Common use of Certain Deductions and Distributions Clause in Contracts

Certain Deductions and Distributions. (a) Subject to paragraph (c) of this Section, monthly, in arrears, the Trustee shall deduct from moneys held in the Cash Account and pay to itself individually the amounts that it is at the time entitled to receive pursuant to 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 its administration of the Trust. (b) The following charges are or may be accrued and paid by the Trust: (1) Trustee's fees as set forth in Section 8.04 and Sponsor's fees as set forth in Section 7.04; (2) expenses of custody, 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), 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 Creation Baskets or Redemption Baskets; (6) expenses and costs of any action taken by a Trustee Indemnified Party or a Sponsor Indemnified Party to protect the Trust and the rights and interests of Beneficial Owners; (7) indemnification of the Trustee or the Sponsor as provided in this Agreement, including, without limitation, in Sections 7.05 and 8.05; (8) expenses incurred in contacting Beneficial Owners in the manner described in Section 3.10 upon termination of the Trust; (9) legal and auditing expenses, and the compensation paid to agents employed by the Trustee as permitted hereunder; (10) fees paid to the Depository for custody of Equity Gold Shares; (11) federal and state annual fees in keeping the registration of Equity Gold Shares on a current basis pursuant to Section 10.02 for the issuance of Creation Baskets; (12) expenses of the Sponsor relating to the printing and distribution of marketing materials describing 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 all other out-of-pocket expenses of the Trust not otherwise stated above incurred by it, the Sponsor or the Custodian or any Additional Custodian or Successor Custodian pursuant to actions permitted or required under this Agreement. (c) The Trustee will charge no fee and will assume the expense of operation (other than extraordinary expenses) of the Trust 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 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, 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 shall succeed to the rights of the Trustee against the Sponsor under the compensation agreement. (d) 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. Notwithstanding the foregoing, only when directed by the Sponsor and agreed to by the Trustee, the Trustee will advance amounts out of its own funds for the payment of expenses, provided that the amount advanced at any time shall not exceed $[ ]. The Trustee will reimburse itself the amount of such advances, 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 then current overnight federal funds rate, by deducting such amounts from funds subsequently credited to the Cash Account. In the event any such advance remains outstanding for more than forty-five (45) Business Days, the Trustee shall sell Gold to reimburse itself for such advance and any accrued interest thereon. The Trustee shall have a lien on the balances on hand in the Cash Account and the Gold credited to the Allocated Account and Unallocated Account of the Trust as provided in 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 Beneficial 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 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 accordance with Section 3.10(g) and the Trustee shall have no liability to any person in respect of any distribution so made.

Certain Deductions and Distributions. (a) Subject to paragraph (c) of this Section, monthly, in arrears, the Trustee shall deduct from moneys held in the Cash Account and pay to itself individually the amounts that it is at the time entitled to receive pursuant to 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 its administration of the Trust. (b) The following charges are or may be accrued and paid by the Trust: (1) Trustee's fees as set forth in Section 8.04 and Sponsor's fees as set forth in Section 7.04; (2) expenses of custody, 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), 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 Creation Baskets or Redemption Baskets; (6) expenses and costs of any action taken by a Trustee Indemnified Party or a Sponsor Indemnified Party to protect the Trust and the rights and interests of Beneficial Owners; (7) indemnification of the Trustee or the Sponsor as provided in this Agreement, including, without limitation, in Sections 7.05 and 8.05; (8) expenses incurred in contacting Beneficial Owners in the manner described in Section 3.10 upon termination of the Trust3.10; (9) legal and auditing expenses, and the compensation paid to agents employed by the Trustee as permitted hereunder; (10) fees paid to the Depository for custody of Equity streetTRACKS(R) Gold Shares; (11) federal and state annual fees in keeping the registration of Equity Gold streetTRACKS(R)Gold Shares on a current basis pursuant to Section 10.02 for the issuance of Creation Baskets; (12) expenses of the Sponsor relating to the printing and distribution of marketing materials describing the Trust and Equity streetTRACKS(R) Gold Shares (including but not limited to, associated legal, consulting, advertising and marketing costs and other out-of-pocket expenses); (13) fees and expenses of the Marketing Agent; and (1314) stationery, postage and all other out-of-pocket expenses of the Trust not otherwise stated above incurred by it, the Sponsor or the Custodian or any Additional Custodian or Successor Custodian pursuant to actions permitted or required under this Agreement. (c) The Trustee will charge no fee and will assume the expense of operation (other than extraordinary expenses) of the Trust 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 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, 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 shall succeed to the rights of the Trustee against the Sponsor under the compensation agreement. (d) 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, times as may be necessary to permit payment of expenses hereunder including any of the expenses enumerated in subsection (b) above. Notwithstanding the foregoing, only when directed by the Sponsor and agreed to by the Trustee, the Trustee will advance amounts out of its own funds for the payment of expenses, provided that the amount advanced at any time shall not exceed $[ ]. The Trustee will reimburse itself the amount of such advances, 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 then current overnight federal funds rate, by deducting such amounts from funds subsequently credited to the Cash Account. In the event any such advance remains outstanding for more than forty-five (45) Business Days, the Trustee shall sell Gold to reimburse itself for such advance and any accrued interest thereon. The Trustee shall have a lien on the balances on hand in the Cash Account and the Gold credited to the Allocated Account and Unallocated Account of the Trust as provided in 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 Beneficial 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 Further, 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 Sectiondirection. (ed) If at any time and from time to time, 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 0.01 will be ignored. Notwithstanding the foregoing, no distribution shall be made if the amount distributable will be less than $0.010 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 accordance with Section 3.10(g) and the Trustee shall have no liability to any person in respect of any distribution so made.streetTRACKS

Certain Deductions and Distributions. (a) Subject to paragraph (c) of this Section, monthly, in arrears, the Trustee shall deduct from moneys held in the Cash Account and pay to itself individually the amounts that it is at the time entitled to receive pursuant to 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 its administration of the Trust. (b) The following charges are or may be accrued and paid by the Trust: (1) Trustee's fees as set forth in Section 8.04 and Sponsor's fees as set forth in Section 7.04; (2) expenses of custody, 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), 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 Creation Baskets or Redemption Baskets; (6) expenses and costs of any action taken by a Trustee Indemnified Party or a Sponsor Indemnified Party to protect the Trust and the rights and interests of Beneficial Owners; (7) indemnification of the Trustee or the Sponsor as provided in this Agreement, including, without limitation, in Sections 7.05 and 8.05; (8) expenses incurred in contacting Beneficial Owners in the manner described in Section 3.10 upon termination of the Trust3.10; (9) legal and auditing expenses, and the compensation paid to agents employed by the Trustee as permitted hereunder; (10) fees paid to the Depository for custody of Equity Gold Shares; (11) federal and state annual fees in keeping the registration of Equity Gold Shares on a current basis pursuant to Section 10.02 for the issuance of Creation Baskets; (12) expenses of the Sponsor relating to the printing and distribution of marketing materials describing 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 all other out-of-pocket expenses of the Trust not otherwise stated above incurred by it, the Sponsor or the Custodian or any Additional Custodian or Successor Custodian pursuant to actions permitted or required under this Agreement. (ca) The Trustee will charge no fee and will assume the expense of operation (other than extraordinary expenses) of the Trust 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 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, 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 shall succeed to the rights of the Trustee against the Sponsor under the compensation agreement. (db) 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, times as may be necessary to permit payment of expenses hereunder including any of the expenses enumerated in subsection (b) above. Notwithstanding the foregoing, only when directed by the Sponsor and agreed to by the Trustee, the Trustee will advance amounts out of its own funds for the payment of expenses, provided that the amount advanced at any time shall not exceed $[ ]. The Trustee will reimburse itself the amount of such advances, 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 then current overnight federal funds rate, by deducting such amounts from funds subsequently credited to the Cash Account. In the event any such advance remains outstanding for more than forty-five (45) Business Days, the Trustee shall sell Gold to reimburse itself for such advance and any accrued interest thereon. The Trustee shall have a lien on the balances on hand in the Cash Account and the Gold credited to the Allocated Account and Unallocated Account of the Trust as provided in 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 Beneficial 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 Further, 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 Sectiondirection. (ec) If at any time and from time to time, 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 0.01 will be ignored. Notwithstanding the foregoing, no distribution shall be made if the amount distributable will be less than $0.010 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 accordance with Section 3.10(g) and the Trustee shall have no liability to any person in respect of any distribution so made.

Certain Deductions and Distributions. (a) Subject to paragraph (c) of this Section, monthly, in arrearsOn each ------------------------------------ Business Day, the Trustee shall deduct from moneys held in the Cash Account as described above and pay to itself individually the amounts that it is at the time entitled to receive pursuant to Section Sections 8.01 and 8.04 on account of its services performed. The Trustee shall charge , in accordance with the Cash Account its disbursements for payment of other expenses at such times as fee schedule set forth below (based on the Trustee determines convenient in its administration net asset value of the TrustTrust 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 in Section 8.04 and Sponsor's fees as set forth in Section 7.04; below, (2) expenses fees payable to transfer agents for the provision of custodytransfer agency services, 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), and disbursements charged by and indemnification due any Custodian; if any,; (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 Baskets Unit size aggregations or Redemption Baskets; otherwise); (6) expenses and costs of any action taken by a the Trustee Indemnified Party or a the Sponsor Indemnified Party to protect the Trust and the rights and interests of Beneficial Owners; Owners of DIAMONDS (whether in Creation Unit size aggregations or otherwise); (7) indemnification of the Trustee or the Sponsor as provided for any losses, liabilities or expenses incurred by it in this Agreementthe administration of the Trust without gross negligence, includingbad faith, without limitationwilful misconduct, in Sections 7.05 wilful malfeasance on their part or reckless disregard of their obligations and 8.05; duties; (8) expenses incurred in contacting Beneficial Owners in of DIAMONDS both during the manner described in Section 3.10 life of the Trust and upon termination of the Trust; ; and (9) legal and auditing expenses, and other out-of-pocket expenses of the compensation paid Trust not otherwise stated above incurred pursuant to agents employed by actions permitted or required under this Agreement or the Trustee as permitted hereunder;Indenture. (10c) fees paid In addition to those discussed above, the following expenses will be charged to the Depository for custody of Equity Gold Shares;Trust: (11i) reimbursement to the Sponsor of amounts paid by it to Dow ▇▇▇▇▇ 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 Equity Gold Shares DIAMONDS on a current basis pursuant to Section 10.02 for the issuance of Creation Baskets; DIAMONDS, (12iii) 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, 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 (131) stationerythe Trust is sooner terminated, postage in which case all amounts still due and all other out-of-pocket 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 not otherwise stated above incurred by itare reduced, although neither the Sponsor nor the Trustee is obligated to do so and either one or the Custodian both parties may discontinue such voluntary assumption of expenses or reimbursement at any Additional Custodian or Successor Custodian pursuant to actions permitted or required under this Agreementtime without notice. (ce) The Trustee will charge no fee and will assume Sponsor intends to monitor the expense of operation (other than extraordinary expenses) of the Trust 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 actual 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, and may sell Gold 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 necessary well as prospective investors, but the Sponsor is not obligated to provide funds therefor, provided, however, that, do so for any period of time. In the event the Sponsor chooses to the extent any such unpaid amounts are paid from so reimburse or assume certain expenses on behalf of the Trust, the Trust Sponsor shall succeed have the right to be repaid the amount of any such reimbursement or assumption to the rights extent that subsequently during the year expenses fall below the 20/100 of the Trustee against the Sponsor under the compensation agreement1% per annum level on any given day. (df) The Trustee shall, when directed If the income received by the Sponsor, and, Trust in the absence form of such direction, may, in its discretion, sell Gold in such quantity dividends and at such times, as may be necessary other distributions on the Securities is insufficient to permit payment of expenses hereunder including any of the expenses enumerated in subsection (b) above. Notwithstanding the foregoing, only when directed by the Sponsor and agreed to by the Trusteecover these above- mentioned expenses, the Trustee will advance amounts out of its own funds for may make advances to the payment of Trust to cover the expenses discussed above; otherwise the Trustee may sell Securities in an amount sufficient to pay such expenses, provided that the amount advanced at any time shall not exceed $[ ]. The Trustee will reimburse itself in the amount of any such advancesadvance, plus the cost of meeting reserve requirements imposed by the Board of Governors of the Federal Reserve Systemincluding 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 raterate plus Federal Reserve Board requirements, by deducting such amounts from funds subsequently credited to (1) dividend payments or other income of the Cash AccountTrust 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. In Notwithstanding the foregoing, in the event that any such advance remains outstanding for more than forty-five (45) Business Days, the Trustee shall sell Gold Securities to reimburse itself for the amount of such advance and any accrued interest thereon. The Trustee shall have Such advances will be secured by a lien on the balances on hand in the Cash Account and the Gold credited to the Allocated Account and Unallocated Account assets of the Trust as provided in 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 favor of the Beneficial OwnersTrustee. 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 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 12 monthsquarter. The Adjustment Amount is an amount which is intended, 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 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 a distributionthose activities, fractions and by the amounts of less than $.01 will be ignored. Notwithstanding excess earnings on cash held for the foregoing, no distribution shall be made if benefit of the Trust or (y) increase the Trustee's fee by the amount distributable will be less than $0.010 per Equity Gold Share outstanding. The Trustee shall make distributions under this paragraph solely to that the Depository as Transaction Fee (plus additional amounts paid in connection with creations or redemptions outside the registered holder DIAMONDS Clearing Process), if any, paid on creations or redemptions, falls short of all Equity Gold Shares in accordance with Section 3.10(g) and the Trustee shall have no liability to any person in respect actual costs of any distribution so made.such

Certain Deductions and Distributions. (a) Subject to paragraph (c) of this Section, monthly, in arrears, the Trustee shall deduct from moneys held in the Cash Account and pay to itself individually the amounts that it is at the time entitled to receive pursuant to 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 its administration of the Trust. (b) The following charges are or may be accrued and paid by the Trust: (1) Trustee's fees as set forth in Section 8.04 and Sponsor's fees as set forth in Section 7.04; (2) expenses of custody, deposit or delivery of the Gold (exclusive of any expenses borne by a Depositor or redeeming Redeeming Participant as provided herein or in the Participant Agreement), and disbursements charged by and indemnification due any CustodianCustodian and other expenses of custody of Gold exclusive of fees for custody services borne by the Trustee; (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 Creation Baskets or Redemption Baskets; (6) expenses and costs of any action taken by a Trustee Indemnified Party or a Sponsor Indemnified Party to protect the Trust and the rights and interests of Beneficial 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 provided in this Agreementapplicable, includingbad faith, without limitation, in Sections 7.05 willful misconduct or willful malfeasance on their part or reckless disregard of their obligations and 8.05duties; (8) expenses incurred in contacting Beneficial Owners in the manner described in Section 3.10 of Equity Gold Shares upon termination of the Trust; (9) legal and auditing expenses, and the compensation paid to agents employed by the Trustee as permitted hereunder; (10) fees paid to the Depository for custody of Equity Gold Shares; (11) federal and state annual fees in keeping the registration of Equity Gold Shares on a current basis pursuant to Section 10.02 for the issuance of Creation Baskets; (12) expenses of the Sponsor relating to the printing and distribution of marketing materials describing 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 all other out-of-pocket expenses of the Trust not otherwise stated above incurred by it, the Sponsor it or the Custodian or any Additional Custodian or Successor Custodian pursuant to actions permitted or required under this Agreement. (c) The Trustee will charge no fee and will assume the expense of operation (other than extraordinary expenses) of the Trust 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 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, 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 shall succeed to the rights of the Trustee against the Sponsor under the compensation agreement. (d) 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) abovehereunder. Notwithstanding the foregoing, only when directed by the Sponsor and agreed to by the Trustee, the Trustee will advance amounts out of its own funds for the payment of expenses, provided that the amount advanced at any time shall not exceed $[ ]. The Trustee will reimburse itself the amount of such advances, 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 then current overnight federal funds rate, by deducting such amounts from funds subsequently credited to the Cash Account. In the event any such advance remains outstanding for more than forty-five (45) Business Days, the Trustee shall sell Gold to reimburse itself for such advance and any accrued interest thereon. The Trustee shall have a lien on the balances on hand in the Cash Account and the Gold credited to the Allocated Account and Unallocated Account of the Trust as provided in 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 Beneficial 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 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 accordance with Section 3.10(g) and the Trustee shall have no liability to any person in respect of any distribution so made.

Certain Deductions and Distributions. (a) Subject to paragraph (c) of this Section, monthly, in arrears, the Trustee shall deduct from moneys held in the Cash Account and pay to itself individually the amounts that it is at the time entitled to receive pursuant to 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 its administration of the Trust. (b) The following charges are or may be accrued and paid by the Trust: (1) Trustee's fees as set forth in Section 8.04 and Sponsor's fees as set forth in Section 7.04; (2) expenses of custody, 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), 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 Creation Baskets or Redemption Baskets; (6) expenses and costs of any action taken by a Trustee Indemnified Party or a Sponsor Indemnified Party to protect the Trust and the rights and interests of Beneficial Owners; (7) indemnification of the Trustee or the Sponsor as provided in this Agreement, including, without limitation, in Sections 7.05 and 8.05; (8) expenses incurred in contacting Beneficial Owners in the manner described in Section 3.10 upon termination of the Trust3.10; (9) legal and auditing expenses, and the compensation paid to agents employed by the Trustee as permitted hereunder; (10) fees paid to the Depository for custody of Equity streetTRACKS(R) Gold Shares; (11) federal and state annual fees in keeping the registration of Equity streetTRACKS(R) Gold Shares on a current basis pursuant to Section 10.02 for the issuance of Creation Baskets; (12) expenses of the Sponsor relating to the printing and distribution of marketing materials describing the Trust and Equity streetTRACKS(R) Gold Shares (including but not limited to, associated legal, consulting, advertising and marketing costs and other out-of-pocket expenses); (13) fees and expenses of 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 (1315) stationery, postage and all other out-of-pocket expenses of the Trust not otherwise stated above incurred by it, the Sponsor or the Custodian or any Additional Custodian or Successor Custodian pursuant to actions permitted or required under this Agreement. (c) The Trustee will charge no fee and will assume the expense of operation (other than extraordinary expenses) of the Trust 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 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, 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 shall succeed to the rights of the Trustee against the Sponsor under the compensation agreement. (d) 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, times as may be necessary to permit payment of expenses hereunder including any of the expenses enumerated in subsection (b) above. Notwithstanding the foregoing, only when directed by the Sponsor and agreed to by the Trustee, the Trustee will advance amounts out of its own funds for the payment of expenses, provided that the amount advanced at any time shall not exceed $[ ]. The Trustee will reimburse itself the amount of such advances, 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 then current overnight federal funds rate, by deducting such amounts from funds subsequently credited to the Cash Account. In the event any such advance remains outstanding for more than forty-five (45) Business Days, the Trustee shall sell Gold to reimburse itself for such advance and any accrued interest thereon. The Trustee shall have a lien on the balances on hand in the Cash Account and the Gold credited to the Allocated Account and Unallocated Account of the Trust as provided in 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 Beneficial 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 Further, 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 Sectiondirection. (ed) If at any time and from time to time, 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 0.01 will be ignored. Notwithstanding the foregoing, no distribution shall be made if the amount distributable will be less than $0.010 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 accordance with Section 3.10(g) and the Trustee shall have no liability to any person in respect of any distribution so made.streetTRACKS

Certain Deductions and Distributions. (a) Subject On each Business Day, to paragraph (c) of this Section, monthly, in arrearsthe extent applicable, the Trustee shall deduct from moneys held in the Cash Account as described above and pay to itself individually the amounts that it is at the time on such day entitled to receive pursuant to Section Sections 8.01 and 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 its administration Expenses of the TrustTrust 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 in Section 8.04 and Sponsor's fees as set forth in Section 7.04; below; (2) expenses fees payable to transfer agents for the provision of custodytransfer agency services, 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), and disbursements charged by and indemnification due any Custodian; if any; (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 Nasdaq-100 Shares (whether in Creation Baskets Unit size 28 aggregations or Redemption Baskets; otherwise); (6) expenses and costs of any an action taken by a Trustee Indemnified Party or a Sponsor Indemnified Party to protect the Trust and the rights and interests of Beneficial Owners; Owners of Nasdaq-100 Shares (whether in Creation Unit size aggregations or otherwise); (7) indemnification of the Trustee or the Sponsor as provided for any losses, liabilities or expenses incurred by them in this Agreementthe administration of the Trust without gross negligence, includingbad faith, without limitationwilful misconduct, in Sections 7.05 wilful malfeasance on their part or reckless disregard of their obligations and 8.05; duties; (8) expenses incurred in contacting Beneficial Owners in of Nasdaq-100 Shares both during the manner described in Section 3.10 life of the Trust and upon termination of the Trust; ; (9) legal and auditing expenses, and the compensation paid to agents employed brokerage commissions incurred by the Trustee as permitted hereunder; when acquiring or selling Index Securities pursuant to the provisions hereof; and (10) fees paid 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 Depository for custody of Equity Gold Shares;Trust: (11i) reimbursement to the Sponsor of amounts paid by it to 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 Equity Gold Nasdaq-100 Shares on a current basis pursuant to Section 10.02 for the issuance of Creation Baskets; Nasdaq-100 Shares, and (12iii) expenses of the Sponsor relating to the printing and distribution of marketing materials describing Nasdaq-100 Shares and the Trust and Equity Gold Shares (including including, but not limited to, associated legal, consulting, advertising advertising, and marketing costs and other out-of-pocket expensesexpenses such as printing); and (13) stationery, postage and all other out-of-pocket expenses of the Trust not otherwise stated above incurred by it, the Sponsor or the Custodian or any Additional Custodian or Successor Custodian pursuant to actions permitted or required under this Agreement. (c) The Trustee will charge no fee and will assume the expense of operation (other than extraordinary expenses) of the Trust 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 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, 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 shall succeed to the rights of the Trustee against the Sponsor under the compensation agreement.* (d) The Trustee shallSponsor reserves the right to charge the Trust a special sponsor fee from time to time, when directed pursuant to the provisions of Section 8.01(j), in reimbursement for certain services it may provide to the Trust which would otherwise be provided by the Sponsor, and, 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 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. (f) If the income received by the Trust in the absence 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 direction, mayexpenses as provided in Section 3.06. The Trustee may also, in its discretion, sell Gold make advances to the Trust out of its own funds in such quantity and at such times, amounts as may be necessary to permit (i) distributions to Beneficial Owners via the Depository pursuant to this Section 3.04, (ii) payment of expenses hereunder including any 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 expenses enumerated Trust), and (iii) payments in subsection (b) above. Notwithstanding the foregoing, only when directed by the Sponsor and agreed respect of redemptions of Nasdaq-100 Shares pursuant to by the Trustee, the Trustee will advance amounts out of its own funds for the payment of expenses, provided that the amount advanced at any time shall not exceed $[ ]Section 5.01. The Trustee will reimburse itself in the amount of any such advances, plus the cost of meeting reserve requirements imposed by the Board of Governors of the Federal Reserve Systemadvance, together with interest thereon at a percentage rate equal to the then current overnight federal funds raterate 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 funds subsequently credited to (1) dividend payments or other income of the Cash AccountTrust 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. In Notwithstanding the foregoing, in the event that any such advance remains outstanding for more than forty-five (45) Business Days, the Trustee shall sell Gold 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. 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 against and a security interest in the assets of the Trust for the payment of such advances plus interest as provided in Section 8.04. (g) The Trustee shall compute on a daily basis the dividends accumulated and declared for the Securities within each Accumulation Period. The regular quarterly ex-dividend date for Nasdaq-100 Shares will be 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 balances on hand in records of the Cash Account Depository and the Gold credited 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 Allocated Account 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 Unallocated Account other income, if any, received by the Trust, net of fees and expenses of the Trust, accrued daily for such period. In the event that Trust fees and expenses exceed dividends accumulated on the 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 one percent (0.05%) of the net asset value of the Trust as provided 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 undistributed income. For the purposes of all dividend distributions, 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 of funds (if any) to be distributed through the Depository to Beneficial Owners as described in Section 8.01(g) 3.11 which shall be paid on the last Business Day in the calendar month following each Ex-Dividend Date (the "Dividend Payment Date"). On each Dividend Payment Date, the Trustee shall distribute to the extent Depository (i) the aggregate amount of all amounts advanced by it funds to be distributed to each Beneficial Owner pursuant to this Section 3.05 which lien 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 superior to the interest of the Beneficial 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 Sectionthe provisions of Section 3.11. (eh) 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 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 additional distributions under this paragraph solely to Beneficial Owners via the Depository as described in Section 3.11 at least annually with respect to moneys received by the registered holder Trust other than Income to the minimum extent necessary (i) to distribute the entire annual investment company taxable income of all Equity Gold Shares the Trust, plus any net capital gains (e.g., from sales of Securities in accordance connection with adjustments to the Portfolio, to generate cash for such distributions or to pay the fees and expenses of the Trust), and (ii) to avoid imposition of the excise tax imposed by Section 3.10(g4982 of the Internal Revenue Code or any successor provision or any similarly imposed tax on income or gains. (i) The Trustee further reserves the 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. (j) The Trustee further reserves the right without the consent of the Depository or the Beneficial Owners to vary the frequency with which periodic distributions, if any, 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 would otherwise be advantageous to the Trust. In addition, the Trustee shall have no liability reserves the right to any person 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 respect their discretion, that such change would be advantageous to the Trust. Notice of any distribution so madesuch variance or change (which notice shall include changes to the Record 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.