities, and by the amounts of excess earnings on cash held for the benefit of the Trust or (y) increase the Trustee's fee by the amount that the Transaction Fee (plus additional amounts paid in connection with creations or redemptions outside the DIAMONDS Clearing Process), if any, paid on creations or redemptions, falls short of the actual costs of such
Appears in 1 contract
Samples: Standard Terms and Conditions of Trust (Diamonds Trust Series I)
CERTAIN DEDUCTIONS AND DISTRIBUTIONS. (a) On each ------------------------------------ Business DaySubject to paragraph (c) of this Section, monthly, in arrears, the Trustee shall deduct from moneys held as described above in the Cash Account and pay to itself individually the amounts that it is at the time entitled to receive pursuant to Sections 8.01 and Section 8.04 on account of its services performed, . The Trustee shall charge the Cash Account its disbursements for payment of other expenses at such times as the Trustee determines convenient in accordance with the fee schedule set forth below (based on the net asset value its administration of the Trust on such Business Day). Expenses of the Trust will be annualized and accrued on each Business DayTrust.
(b) The following charges are or may be accrued and paid by the Trust:
(1) Trustee's fees as set forth below, in Section 8.04 and Sponsor's fees as set forth in Section 7.04;
(2) fees payable to transfer agents for expenses of custody, deposit or delivery of the provision Gold (exclusive of transfer agency servicesany expenses borne by a Depositor or redeeming Participant as provided herein or in the Participant Agreement), if any,; and disbursements charged by and indemnification due any Custodian;
(3) fees of the Trustee for extraordinary services performed under this Agreement; ;
(4) taxes, as provided herein, and various other governmental charges; ;
(5) any taxes, fees and charges payable by the Trustee with respect to DIAMONDS (whether in Creation Unit size aggregations Baskets or otherwise); Redemption Baskets;
(6) expenses and costs of any action taken by the a Trustee Indemnified Party or the a Sponsor Indemnified Party to protect the Trust and the rights and interests of Beneficial Owners of DIAMONDS (whether in Creation Unit size aggregations or otherwise); Owners;
(7) indemnification of the Trustee or the Sponsor for any lossesas provided in this Agreement, liabilities or expenses incurred by it including, without limitation, in the administration of the Trust without gross negligence, bad faith, wilful misconduct, wilful malfeasance on their part or reckless disregard of their obligations Sections 7.05 and duties; 8.05;
(8) expenses incurred in contacting Beneficial Owners of DIAMONDS both during in the life of the Trust and upon termination of the Trust; and manner described in Section 3.10;
(9) other out-of-pocket expenses of legal and auditing expenses, and the Trust not otherwise stated above incurred pursuant compensation paid to actions agents employed by the Trustee as permitted or required under this Agreement or the Indenture.hereunder;
(c10) In addition to those discussed above, the following expenses will be charged fees paid to the Trust:Depository for custody of streetTRACKS(R) Gold Shares;
(i) reimbursement to the Sponsor of amounts paid by it to Dow Xxxxx in respect of annual licensing fees due under the License Agreement pursuant to Section 10.03, (ii11) federal and state annual fees in keeping the registration of DIAMONDS streetTRACKS(R) Gold Shares on a current basis pursuant to Section 10.02 for the issuance of DIAMONDS, Creation Baskets;
(iii12) expenses of the Sponsor relating to the printing and distribution of marketing materials describing DIAMONDS and the Trust and streetTRACKS(R) Gold Shares (including but not limited to, associated legal, consulting, advertising and marketing costs and other out-of-pocket expenses), and ;
(iv13) initial fees and expenses totaling approximately $300,000of the Marketing Agent;
(14) reimbursement of the Underwriter and the Marketing Agent in respect of unpaid indemnification obligations of the Sponsor as provided in Section 10.05; and
(15) stationery, in connection with the organization postage and all other out-of-pocket expenses of the Trust ("Initial Costs")not otherwise stated above incurred by it, which will be capitalized and amortized ratably over five years on a straight-line basis unlessthe Sponsor or the Custodian or any Additional Custodian or Successor Custodian pursuant to actions permitted or required under this Agreement.
(1c) The Trustee shall, when directed by the Trust is sooner terminatedSponsor, and, in which case all the absence of such direction, may, in its discretion, sell Gold in such quantity and at such times as may be necessary to permit payment of expenses hereunder including any of the expenses enumerated in subsection (b) above. The Trustee is conclusively authorized to sell Gold at such times and in the smallest amounts still due and owing shall be payable required to permit payment of expenses as they come due, it being the intention to minimize the Trust's holdings of assets other than Gold. Neither the Trustee nor the Sponsor shall have any liability for loss or depreciation resulting from the assets sales of the Trust or (2) by law or regulation the Trust is required to amortize such Initial Costs over a period of time shorter than five yearsGold so made. Further, in which case the Trustee shall follow the requisite time period for such amortization./*/ --------------- /*/ In accordance with the provisions of the exemptive order granted by the Commission in Release IC-22979 dated December 30, 1997 (the "Order"), the expenses listed in clauses (i), (ii), (iii) and (iv) above may only not be charged by the Trustee to the Trust in an amount equal to their actual costs, but in no case may exceed 20 basis points (20/100 of 1%) of the net asset value of the Trust per year. Further, if liable or responsible in any one year such cost exceeds such 20 basis point limit, way for depreciation or loss incurred by reason of any sale made pursuant the Sponsor shall absorb such excess costs and shall not authorize the Trustee to carry such excess forward into the following calendar yearSponsor's direction.
(d) The Sponsor reserves the right to charge the Trust a special sponsor fee from If at any time to time, pursuant to the provisions of Section 8.01(k), in reimbursement for certain services it may provide to the Trust which would otherwise be provided by the Trustee in an amount not to exceed the actual cost of providing such services. The Sponsor or the Trustee and from time to time may voluntarily assume some expenses or reimburse the Trust so Trustee and Sponsor determine that total the balance on hand in the Cash Account exceeds the anticipated expenses of the Trust are reducedduring the following 12 months, although neither the Sponsor nor the Trustee is obligated to do so they shall direct that such excess be distributed and either one or both parties may discontinue shall establish such voluntary assumption of expenses or reimbursement at any time without notice.
(e) The Sponsor intends to monitor the actual expenses of the Trust, Record and may choose to reimburse the Trust Distribution Dates for or assume some or all of the expenses and charges mentioned above in order to assure that the Trust remains economically attractive to current such distribution as well as prospective investors, but the Sponsor is not obligated to do so for any period of timethey deem appropriate. In the event the Sponsor chooses to so reimburse or assume certain expenses on behalf of the Trust, the Sponsor shall have the right to be repaid calculating the amount of any such reimbursement or assumption to the extent that subsequently during the year expenses fall below the 20/100 a distribution, fractions of 1% per annum level on any given day.
(f) If the income received by the Trust in the form of dividends and other distributions on the Securities is insufficient to cover these above- mentioned expenses, the Trustee may make advances to the Trust to cover the expenses discussed above; otherwise the Trustee may sell Securities in an amount sufficient to pay such expenses. The Trustee less than $0.01 will reimburse itself in the amount of any such advance, including those advances made pursuant to Section 3.01(b), together with interest thereon at a percentage rate equal to the then current overnight federal funds rate plus Federal Reserve Board requirements, by deducting such amounts from (1) dividend payments or other income of the Trust when such payments or other income is received, (2) the amounts earned or benefits derived by the Trustee on cash held by the Trustee for the benefit of the Trust, and (3) the sale of Securitiesbe ignored. Notwithstanding the foregoing, in the event that any advance remains outstanding for more than forty-five (45) Business Days, the Trustee no distribution shall sell Securities to reimburse itself for be made if the amount of such advance and any accrued interest thereon. Such advances distributable will be secured by a lien on the assets of the Trust in favor of the Trustee. The expenses of the Trust will be reflected in the net asset value of the Trust.
(g) For services performed under the Trust Agreement, the Trustee will be paid by the Trust a fee at an annual rate of 11/100 of 1% to 15/100 of 1% of the net asset value of the Trust, as shown below, such percentage amount to vary depending on the net asset value of the Trust, plus or minus the Adjustment Amount (as hereinafter defined). Such compensation will be computed on each Business Day on the basis of the net asset value of the Trust on such day, and the amount thereof shall be accrued daily and paid quarterly. TRUSTEE FEE SCALE* ----------------- Net Asset Value Fee as a Percentage of Net of the Trust Asset Value of the Trust -------------- -------------------------- 0 - less than $499,999,999 15/100 of 1% 0.01 per annum plus or minus the Adjustment Amount $500,000,000 - $999,999,999 13/100 of 1% per annum plus or minus the Adjustment Amount $1,000,000,000 and above 11/100 of 1% per annum plus or minus the Adjustment Amount ------------------ * During the first two years of operation of the Trust, the Trustee's fee shall be reduced to 12/100 of 1% per annum plus or minus the Adjustment Amount for any day on which the net asset value of the Trust is below $350,000,000. The fee indicated applies to that portion of the net asset value of the Trust which falls in the size category indicated.
(h) Notwithstanding the fee schedule set forth in the table above, in the fourth year of the Trust's operation and in subsequent years, the Trustee's minimum fee shall be $400,000 per annum, as adjusted by the CPI-U to take effect at the beginning of the fourth year and each year thereafter. The Adjustment Amount shall be calculated at the end of each quarter commencing April 30, 1998 and applied against the Trustee's fee for the following quarter. The Adjustment Amount is an amount which is intended, depending upon the circumstances, either to (x) reduce the Trustee's fee by the amount that Transaction Fees paid on creation and redemption exceed the costs of those activities, and by the amounts of excess earnings on cash held for the benefit of the Trust or (y) increase the Trustee's fee by the amount that the Transaction Fee (plus additional amounts paid in connection with creations or redemptions outside the DIAMONDS Clearing Process), if any, paid on creations or redemptions, falls short of the actual costs of suchstreetTRACKS
Appears in 1 contract
CERTAIN DEDUCTIONS AND DISTRIBUTIONS. (a) On each ------------------------------------ Business Day, to the extent applicable, the Trustee shall deduct from moneys held as described above and pay to itself individually the amounts that it is at the time on such day entitled to receive pursuant to Sections 8.01 and 8.04 on account of its services performed, in accordance with the fee schedule set forth below (based on the net asset value of the Trust on such Business Day). Expenses of the Trust will be annualized and accrued on each Business Day.
(b) The following charges are or may be accrued and paid by the Trust:: The
(1) Trustee's fees as set forth below, ; (2) fees payable to transfer agents for the provision of transfer agency services, if any,; (3) fees of the Trustee for extraordinary services performed under this Agreement; (4) various governmental charges; (5) any taxes, fees and charges payable by the Trustee with respect to DIAMONDS Nasdaq-100 Shares (whether in Creation Unit size 28 aggregations or otherwise); (6) expenses and costs of any an action taken by the a Trustee Indemnified Party or the a Sponsor Indemnified Party to protect the Trust and the rights and interests of Beneficial Owners of DIAMONDS Nasdaq-100 Shares (whether in Creation Unit size aggregations or otherwise); (7) indemnification of the Trustee or the Sponsor for any losses, liabilities or expenses incurred by it them in the administration of the Trust without gross negligence, bad faith, wilful misconduct, wilful malfeasance on their part or reckless disregard of their obligations and duties; (8) expenses incurred in contacting Beneficial Owners of DIAMONDS Nasdaq-100 Shares both during the life of the Trust and upon termination of the Trust; (9) brokerage commissions incurred by the Trustee when acquiring or selling Index Securities pursuant to the provisions hereof; and (910) other out-of-pocket expenses of the Trust not otherwise stated above incurred pursuant to actions permitted or required under this Agreement or the Indenture.
(c) In addition to those discussed above, the following expenses will be charged to the Trust:
(i) reimbursement to the Sponsor of amounts paid by it to Dow Xxxxx Nasdaq for all periods after September 30, 1999 in respect of annual licensing fees due under the License Agreement pursuant to Section 10.03, (ii) federal and state annual registration fees in keeping the registration of DIAMONDS Nasdaq-100 Shares on a current basis pursuant to Section 10.02 for the issuance of DIAMONDSNasdaq-100 Shares, and (iii) expenses of the Sponsor relating to the printing and distribution of marketing materials describing DIAMONDS Nasdaq-100 Shares and the Trust (including including, but not limited to, associated legal, consulting, advertising advertising, and marketing costs and other out-of-pocket expensesexpenses such as printing), and (iv) initial fees and expenses totaling approximately $300,000, in connection with the organization of the Trust ("Initial Costs"), which will be capitalized and amortized ratably over five years on a straight-line basis unless
(1) the Trust is sooner terminated, in which case all amounts still due and owing shall be payable to the Trustee from the assets of the Trust or (2) by law or regulation the Trust is required to amortize such Initial Costs over a period of time shorter than five years, in which case the Trustee shall follow the requisite time period for such amortization./*/ --------------- /*/ In accordance with the provisions of the exemptive order granted by the Commission in Release IC-22979 dated December 30, 1997 (the "Order"), the expenses listed in clauses (i), (ii), (iii) and (iv) above may only be charged by the Trustee to the Trust in an amount equal to their actual costs, but in no case may exceed 20 basis points (20/100 of 1%) of the net asset value of the Trust per year. Further, if in any one year such cost exceeds such 20 basis point limit, the Sponsor shall absorb such excess costs and shall not authorize the Trustee to carry such excess forward into the following calendar year.*
(d) The Sponsor reserves the right to charge the Trust a special sponsor fee from time to time, pursuant to the provisions of Section 8.01(k8.01(j), in reimbursement for certain services it may provide to the Trust which would otherwise be provided by the Trustee in an amount not to exceed the actual cost of providing such services. .
(e) The Sponsor or the Trustee from time to time may voluntarily assume some expenses or reimburse the Trust so that total expenses of the Trust are reduced, although neither reduced in order to assure that the Trust remains economically attractive to current as well as prospective investors. Neither the Sponsor nor the Trustee is obligated to do so and either one or both parties may discontinue such voluntary assumption of expenses or reimbursement at any time without notice.
(e) The Sponsor intends to monitor the actual expenses of the Trust, and may choose to reimburse the Trust for or assume some or all of the expenses and charges mentioned above in order to assure that the Trust remains economically attractive to current as well as prospective investors, but the Sponsor is not obligated to do so for any period of time. In the event the Sponsor chooses to so reimburse or assume certain expenses on behalf of the Trust, the Sponsor shall have the right to be repaid the amount of any such reimbursement or assumption to the extent that subsequently during the year expenses fall below the 20/100 of 1% per annum level on any given day.
(f) If the income received by the Trust in the form of dividends and other distributions on the Securities is insufficient to cover these above- above-mentioned expenses, the Trustee may make advances to the Trust to cover the expenses discussed above; otherwise the Trustee may sell Securities in an amount sufficient to pay such expensesexpenses as provided in Section 3.06. The Trustee may also, in its discretion, make advances to the Trust out of its own funds in such amounts as may be necessary to permit (i) distributions to Beneficial Owners via the Depository pursuant to this Section 3.04, (ii) payment of the Cash Component to creators of Nasdaq-100 Shares pursuant to Section 2.03 (when such Cash Component is payable by the Trustee on behalf of the Trust), and (iii) payments in respect of redemptions of Nasdaq-100 Shares pursuant to Section 5.01. The Trustee will reimburse itself in the amount of any such advance, including those advances made pursuant to Section 3.01(b), together with interest thereon at a percentage rate equal to the then current overnight federal funds rate plus Federal Reserve Board -------------------------------- (...continued) * not to carry such excess forward into the following calendar year. In the event the Sponsor absorbs such excess costs during the year, the Sponsor shall have the right to be repaid the amount of any expenses absorbed to the extent that subsequently during the year such expenses fall below the 20 basis point level per year. requirements, by deducting such amounts from (1) dividend payments or other income of the Trust when such payments or other income is received, (2) the amounts earned or benefits derived by the Trustee on cash held by the Trustee for the benefit of the Trust, and (3) the sale of Securities. Notwithstanding the foregoing, in the event that any advance remains outstanding for more than forty-five (45) Business Days, the Trustee shall sell Securities to reimburse itself for the amount of such advance and any accrued interest thereon, unless the Trustee, in its discretion, determines not to sell Securities because future anticipated dividend payments on the Securities and other income of the Trust are expected to be sufficient to reimburse the Trustee for such advance and accrued interest thereon or because the Trustee otherwise determines that a sale of Securities to reimburse itself for such advance is not advisable at such time. Such advances will be secured by At the time the Trustee sells Securities to reimburse itself for the amount of an advance and accrued interest thereon, the Trustee shall first sell Securities that are overweighted in the Portfolio as compared to their relative weighting in the Index. The Trustee shall have a lien on against and a security interest in the assets of the Trust for the payment of such advances plus interest as provided in favor of the Trustee. The expenses of the Trust will be reflected in the net asset value of the TrustSection 8.04.
(g) For services performed under The Trustee shall compute on a daily basis the Trust Agreement, dividends accumulated and declared for the Trustee Securities within each Accumulation Period. The regular quarterly ex-dividend date for Nasdaq-100 Shares will be paid the third Friday in each of March, June, September and December, unless such day is not a Business Day, in which case the ex-dividend date will be the immediately preceding Business Day (the "Ex-Dividend Date"). Beneficial Owners as reflected on the records of the Depository and the DTC Participants on the second (2nd) Business Day following the Ex-Dividend Date (the "Record Date") will be entitled to receive an amount (if any) representing dividends accumulated on the Securities through the quarterly Accumulation Period which ends on the Business Day preceding such Ex-Dividend Date (including securities with ex-dividend dates falling within such quarterly divided period) and other income, if any, received by the Trust a fee at an annual rate Trust, net of 11/100 of 1% to 15/100 of 1% of the net asset value fees and expenses of the Trust, as shown below, accrued daily for such percentage amount to vary depending period. In the event that Trust fees and expenses exceed dividends accumulated on the net asset value Securities for such period, no distributions to Beneficial Owners shall be made. In addition, no dividend distribution shall be made for any given quarter, and such amount shall be rolled over into the next quarterly Accumulation Period, if the aggregate dividend distribution so determined would be in an amount less than 5/100 of the Trust, plus or minus the Adjustment Amount one percent (as hereinafter defined). Such compensation will be computed on each Business Day on the basis 0.05%) of the net asset value of the Trust as of the Friday in the week immediately preceding the Ex-Dividend Date, unless the Trustee determines that such dividend distribution is required to be made to maintain the Trust's status as a Regulated Investment Company or to avoid the imposition of income or excise taxes on such dayundistributed income. For the purposes of all dividend distributions, and dividends per Nasdaq-100 Share will be calculated at least to the nearest 1/100th of $0.01. On each Record Date, the Trustee shall compute the aggregate amount thereof of funds (if any) to be distributed through the Depository to Beneficial Owners as described in Section 3.11 which shall be accrued daily and paid quarterlyon the last Business Day in the calendar month following each Ex-Dividend Date (the "Dividend Payment Date"). TRUSTEE FEE SCALE* ----------------- Net Asset Value Fee as a Percentage of Net of the Trust Asset Value of the Trust -------------- -------------------------- 0 - $499,999,999 15/100 of 1% per annum plus or minus the Adjustment Amount $500,000,000 - $999,999,999 13/100 of 1% per annum plus or minus the Adjustment Amount $1,000,000,000 and above 11/100 of 1% per annum plus or minus the Adjustment Amount ------------------ * During the first two years of operation of the TrustOn each Dividend Payment Date, the Trustee's fee Trustee shall distribute to the Depository (i) the aggregate amount of funds to be distributed to each Beneficial Owner pursuant to this Section 3.04 and (ii) the aggregate amount of Nasdaq-100 Shares and cash, if any, to Beneficial Owners participating in a dividend reinvestment plan or service pursuant to Section 3.09, if and when established. All such distributions shall be reduced to 12/100 made in accordance with the provisions of 1% per annum plus or minus the Adjustment Amount for any day on which the net asset value of the Trust is below $350,000,000. The fee indicated applies to that portion of the net asset value of the Trust which falls in the size category indicatedSection 3.11.
(h) Notwithstanding The Trustee shall make additional distributions to Beneficial Owners via the fee schedule set forth Depository as described in Section 3.11 at least annually with respect to moneys received by the table above, in Trust other than Income to the fourth year minimum extent necessary (i) to distribute the entire annual investment company taxable income of the Trust's operation , plus any net capital gains (e.g., from sales of Securities in connection with adjustments to the Portfolio, to generate cash for such distributions or to pay the fees and in subsequent years, the Trustee's minimum fee shall be $400,000 per annum, as adjusted by the CPI-U to take effect at the beginning expenses of the fourth year and each year thereafter. The Adjustment Amount shall be calculated at the end of each quarter commencing April 30, 1998 and applied against the Trustee's fee for the following quarter. The Adjustment Amount is an amount which is intended, depending upon the circumstances, either to (x) reduce the Trustee's fee by the amount that Transaction Fees paid on creation and redemption exceed the costs of those activitiesTrust), and (ii) to avoid imposition of the excise tax imposed by Section 4982 of the amounts of excess earnings Internal Revenue Code or any successor provision or any similarly imposed tax on cash held for income or gains.
(i) The Trustee further reserves the benefit right to declare special dividends if, in its reasonable discretion, such action is necessary or advisable to preserve the status of the Trust as a Regulated Investment Company or to avoid imposition of income or excise taxes on undistributed income.
(yj) increase The Trustee further reserves the Trustee's fee by right without the amount that consent of the Transaction Fee (plus additional amounts paid in connection Depository or the Beneficial Owners to vary the frequency with creations or redemptions outside the DIAMONDS Clearing Process)which periodic distributions, if any, paid on creations are made (e.g., from quarterly to semi-annually) if it is determined by the Sponsor and the Trustee, in their discretion, that such a variance would be advisable to facilitate compliance with the rules and regulations applicable to Regulated Investment Companies or redemptionswould otherwise be advantageous to the Trust. In addition, falls short the Trustee reserves the right to change the regular Ex-Dividend Date for Nasdaq-100 Shares to another date if it is reasonably determined jointly by the Sponsor and the Trustee, in their discretion, that such change would be advantageous to the Trust. Notice of any such variance or change (which notice shall include changes to the actual costs of suchRecord Date, the Ex-Dividend Date, the Dividend Payment Date and the Accumulation Period resulting from such variance) shall be provided to Beneficial Owners via the Depository and the DTC Participants.
Appears in 1 contract
Samples: Standard Terms and Conditions of Trust (Nasdaq 100 Trust Series 1)
CERTAIN DEDUCTIONS AND DISTRIBUTIONS. (a) On each ------------------------------------ Business DaySubject to paragraph (c) of this Section, monthly, in arrears, the Trustee shall deduct from moneys held as described above in the Cash Account and pay to itself individually the amounts that it is at the time entitled to receive pursuant to Sections 8.01 and Section 8.04 on account of its services performed, . The Trustee shall charge the Cash Account its disbursements for payment of other expenses at such times as the Trustee determines convenient in accordance with the fee schedule set forth below (based on the net asset value its administration of the Trust on such Business Day). Expenses of the Trust will be annualized and accrued on each Business DayTrust.
(b) The following charges are or may be accrued and paid by the Trust:
(1) Trustee's fees as set forth below, in Section 8.04 and Sponsor's fees as set forth in Section 7.04;
(2) fees payable to transfer agents for expenses of custody, deposit or delivery of the provision Gold (exclusive of transfer agency servicesany expenses borne by a Depositor or redeeming Participant as provided herein or in the Participant Agreement), if any,; and disbursements charged by and indemnification due any Custodian;
(3) fees of the Trustee for extraordinary services performed under this Agreement; ;
(4) taxes, as provided herein, and various other governmental charges; ;
(5) any taxes, fees and charges payable by the Trustee with respect to DIAMONDS (whether in Creation Unit size aggregations Baskets or otherwise); Redemption Baskets;
(6) expenses and costs of any action taken by the a Trustee Indemnified Party or the a Sponsor Indemnified Party to protect the Trust and the rights and interests of Beneficial Owners of DIAMONDS (whether in Creation Unit size aggregations or otherwise); Owners;
(7) indemnification of the Trustee or the Sponsor for any lossesas provided in this Agreement, liabilities or expenses incurred by it including, without limitation, in the administration of the Trust without gross negligence, bad faith, wilful misconduct, wilful malfeasance on their part or reckless disregard of their obligations Sections 7.05 and duties; 8.05;
(8) expenses incurred in contacting Beneficial Owners of DIAMONDS both during in the life of the Trust and upon termination of the Trust; and manner described in Section 3.10;
(9) other out-of-pocket expenses of legal and auditing expenses, and the Trust not otherwise stated above incurred pursuant compensation paid to actions agents employed by the Trustee as permitted or required under this Agreement or the Indenture.hereunder;
(c10) In addition to those discussed above, the following expenses will be charged fees paid to the Trust:Depository for custody of Equity Gold Shares;
(i) reimbursement to the Sponsor of amounts paid by it to Dow Xxxxx in respect of annual licensing fees due under the License Agreement pursuant to Section 10.03, (ii11) federal and state annual fees in keeping the registration of DIAMONDS Equity Gold Shares on a current basis pursuant to Section 10.02 for the issuance of DIAMONDS, Creation Baskets;
(iii12) expenses of the Sponsor relating to the printing and distribution of marketing materials describing DIAMONDS and the Trust and Equity Gold Shares (including but not limited to, associated legal, consulting, advertising and marketing costs and other out-of-pocket expenses); and
(13) stationery, postage and (iv) initial fees and all other out-of-pocket expenses totaling approximately $300,000, in connection with the organization of the Trust ("Initial Costs")not otherwise stated above incurred by it, which will be capitalized and amortized ratably over five years on a straight-line basis unlessthe Sponsor or the Custodian or any Additional Custodian or Successor Custodian pursuant to actions permitted or required under this Agreement.
(1a) The Trustee will charge no fee and will assume the Trust is sooner terminated, in which case all amounts still due and owing shall be payable to the Trustee from the assets expense of operation (other than extraordinary expenses) of the Trust or (2) by law or regulation accrued through and including the 30th day following commencement of trading of Equity Gold Shares on the Exchange. For the period commencing with the 31st day following the commencement of trading on the Exchange and expiring on the first anniversary of the commencement of trading on the Exchange, the Trustee will reduce its fee and will assume expenses of the Trust is required to amortize such Initial Costs over a period of time shorter than five years, in which case the Trustee shall follow the requisite time period for such amortization./*/ --------------- /*/ In accordance with the provisions of the exemptive order granted by the Commission in Release IC-22979 dated December 30, 1997 (the "Order"), the expenses listed in clauses (i), (ii), (iii) and (iv) above may only be charged by the Trustee to the Trust in an amount equal to their actual costs, but in no case may exceed 20 basis points extent that the aggregate annual expenses (20/100 of 1%other than extraordinary expenses) of the net asset Trust exceed 0.30% of the average daily value of the Trust per yearassets (before expenses) computed under Section 5.01. Further, if The Trustee and the Sponsor have entered into a separate agreement relating to payment by the Sponsor of compensation to the Trustee for the period described in any one year the two preceding sentences. If the Sponsor fails to pay the Trustee pursuant to such cost exceeds such 20 basis point limitcompensation agreement, the Sponsor shall absorb such excess costs and shall not authorize Trustee may recover the Trustee to carry such excess forward into unpaid amounts from the following calendar year.
(d) The Sponsor reserves the right to charge the Trust a special sponsor fee from time to time, pursuant to the provisions of Section 8.01(k), in reimbursement for certain services it may provide to the Trust which would otherwise be provided by the Trustee in an amount not to exceed the actual cost of providing such services. The Sponsor or the Trustee from time to time may voluntarily assume some expenses or reimburse the Trust so that total expenses of the Trust are reduced, although neither the Sponsor nor the Trustee is obligated to do so and either one or both parties may discontinue such voluntary assumption of expenses or reimbursement at any time without notice.
(e) The Sponsor intends to monitor the actual expenses assets of the Trust, and may choose sell Gold as necessary to reimburse provide funds therefor, provided, however, that, to the Trust for or assume some or all of the expenses and charges mentioned above in order to assure that the Trust remains economically attractive to current as well as prospective investors, but the Sponsor is not obligated to do so for extent any period of time. In the event the Sponsor chooses to so reimburse or assume certain expenses on behalf of such unpaid amounts are paid from the Trust, the Trust shall succeed to the rights of the Trustee against the Sponsor under the compensation agreement.
(b) The Trustee shall, when directed by the Sponsor, and, in the absence of such direction, may, in its discretion, sell Gold in such quantity and at such times as may be necessary to permit payment of expenses hereunder including any of the expenses enumerated in subsection (b) above. The Trustee is conclusively authorized to sell Gold at such times and in the smallest amounts required to permit payment of expenses as they come due, it being the intention to minimize the Trust's holdings of assets other than Gold. Neither the Trustee nor the Sponsor shall have any liability for loss or depreciation resulting from sales of Gold so made. Further, the right Trustee shall not be liable or responsible in any way for depreciation or loss incurred by reason of any sale made pursuant the Sponsor's direction.
(c) If at any time and from time to time the Trustee and Sponsor determine that the balance on hand in the Cash Account exceeds the anticipated expenses of the Trust during the following 12 months, they shall direct that such excess be repaid distributed and shall establish such Record and Distribution Dates for such distribution as they deem appropriate. In calculating the amount of any such reimbursement or assumption to the extent that subsequently during the year expenses fall below the 20/100 a distribution, fractions of 1% per annum level on any given day.
(f) If the income received by the Trust in the form of dividends and other distributions on the Securities is insufficient to cover these above- mentioned expenses, the Trustee may make advances to the Trust to cover the expenses discussed above; otherwise the Trustee may sell Securities in an amount sufficient to pay such expenses. The Trustee less than $0.01 will reimburse itself in the amount of any such advance, including those advances made pursuant to Section 3.01(b), together with interest thereon at a percentage rate equal to the then current overnight federal funds rate plus Federal Reserve Board requirements, by deducting such amounts from (1) dividend payments or other income of the Trust when such payments or other income is received, (2) the amounts earned or benefits derived by the Trustee on cash held by the Trustee for the benefit of the Trust, and (3) the sale of Securitiesbe ignored. Notwithstanding the foregoing, no distribution shall be made if the amount distributable will be less than $0.01 per Equity Gold Share outstanding. The Trustee shall make distributions under this paragraph solely to the Depository as the registered holder of all Equity Gold Shares in the event that any advance remains outstanding for more than forty-five (45accordance with Section 3.10(g) Business Days, and the Trustee shall sell Securities have no liability to reimburse itself for the amount any person in respect of such advance and any accrued interest thereon. Such advances will be secured by a lien on the assets of the Trust in favor of the Trustee. The expenses of the Trust will be reflected in the net asset value of the Trustdistribution so made.
(g) For services performed under the Trust Agreement, the Trustee will be paid by the Trust a fee at an annual rate of 11/100 of 1% to 15/100 of 1% of the net asset value of the Trust, as shown below, such percentage amount to vary depending on the net asset value of the Trust, plus or minus the Adjustment Amount (as hereinafter defined). Such compensation will be computed on each Business Day on the basis of the net asset value of the Trust on such day, and the amount thereof shall be accrued daily and paid quarterly. TRUSTEE FEE SCALE* ----------------- Net Asset Value Fee as a Percentage of Net of the Trust Asset Value of the Trust -------------- -------------------------- 0 - $499,999,999 15/100 of 1% per annum plus or minus the Adjustment Amount $500,000,000 - $999,999,999 13/100 of 1% per annum plus or minus the Adjustment Amount $1,000,000,000 and above 11/100 of 1% per annum plus or minus the Adjustment Amount ------------------ * During the first two years of operation of the Trust, the Trustee's fee shall be reduced to 12/100 of 1% per annum plus or minus the Adjustment Amount for any day on which the net asset value of the Trust is below $350,000,000. The fee indicated applies to that portion of the net asset value of the Trust which falls in the size category indicated.
(h) Notwithstanding the fee schedule set forth in the table above, in the fourth year of the Trust's operation and in subsequent years, the Trustee's minimum fee shall be $400,000 per annum, as adjusted by the CPI-U to take effect at the beginning of the fourth year and each year thereafter. The Adjustment Amount shall be calculated at the end of each quarter commencing April 30, 1998 and applied against the Trustee's fee for the following quarter. The Adjustment Amount is an amount which is intended, depending upon the circumstances, either to (x) reduce the Trustee's fee by the amount that Transaction Fees paid on creation and redemption exceed the costs of those activities, and by the amounts of excess earnings on cash held for the benefit of the Trust or (y) increase the Trustee's fee by the amount that the Transaction Fee (plus additional amounts paid in connection with creations or redemptions outside the DIAMONDS Clearing Process), if any, paid on creations or redemptions, falls short of the actual costs of such
Appears in 1 contract
Samples: Trust Indenture (Equity Gold Trust)
CERTAIN DEDUCTIONS AND DISTRIBUTIONS. (a) On each ------------------------------------ Business DaySubject to paragraph (c) of this Section, monthly, in arrears, the Trustee shall deduct from moneys held as described above in the Cash Account and pay to itself individually the amounts that it is at the time entitled to receive pursuant to Sections 8.01 and Section 8.04 on account of its services performed, . The Trustee shall charge the Cash Account its disbursements for payment of other expenses at such times as the Trustee determines convenient in accordance with the fee schedule set forth below (based on the net asset value its administration of the Trust on such Business Day). Expenses of the Trust will be annualized and accrued on each Business DayTrust.
(b) The following charges are or may be accrued and paid by the Trust:
(1) Trustee's fees as set forth below, in Section 8.04 and Sponsor's fees as set forth in Section 7.04;
(2) fees payable to transfer agents for expenses of custody, deposit or delivery of the provision Gold (exclusive of transfer agency servicesany expenses borne by a Depositor or redeeming Participant as provided herein or in the Participant Agreement), if any,; and disbursements charged by and indemnification due any Custodian;
(3) fees of the Trustee for extraordinary services performed under this Agreement; ;
(4) taxes, as provided herein, and various other governmental charges; ;
(5) any taxes, fees and charges payable by the Trustee with respect to DIAMONDS (whether in Creation Unit size aggregations Baskets or otherwise); Redemption Baskets;
(6) expenses and costs of any action taken by the a Trustee Indemnified Party or the a Sponsor Indemnified Party to protect the Trust and the rights and interests of Beneficial Owners of DIAMONDS (whether in Creation Unit size aggregations or otherwise); Owners;
(7) indemnification of the Trustee or the Sponsor for any lossesas provided in this Agreement, liabilities or expenses incurred by it including, without limitation, in the administration of the Trust without gross negligence, bad faith, wilful misconduct, wilful malfeasance on their part or reckless disregard of their obligations Sections 7.05 and duties; 8.05;
(8) expenses incurred in contacting Beneficial Owners of DIAMONDS both during in the life of the Trust and upon termination of the Trust; and manner described in Section 3.10;
(9) other out-of-pocket expenses of legal and auditing expenses, and the Trust not otherwise stated above incurred pursuant compensation paid to actions agents employed by the Trustee as permitted or required under this Agreement or the Indenture.hereunder;
(c10) In addition to those discussed above, the following expenses will be charged fees paid to the Trust:Depository for custody of streetTRACKS(R) Gold Shares;
(i) reimbursement to the Sponsor of amounts paid by it to Dow Xxxxx in respect of annual licensing fees due under the License Agreement pursuant to Section 10.03, (ii11) federal and state annual fees in keeping the registration of DIAMONDS streetTRACKS(R)Gold Shares on a current basis pursuant to Section 10.02 for the issuance of DIAMONDS, Creation Baskets;
(iii12) expenses of the Sponsor relating to the printing and distribution of marketing materials describing DIAMONDS and the Trust and streetTRACKS(R) Gold Shares (including but not limited to, associated legal, consulting, advertising and marketing costs and other out-of-pocket expenses), and ;
(iv13) initial fees and expenses totaling approximately $300,000of the Marketing Agent; and
(14) stationery, in connection with the organization postage and all other out-of-pocket expenses of the Trust ("Initial Costs")not otherwise stated above incurred by it, which will be capitalized and amortized ratably over five years on a straight-line basis unlessthe Sponsor or the Custodian or any Additional Custodian or Successor Custodian pursuant to actions permitted or required under this Agreement.
(1c) The Trustee shall, when directed by the Trust is sooner terminatedSponsor, and, in which case all the absence of such direction, may, in its discretion, sell Gold in such quantity and at such times as may be necessary to permit payment of expenses hereunder including any of the expenses enumerated in subsection (b) above. The Trustee is conclusively authorized to sell Gold at such times and in the smallest amounts still due and owing shall be payable required to permit payment of expenses as they come due, it being the intention to minimize the Trust's holdings of assets other than Gold. Neither the Trustee nor the Sponsor shall have any liability for loss or depreciation resulting from the assets sales of the Trust or (2) by law or regulation the Trust is required to amortize such Initial Costs over a period of time shorter than five yearsGold so made. Further, in which case the Trustee shall follow the requisite time period for such amortization./*/ --------------- /*/ In accordance with the provisions of the exemptive order granted by the Commission in Release IC-22979 dated December 30, 1997 (the "Order"), the expenses listed in clauses (i), (ii), (iii) and (iv) above may only not be charged by the Trustee to the Trust in an amount equal to their actual costs, but in no case may exceed 20 basis points (20/100 of 1%) of the net asset value of the Trust per year. Further, if liable or responsible in any one year such cost exceeds such 20 basis point limit, way for depreciation or loss incurred by reason of any sale made pursuant the Sponsor shall absorb such excess costs and shall not authorize the Trustee to carry such excess forward into the following calendar yearSponsor's direction.
(d) The Sponsor reserves the right to charge the Trust a special sponsor fee from If at any time to time, pursuant to the provisions of Section 8.01(k), in reimbursement for certain services it may provide to the Trust which would otherwise be provided by the Trustee in an amount not to exceed the actual cost of providing such services. The Sponsor or the Trustee and from time to time may voluntarily assume some expenses or reimburse the Trust so Trustee and Sponsor determine that total the balance on hand in the Cash Account exceeds the anticipated expenses of the Trust are reducedduring the following 12 months, although neither the Sponsor nor the Trustee is obligated to do so they shall direct that such excess be distributed and either one or both parties may discontinue shall establish such voluntary assumption of expenses or reimbursement at any time without notice.
(e) The Sponsor intends to monitor the actual expenses of the Trust, Record and may choose to reimburse the Trust Distribution Dates for or assume some or all of the expenses and charges mentioned above in order to assure that the Trust remains economically attractive to current such distribution as well as prospective investors, but the Sponsor is not obligated to do so for any period of timethey deem appropriate. In the event the Sponsor chooses to so reimburse or assume certain expenses on behalf of the Trust, the Sponsor shall have the right to be repaid calculating the amount of any such reimbursement or assumption to the extent that subsequently during the year expenses fall below the 20/100 a distribution, fractions of 1% per annum level on any given day.
(f) If the income received by the Trust in the form of dividends and other distributions on the Securities is insufficient to cover these above- mentioned expenses, the Trustee may make advances to the Trust to cover the expenses discussed above; otherwise the Trustee may sell Securities in an amount sufficient to pay such expenses. The Trustee less than $0.01 will reimburse itself in the amount of any such advance, including those advances made pursuant to Section 3.01(b), together with interest thereon at a percentage rate equal to the then current overnight federal funds rate plus Federal Reserve Board requirements, by deducting such amounts from (1) dividend payments or other income of the Trust when such payments or other income is received, (2) the amounts earned or benefits derived by the Trustee on cash held by the Trustee for the benefit of the Trust, and (3) the sale of Securitiesbe ignored. Notwithstanding the foregoing, in the event that any advance remains outstanding for more than forty-five (45) Business Days, the Trustee no distribution shall sell Securities to reimburse itself for be made if the amount of such advance and any accrued interest thereon. Such advances distributable will be secured by a lien on the assets of the Trust in favor of the Trustee. The expenses of the Trust will be reflected in the net asset value of the Trust.
(g) For services performed under the Trust Agreement, the Trustee will be paid by the Trust a fee at an annual rate of 11/100 of 1% to 15/100 of 1% of the net asset value of the Trust, as shown below, such percentage amount to vary depending on the net asset value of the Trust, plus or minus the Adjustment Amount (as hereinafter defined). Such compensation will be computed on each Business Day on the basis of the net asset value of the Trust on such day, and the amount thereof shall be accrued daily and paid quarterly. TRUSTEE FEE SCALE* ----------------- Net Asset Value Fee as a Percentage of Net of the Trust Asset Value of the Trust -------------- -------------------------- 0 - less than $499,999,999 15/100 of 1% 0.01 per annum plus or minus the Adjustment Amount $500,000,000 - $999,999,999 13/100 of 1% per annum plus or minus the Adjustment Amount $1,000,000,000 and above 11/100 of 1% per annum plus or minus the Adjustment Amount ------------------ * During the first two years of operation of the Trust, the Trustee's fee shall be reduced to 12/100 of 1% per annum plus or minus the Adjustment Amount for any day on which the net asset value of the Trust is below $350,000,000. The fee indicated applies to that portion of the net asset value of the Trust which falls in the size category indicated.
(h) Notwithstanding the fee schedule set forth in the table above, in the fourth year of the Trust's operation and in subsequent years, the Trustee's minimum fee shall be $400,000 per annum, as adjusted by the CPI-U to take effect at the beginning of the fourth year and each year thereafter. The Adjustment Amount shall be calculated at the end of each quarter commencing April 30, 1998 and applied against the Trustee's fee for the following quarter. The Adjustment Amount is an amount which is intended, depending upon the circumstances, either to (x) reduce the Trustee's fee by the amount that Transaction Fees paid on creation and redemption exceed the costs of those activities, and by the amounts of excess earnings on cash held for the benefit of the Trust or (y) increase the Trustee's fee by the amount that the Transaction Fee (plus additional amounts paid in connection with creations or redemptions outside the DIAMONDS Clearing Process), if any, paid on creations or redemptions, falls short of the actual costs of suchstreetTRACKS
Appears in 1 contract
Samples: Trust Indenture (Equity Gold Trust)
CERTAIN DEDUCTIONS AND DISTRIBUTIONS. (a) On each ------------------------------------ Business DaySubject to paragraph (c) of this Section, monthly, in arrears, the Trustee shall deduct from moneys held as described above in the Cash Account and pay to itself individually the amounts that it is at the time entitled to receive pursuant to Sections 8.01 and Section 8.04 on account of its services performed, . The Trustee shall charge the Cash Account its disbursements for payment of other expenses at such times as the Trustee determines convenient in accordance with the fee schedule set forth below (based on the net asset value its administration of the Trust on such Business Day). Expenses of the Trust will be annualized and accrued on each Business DayTrust.
(b) The following charges are or may be accrued and paid by the Trust:
(1) Trustee's fees as set forth below, in Section 8.04 and Sponsor's fees as set forth in Section 7.04;
(2) fees payable to transfer agents for expenses of custody, deposit or delivery of the provision Gold (exclusive of transfer agency servicesany expenses borne by a Depositor or redeeming Participant as provided herein or in the Participant Agreement), if any,; and disbursements charged by and indemnification due any Custodian;
(3) fees of the Trustee for extraordinary services performed under this Agreement; ;
(4) taxes, as provided herein, and various other governmental charges; ;
(5) any taxes, fees and charges payable by the Trustee with respect to DIAMONDS (whether in Creation Unit size aggregations Baskets or otherwise); Redemption Baskets;
(6) expenses and costs of any action taken by the a Trustee Indemnified Party or the a Sponsor Indemnified Party to protect the Trust and the rights and interests of Beneficial Owners of DIAMONDS (whether in Creation Unit size aggregations or otherwise); Owners;
(7) indemnification of the Trustee or the Sponsor for any lossesas provided in this Agreement, liabilities or expenses incurred by it including, without limitation, in the administration of the Trust without gross negligence, bad faith, wilful misconduct, wilful malfeasance on their part or reckless disregard of their obligations Sections 7.05 and duties; 8.05;
(8) expenses incurred in contacting Beneficial Owners of DIAMONDS both during in the life of the Trust and manner described in Section 3.10 upon termination of the Trust; and ;
(9) other out-of-pocket expenses of legal and auditing expenses, and the Trust not otherwise stated above incurred pursuant compensation paid to actions agents employed by the Trustee as permitted or required under this Agreement or the Indenture.hereunder;
(c10) In addition to those discussed above, the following expenses will be charged fees paid to the Trust:Depository for custody of Equity Gold Shares;
(i) reimbursement to the Sponsor of amounts paid by it to Dow Xxxxx in respect of annual licensing fees due under the License Agreement pursuant to Section 10.03, (ii11) federal and state annual fees in keeping the registration of DIAMONDS Equity Gold Shares on a current basis pursuant to Section 10.02 for the issuance of DIAMONDS, Creation Baskets;
(iii12) expenses of the Sponsor relating to the printing and distribution of marketing materials describing DIAMONDS and the Trust and Equity Gold Shares (including but not limited to, associated legal, consulting, advertising and marketing costs and other out-of-pocket expenses); and
(13) stationery, postage and (iv) initial fees and all other out-of-pocket expenses totaling approximately $300,000, in connection with the organization of the Trust ("Initial Costs")not otherwise stated above incurred by it, which will be capitalized and amortized ratably over five years on a straight-line basis unlessthe Sponsor or the Custodian or any Additional Custodian or Successor Custodian pursuant to actions permitted or required under this Agreement.
(1c) The Trustee will charge no fee and will assume the expense of operation (other than extraordinary expenses) of the Trust is sooner terminatedaccrued through and including the 30th day following commencement of trading of Equity Gold Shares on the Exchange. For the period commencing with the 31st day following the commencement of trading on the Exchange and expiring on the first anniversary of the commencement of trading on the Exchange, in which case all amounts still due the Trustee will reduce its fee and owing shall be payable will assume expenses of the Trust to the extent that the aggregate annual expenses (other than extraordinary expenses) of the Trust exceed 0.30% of the average daily value of the Trust assets (before expenses) computed under Section 5.01. The Trustee and the Sponsor have entered into a separate agreement relating to payment by the Sponsor of compensation to the Trustee for the period described in the two preceding sentences. If the Sponsor fails to pay the Trustee pursuant to such compensation agreement, the Trustee may recover the unpaid amounts from the assets of the Trust or (2) by law or regulation Trust, and may sell Gold as necessary to provide funds therefor, provided, however, that, to the extent any such unpaid amounts are paid from the Trust, the Trust is required shall succeed to amortize such Initial Costs over a period the rights of time shorter than five years, in which case the Trustee shall follow the requisite time period for such amortization./*/ --------------- /*/ In accordance with the provisions of the exemptive order granted by the Commission in Release IC-22979 dated December 30, 1997 (the "Order"), the expenses listed in clauses (i), (ii), (iii) and (iv) above may only be charged by the Trustee to the Trust in an amount equal to their actual costs, but in no case may exceed 20 basis points (20/100 of 1%) of the net asset value of the Trust per year. Further, if in any one year such cost exceeds such 20 basis point limit, against the Sponsor shall absorb such excess costs and shall not authorize under the Trustee to carry such excess forward into the following calendar yearcompensation agreement.
(d) The Sponsor reserves Trustee shall, when directed by the right to charge the Trust a special sponsor fee from time to timeSponsor, pursuant to the provisions of Section 8.01(k)and, in reimbursement for certain services it the absence of such direction, may, in its discretion, sell Gold in such quantity and at such times, as may provide be necessary to permit payment of expenses hereunder including any of the Trust which would otherwise be provided expenses enumerated in subsection (b) above. Notwithstanding the foregoing, only when directed by the Trustee in an amount not Sponsor and agreed to exceed by the actual cost of providing such services. The Sponsor or Trustee, the Trustee from time to time may voluntarily assume some expenses or reimburse will advance amounts out of its own funds for the Trust so payment of expenses, provided that total expenses of the Trust are reduced, although neither the Sponsor nor the Trustee is obligated to do so and either one or both parties may discontinue such voluntary assumption of expenses or reimbursement amount advanced at any time without notice.
(e) The Sponsor intends to monitor the actual expenses of the Trust, and may choose to reimburse the Trust for or assume some or all of the expenses and charges mentioned above in order to assure that the Trust remains economically attractive to current as well as prospective investors, but the Sponsor is shall not obligated to do so for any period of time. In the event the Sponsor chooses to so reimburse or assume certain expenses on behalf of the Trust, the Sponsor shall have the right to be repaid the amount of any such reimbursement or assumption to the extent that subsequently during the year expenses fall below the 20/100 of 1% per annum level on any given day.
(f) If the income received by the Trust in the form of dividends and other distributions on the Securities is insufficient to cover these above- mentioned expenses, the Trustee may make advances to the Trust to cover the expenses discussed above; otherwise the Trustee may sell Securities in an amount sufficient to pay such expensesexceed $[ ]. The Trustee will reimburse itself in the amount of any such advanceadvances, including those advances made pursuant to Section 3.01(b)plus the cost of meeting reserve requirements imposed by the Board of Governors of the Federal Reserve System, together with interest thereon at a percentage rate equal to the then current overnight federal funds rate plus Federal Reserve Board requirementsrate, by deducting such amounts from (1) dividend payments or other income of funds subsequently credited to the Trust when such payments or other income is received, (2) the amounts earned or benefits derived by the Trustee on cash held by the Trustee for the benefit of the Trust, and (3) the sale of SecuritiesCash Account. Notwithstanding the foregoing, in In the event that any such advance remains outstanding for more than forty-five (45) Business Days, the Trustee shall sell Securities Gold to reimburse itself for the amount of such advance and any accrued interest thereon. Such advances will be secured by The Trustee shall have a lien on the assets balances on hand in the Cash Account and the Gold credited to the Allocated Account and Unallocated Account of the Trust as provided in favor Section 8.01(g) to the extent of all amounts advanced by it pursuant to this Section 3.05 which lien shall be superior to the interest of the TrusteeBeneficial Owners. The Trustee is conclusively authorized to sell Gold at such times and in the smallest amounts required to permit payment of expenses as they come due, it being the intention to minimize the Trust's holdings of assets other than Gold. Neither the Trustee nor the Sponsor shall have any liability for loss or depreciation resulting from sales of Gold so made. The Trustee shall not be liable or responsible in any way for depreciation or loss incurred by reason of any sale made pursuant the Sponsor's direction or otherwise in accordance with this Section.
(e) If at any time and from time to time, the Trustee and Sponsor determine that the balance on hand in the Cash Account exceeds the anticipated expenses of the Trust during the following 12 months, they shall direct that such excess be distributed and shall establish such Record and Distribution Dates for such distribution as they deem appropriate. In calculating the amount of a distribution, fractions of less than $.01 will be reflected ignored. Notwithstanding the foregoing, no distribution shall be made if the amount distributable will be less than $0.010 per Equity Gold Share outstanding. The Trustee shall make distributions under this paragraph solely to the Depository as the registered holder of all Equity Gold Shares in the net asset value of the Trust.
(gaccordance with Section 3.10(g) For services performed under the Trust Agreement, and the Trustee will be paid by the Trust a fee at an annual rate shall have no liability to any person in respect of 11/100 of 1% to 15/100 of 1% of the net asset value of the Trust, as shown below, such percentage amount to vary depending on the net asset value of the Trust, plus or minus the Adjustment Amount (as hereinafter defined). Such compensation will be computed on each Business Day on the basis of the net asset value of the Trust on such day, and the amount thereof shall be accrued daily and paid quarterly. TRUSTEE FEE SCALE* ----------------- Net Asset Value Fee as a Percentage of Net of the Trust Asset Value of the Trust -------------- -------------------------- 0 - $499,999,999 15/100 of 1% per annum plus or minus the Adjustment Amount $500,000,000 - $999,999,999 13/100 of 1% per annum plus or minus the Adjustment Amount $1,000,000,000 and above 11/100 of 1% per annum plus or minus the Adjustment Amount ------------------ * During the first two years of operation of the Trust, the Trustee's fee shall be reduced to 12/100 of 1% per annum plus or minus the Adjustment Amount for any day on which the net asset value of the Trust is below $350,000,000. The fee indicated applies to that portion of the net asset value of the Trust which falls in the size category indicateddistribution so made.
(h) Notwithstanding the fee schedule set forth in the table above, in the fourth year of the Trust's operation and in subsequent years, the Trustee's minimum fee shall be $400,000 per annum, as adjusted by the CPI-U to take effect at the beginning of the fourth year and each year thereafter. The Adjustment Amount shall be calculated at the end of each quarter commencing April 30, 1998 and applied against the Trustee's fee for the following quarter. The Adjustment Amount is an amount which is intended, depending upon the circumstances, either to (x) reduce the Trustee's fee by the amount that Transaction Fees paid on creation and redemption exceed the costs of those activities, and by the amounts of excess earnings on cash held for the benefit of the Trust or (y) increase the Trustee's fee by the amount that the Transaction Fee (plus additional amounts paid in connection with creations or redemptions outside the DIAMONDS Clearing Process), if any, paid on creations or redemptions, falls short of the actual costs of such
Appears in 1 contract
Samples: Trust Indenture (Equity Gold Trust)
CERTAIN DEDUCTIONS AND DISTRIBUTIONS. (a) On each ------------------------------------ Business DaySubject to paragraph (c) of this Section, monthly, in arrears, the Trustee shall deduct from moneys held as described above in the Cash Account and pay to itself individually the amounts that it is at the time entitled to receive pursuant to Sections 8.01 and Section 8.04 on account of its services performed, . The Trustee shall charge the Cash Account its disbursements for payment of other expenses at such times as the Trustee determines convenient in accordance with the fee schedule set forth below (based on the net asset value its administration of the Trust on such Business Day). Expenses of the Trust will be annualized and accrued on each Business DayTrust.
(b) The following charges are or may be accrued and paid by the Trust:
(1) Trustee's fees as set forth below, in Section 8.04 and Sponsor's fees as set forth in Section 7.04;
(2) expenses of deposit or delivery of the Gold (exclusive of any expenses borne by a Depositor or Redeeming Participant as provided herein or in the Participant Agreement), disbursements charged by and indemnification due any Custodian and other expenses of custody of Gold exclusive of fees payable to transfer agents for custody services borne by the provision of transfer agency services, if any,; Trustee;
(3) fees of the Trustee for extraordinary services performed under this Agreement; ;
(4) various governmental charges; ;
(5) any taxes, fees and charges payable by the Trustee with respect to DIAMONDS (whether in Creation Unit size aggregations Baskets or otherwise); Redemption Baskets;
(6) expenses and costs of any action taken by the a Trustee Indemnified Party or the a Sponsor Indemnified Party to protect the Trust and the rights and interests of Beneficial Owners of DIAMONDS (whether in Creation Unit size aggregations or otherwise); Owners;
(7) indemnification of the Trustee or the Sponsor for any losses, liabilities or expenses incurred by it in the administration of the Trust without gross negligence or negligence, as applicable, bad faith, wilful misconduct, wilful willful misconduct or willful malfeasance on their part or reckless disregard of their obligations and duties; ;
(8) expenses incurred in contacting Beneficial Owners of DIAMONDS both during the life of the Trust and Equity Gold Shares upon termination of the Trust; and ;
(9) other out-of-pocket expenses of legal and auditing expenses, and the Trust not otherwise stated above incurred pursuant compensation paid to actions agents employed by the Trustee as permitted or required under this Agreement or the Indenture.hereunder;
(c10) In addition to those discussed above, the following expenses will be charged fees paid to the Trust:Depository for custody of Equity Gold Shares;
(i) reimbursement to the Sponsor of amounts paid by it to Dow Xxxxx in respect of annual licensing fees due under the License Agreement pursuant to Section 10.03, (ii11) federal and state annual fees in keeping the registration of DIAMONDS Equity Gold Shares on a current basis pursuant to Section 10.02 for the issuance of DIAMONDS, Creation Baskets;
(iii12) expenses of the Sponsor relating to the printing and distribution of marketing materials describing DIAMONDS and the Trust and Equity Gold Shares (including but not limited to, associated legal, consulting, advertising and marketing costs and other out-of-pocket expenses); and
(13) stationery, postage and (iv) initial fees and all other out-of-pocket expenses totaling approximately $300,000, in connection with the organization of the Trust ("Initial Costs"), which will be capitalized and amortized ratably over five years on a straight-line basis unlessnot otherwise stated above incurred by it or the Custodian or any Additional Custodian or Successor Custodian pursuant to actions permitted or required under this Agreement.
(1c) The Trustee will charge no fee and will assume the expense of operation (other than extraordinary expenses) of the Trust is sooner terminatedaccrued through and including the 30th day following commencement of trading of Equity Gold Shares on the Exchange. For the period commencing with the 31st day following the commencement of trading on the Exchange and expiring on the first anniversary of the commencement of trading on the Exchange, in which case all amounts still due the Trustee will reduce its fee and owing shall be payable will assume expenses of the Trust to the extent that the aggregate annual expenses (other than extraordinary expenses) of the Trust exceed 0.30% of the average daily value of the Trust assets (before expenses) computed under Section 5.01. The Trustee and the Sponsor have entered into a separate agreement relating to payment by the Sponsor of compensation to the Trustee for the period described in the two preceding sentences. If the Sponsor fails to pay the Trustee pursuant to such compensation agreement, the Trustee may recover the unpaid amounts from the assets of the Trust or (2) by law or regulation Trust, and may sell Gold as necessary to provide funds therefor, provided, however, that, to the extent any such unpaid amounts are paid from the Trust, the Trust is required shall succeed to amortize such Initial Costs over a period the rights of time shorter than five years, in which case the Trustee shall follow the requisite time period for such amortization./*/ --------------- /*/ In accordance with the provisions of the exemptive order granted by the Commission in Release IC-22979 dated December 30, 1997 (the "Order"), the expenses listed in clauses (i), (ii), (iii) and (iv) above may only be charged by the Trustee to the Trust in an amount equal to their actual costs, but in no case may exceed 20 basis points (20/100 of 1%) of the net asset value of the Trust per year. Further, if in any one year such cost exceeds such 20 basis point limit, against the Sponsor shall absorb such excess costs and shall not authorize under the Trustee to carry such excess forward into the following calendar yearcompensation agreement.
(d) The Sponsor reserves Trustee shall, when directed by the right to charge the Trust a special sponsor fee from time to timeSponsor, pursuant to the provisions of Section 8.01(k)and, in reimbursement for certain services it the absence of such direction, may, in its discretion, sell Gold in such quantity and at such times, as may provide be necessary to permit payment of expenses hereunder. Notwithstanding the Trust which would otherwise be provided foregoing, only when directed by the Trustee in an amount not Sponsor and agreed to exceed by the actual cost of providing such services. The Sponsor or Trustee, the Trustee from time to time may voluntarily assume some expenses or reimburse will advance amounts out of its own funds for the Trust so payment of expenses, provided that total expenses of the Trust are reduced, although neither the Sponsor nor the Trustee is obligated to do so and either one or both parties may discontinue such voluntary assumption of expenses or reimbursement amount advanced at any time without notice.
(e) The Sponsor intends to monitor the actual expenses of the Trust, and may choose to reimburse the Trust for or assume some or all of the expenses and charges mentioned above in order to assure that the Trust remains economically attractive to current as well as prospective investors, but the Sponsor is shall not obligated to do so for any period of time. In the event the Sponsor chooses to so reimburse or assume certain expenses on behalf of the Trust, the Sponsor shall have the right to be repaid the amount of any such reimbursement or assumption to the extent that subsequently during the year expenses fall below the 20/100 of 1% per annum level on any given day.
(f) If the income received by the Trust in the form of dividends and other distributions on the Securities is insufficient to cover these above- mentioned expenses, the Trustee may make advances to the Trust to cover the expenses discussed above; otherwise the Trustee may sell Securities in an amount sufficient to pay such expensesexceed $[ ]. The Trustee will reimburse itself in the amount of any such advanceadvances, including those advances made pursuant to Section 3.01(b)plus the cost of meeting reserve requirements imposed by the Board of Governors of the Federal Reserve System, together with interest thereon at a percentage rate equal to the then current overnight federal funds rate plus Federal Reserve Board requirementsrate, by deducting such amounts from (1) dividend payments or other income of funds subsequently credited to the Trust when such payments or other income is received, (2) the amounts earned or benefits derived by the Trustee on cash held by the Trustee for the benefit of the Trust, and (3) the sale of SecuritiesCash Account. Notwithstanding the foregoing, in In the event that any such advance remains outstanding for more than forty-five (45) Business Days, the Trustee shall sell Securities Gold to reimburse itself for the amount of such advance and any accrued interest thereon. Such advances will be secured by The Trustee shall have a lien on the assets balances on hand in the Cash Account and the Gold credited to the Allocated Account and Unallocated Account of the Trust as provided in favor Section 8.01(g) to the extent of all amounts advanced by it pursuant to this Section 3.05 which lien shall be superior to the interest of the TrusteeBeneficial Owners. The Trustee is conclusively authorized to sell Gold at such times and in the smallest amounts required to permit payment of expenses as they come due, it being the intention to minimize the Trust's holdings of assets other than Gold. Neither the Trustee nor the Sponsor shall have any liability for loss or depreciation resulting from sales of Gold so made. The Trustee shall not be liable or responsible in any way for depreciation or loss incurred by reason of any sale made pursuant the Sponsor's direction or otherwise in accordance with this Section.
(e) If at any time and from time to time, the Trustee and Sponsor determine that the balance on hand in the Cash Account exceeds the anticipated expenses of the Trust during the following 12 months, they shall direct that such excess be distributed and shall establish such Record and Distribution Dates for such distribution as they deem appropriate. In calculating the amount of a distribution, fractions of less than $.01 will be reflected ignored. Notwithstanding the foregoing, no distribution shall be made if the amount distributable will be less than $0.010 per Equity Gold Share outstanding. The Trustee shall make distributions under this paragraph solely to the Depository as the registered holder of all Equity Gold Shares in the net asset value of the Trust.
(gaccordance with Section 3.10(g) For services performed under the Trust Agreement, and the Trustee will be paid by the Trust a fee at an annual rate shall have no liability to any person in respect of 11/100 of 1% to 15/100 of 1% of the net asset value of the Trust, as shown below, such percentage amount to vary depending on the net asset value of the Trust, plus or minus the Adjustment Amount (as hereinafter defined). Such compensation will be computed on each Business Day on the basis of the net asset value of the Trust on such day, and the amount thereof shall be accrued daily and paid quarterly. TRUSTEE FEE SCALE* ----------------- Net Asset Value Fee as a Percentage of Net of the Trust Asset Value of the Trust -------------- -------------------------- 0 - $499,999,999 15/100 of 1% per annum plus or minus the Adjustment Amount $500,000,000 - $999,999,999 13/100 of 1% per annum plus or minus the Adjustment Amount $1,000,000,000 and above 11/100 of 1% per annum plus or minus the Adjustment Amount ------------------ * During the first two years of operation of the Trust, the Trustee's fee shall be reduced to 12/100 of 1% per annum plus or minus the Adjustment Amount for any day on which the net asset value of the Trust is below $350,000,000. The fee indicated applies to that portion of the net asset value of the Trust which falls in the size category indicateddistribution so made.
(h) Notwithstanding the fee schedule set forth in the table above, in the fourth year of the Trust's operation and in subsequent years, the Trustee's minimum fee shall be $400,000 per annum, as adjusted by the CPI-U to take effect at the beginning of the fourth year and each year thereafter. The Adjustment Amount shall be calculated at the end of each quarter commencing April 30, 1998 and applied against the Trustee's fee for the following quarter. The Adjustment Amount is an amount which is intended, depending upon the circumstances, either to (x) reduce the Trustee's fee by the amount that Transaction Fees paid on creation and redemption exceed the costs of those activities, and by the amounts of excess earnings on cash held for the benefit of the Trust or (y) increase the Trustee's fee by the amount that the Transaction Fee (plus additional amounts paid in connection with creations or redemptions outside the DIAMONDS Clearing Process), if any, paid on creations or redemptions, falls short of the actual costs of such
Appears in 1 contract
Samples: Trust Indenture (Equity Gold Trust)
