Common use of Duties of the Trust Clause in Contracts

Duties of the Trust. (a) The Trust shall furnish to the Distributor copies of all information, financial statements and other papers which the Distributor may reasonably request for use in connection with the distribution of the Shares, including one certified copy, upon request by the Distributor, of all financial statements prepared by the Trust, in respect of the Fund, and examined by independent accountants. The Trust shall, at the expense of the Distributor, make available to the Distributor such number of copies of the Prospectus and the SAI as the Distributor shall reasonably request. (b) The Trust shall take, from time to time, but subject to the necessary approval of its shareholders, all necessary action to register the Shares under the 1933 Act, to the end that there will be available for sale such number of the Shares as investors may reasonably be expected to purchase. (c) The Trust shall use its best efforts to qualify and maintain the qualification of an appropriate number of Shares for sale under the securities laws of such states as the Distributor and the Trust may approve. Any such qualification may be withheld, terminated or withdrawn by the Trust at any time in its discretion. As provided in Section 8(b) hereof, the expense of qualification and maintenance of qualification shall be borne by the Trust. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by the Trust in connection with such qualification. (d) The Trust shall, at the expense of the Distributor, furnish, in reasonable quantities upon request by the Distributor, copies of annual and interim reports of the Trust. (e) The Trust shall promptly notify the Distributor if the effectiveness of the Registration Statement is suspended or lapses and shall promptly notify of the termination or withdrawal of qualification under the laws of any state.

Duties of the Trust. (a) The Trust shall furnish to the Distributor Underwriter copies of all information, financial statements and other papers which that the Distributor Underwriter may reasonably request for use in connection with the distribution of shares of the SharesTrust, including and this shall include one certified copy, upon request by the DistributorUnderwriter, of all financial statements prepared by for the Trust, in respect of the Fund, and examined Trust by independent public accountants. The Trust shall, at the expense of the Distributor, shall make available to the Distributor Underwriter such number of copies of the Prospectus and the SAI as the Distributor Underwriter shall reasonably request. (b) The Trust shall take, from time to time, but subject to the necessary approval of its shareholders, all necessary action to register the Shares shares under the 1933 Securities Act, to the end that there will be available for sale such number of shares of each Fund as the Shares as investors Underwriter reasonably may reasonably be expected to purchasesell. (c) The Trust shall use its best efforts to qualify and maintain the qualification of an appropriate number of Shares for sale shares of each Fund under the securities laws of such states of the United States or other jurisdictions as the Distributor Underwriter and the Trust may approve. Any such qualification may be withheld, terminated or withdrawn by the Trust at any time in its discretion. As provided in Section 8(b9(b) hereof, the expense of qualification and maintenance of qualification shall be borne by the Trust. The Distributor Underwriter shall furnish such information and other material relating to its affairs and activities as may be required by the Trust in connection with such qualification. (d) The Trust shall, at the expense of the Distributor, will furnish, in reasonable quantities upon request by the DistributorUnderwriter, copies of annual and interim reports of the Trust. (e) The Trust shall promptly notify the Distributor if the effectiveness of the Registration Statement is suspended or lapses and shall promptly notify of the termination or withdrawal of qualification under the laws of any state.

Duties of the Trust. (a) The Trust agrees to sell the Shares of the Series so long as it has such Shares available for sale and to issue, if requested by the purchaser and if provided for by the Trust, certificates for the Shares of the Series, registered in such names and amounts as the Distributor has requested in writing, as promptly as practicable after receipt by the Trust of the net asset value thereof and written request of the Distributor therefor. The Trust may at any time withdraw offerings of the Shares of one or more Series by notice to the Distributor. (b) The Trust shall keep the Distributor fully informed with regard to its affairs and the affairs of the Series and shall furnish to the Distributor copies of all information, financial statements and other papers which the Distributor may reasonably request for use in connection with the distribution of the Shares. This shall include, including without limitation, one certified copy, upon request by the Distributor, copy of all financial statements of the Trust and the Series prepared by the Trust, in respect of the Fund, independent accountants and examined by independent accountants. The Trust shall, at the expense of the Distributor, make available to the Distributor such reasonable number of copies of the Prospectus its most current Prospectus, and the SAI annual and interim reports as the Distributor may request. The Trust shall reasonably requestcooperate fully in the efforts of the Distributor to arrange for the sale of the Shares and in the performance of the Distributor's duties under this Agreement. (bc) The Trust shall take, from time to time, but subject to the necessary approval of its shareholders, all necessary action to fix the number of authorized Shares of the Series and such steps, including payment of the related filing fees, as may be necessary to register the Shares same under the 1933 Act, to the end Act so that there will be available for sale such number of Shares of the Shares Series as investors the Distributor may reasonably be expected to purchasesell. The Trust agrees to file from time to time such amendments, reports and other documents as may be necessary in order that there may be no untrue statement of a material fact in a Registration Statement or Prospectus, or necessary in order that there may be no omission to state a material fact in the Registration Statement or Prospectus which omission would make the statements therein, in light of the circumstances under which they were made, misleading. (cd) The Trust shall use its best efforts to qualify and maintain the qualification of an appropriate number of the Shares of the Series for sale under the securities laws of such states as the Distributor and the Trust may approve. Any such , and, if necessary or appropriate in connection therewith, to qualify and maintain the qualification may be withheld, terminated or withdrawn by of the Trust at as a broker, dealer or agent in such states; provided that the Trust shall not be required to amend the Declaration of Trust or its By-Laws to comply with the laws of any time state, to maintain an office in any state, to change the terms of the offering of the Shares of the Series in any state from the terms set forth in its discretion. As provided Registration Statement or Prospectus, to qualify as a foreign corporation, business trust or similar entity in Section 8(b) hereof, any state or to consent to service of process in any state other than with respect to claims arising out of the expense offering of qualification and maintenance the Shares of qualification shall be borne by the TrustSeries. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by the Trust in connection with such qualificationqualifications. (d) The Trust shall, at the expense of the Distributor, furnish, in reasonable quantities upon request by the Distributor, copies of annual and interim reports of the Trust. (e) The Trust shall promptly notify the Distributor if the effectiveness of the Registration Statement is suspended or lapses and shall promptly notify of the termination or withdrawal of qualification under the laws of any state.

Duties of the Trust. (a) The Trust shall furnish to the Distributor Underwriter copies of all information, financial statements and other papers which that the Distributor Underwriter may reasonably request for use in connection with the distribution of shares of the SharesTrust, including and this shall include one certified copy, upon request by the DistributorUnderwriter, of all financial statements prepared by for the Trust, in respect of the Fund, and examined Trust by independent public accountants. The Trust shall, at the expense of the Distributor, shall make available to the Distributor Underwriter such number of copies of the Prospectus and the SAI as the Distributor Underwriter shall reasonably request. (b) The Trust shall take, from time to time, but subject to the necessary approval of its shareholders, all necessary action to register the Shares shares under the 1933 Securities Act, to the end that there will be available for sale such number of shares of each Fund as the Shares as investors Underwriter reasonably may reasonably be expected to purchasesell. (c) The Trust shall use its best efforts to qualify and maintain the qualification of an appropriate number of Shares for sale shares of each Fund under the securities laws of such states of the United States or other jurisdictions as the Distributor Underwriter and the Trust may approve. Any such qualification may be withheld, terminated or withdrawn by the Trust at any time in its discretion. As provided in Section 8(b) hereof, the expense of qualification and maintenance of qualification shall be borne by the Trust. The Distributor Underwriter shall furnish such information and other material relating to its affairs and activities as may be required by the Trust in connection with such qualification. (d) The Trust shall, at the expense of the Distributor, will furnish, in reasonable quantities upon request by the DistributorUnderwriter, copies of annual and interim reports of the Trust. (e) The Trust shall promptly notify the Distributor if the effectiveness of the Registration Statement is suspended or lapses and shall promptly notify of the termination or withdrawal of qualification under the laws of any state.

Duties of the Trust. (a) The Trust shall furnish to the Distributor copies of all information, financial statements and other papers which the Distributor may reasonably request for use in connection with the distribution of the Shares, including one certified copy, upon request by the Distributor, of all financial statements prepared by the Trust, in respect of the Fund, and examined by independent accountants. The Trust shall, at the expense of the Distributor, make available to the Distributor such number of copies of the Prospectus and the SAI as the Distributor shall reasonably request. (b) The Trust shall take, from time to time, but subject to the necessary approval of its shareholders, all necessary action to register the Shares under the 1933 Act, to the end that there will be available for sale such number of the Shares as investors may reasonably be expected to purchase. (c) The Trust shall use its best efforts to qualify and maintain the qualification of an appropriate number of Shares for sale under the securities laws of such states as the Distributor and the Trust may approve. Any such qualification may be withheld, terminated or withdrawn by the Trust at any time in its discretion. As provided in Section 8(b) hereof, the expense of qualification and maintenance of qualification shall be borne by the Trust. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by the Trust in connection with such qualification. (d) The Trust shall, at the expense of the Distributor, furnish, in reasonable quantities upon request by the Distributor, copies of annual and interim reports of the Trust. (e) The Trust shall promptly notify the Distributor if the effectiveness of the Registration Statement is suspended or lapses and shall promptly notify of the termination or withdrawal of qualification under the laws of any state.

Duties of the Trust. (a) The Trust shall furnish to the Distributor Underwriter copies of all information, financial statements and other papers which that the Distributor Underwriter may reasonably request for use in connection with the distribution of shares of the SharesTrust, including and this shall include one certified copy, upon request by the DistributorUnderwriter, of all financial statements prepared by for the Trust, in respect of the Fund, and examined Trust by independent public accountants. The Trust shall, at the expense of the Distributor, shall make available to the Distributor Underwriter such number of copies of the Prospectus and the SAI as the Distributor Underwriter shall reasonably request. (b) The Trust shall take, from time to time, but subject to the necessary approval of its shareholders, all necessary action to register the Shares shares under the 1933 Securities Act, to the end that there will be available for sale such number of shares of each Fund as the Shares as investors Underwriter reasonably may reasonably be expected to purchasesell. (c) The Trust shall use its best efforts to qualify and maintain the qualification of an appropriate number of Shares for sale shares of each Fund under the securities laws of such states of the United States or other jurisdictions as the Distributor Underwriter and the Trust may approve. Any such qualification may be withheld, terminated or withdrawn by the Trust at any time in its discretion. As provided in Section 8(b9(b) hereof, the expense of qualification and maintenance of qualification shall be borne by the TrustUnderwriter. The Distributor Underwriter shall furnish such information and other material relating to its affairs and activities as may be required by the Trust in connection with such qualification. (d) The Trust shall, at the expense of the Distributor, will furnish, in reasonable quantities upon request by the DistributorUnderwriter, copies of annual and interim reports of the Trust. (e) The Trust shall promptly notify the Distributor if the effectiveness of the Registration Statement is suspended or lapses and shall promptly notify of the termination or withdrawal of qualification under the laws of any state.

Duties of the Trust. (a) The Trust shall be responsible for all fees and expenses relating to, and for using its best efforts to effect, the execution of documents, the provision of information, the amendment of the Trust’s Registration Statement and all other actions that may be necessary in connection with the registration of the Trust under the 1940 Act. b) The Trust shall use its best efforts to notify such states as the Distributor and the Trust may approve of its intention to sell any appropriate number of its Shares; provided that the Trust shall not be required to amend its Declaration of Trust or By-Laws to comply with the laws of any state, to maintain an office in any state, to change the terms of the offering of its Shares in any state from the terms set forth in its Registration Statement, to qualify as a foreign corporation in any state or to consent to service of process in any state other than with respect to claims arising out of the offering of its Shares. Any such notification may be withheld, terminated or withdrawn by the Trust at any time in its discretion. c) The Trust shall, at its expense, keep the Distributor fully informed with regard to its affairs and in connection therewith shall furnish to the Distributor copies of all information, financial statements and other papers which the Distributor may reasonably request for use in connection with the distribution of the Shares, including one certified copy, upon request by the Distributor, of all financial statements prepared by the Trust, in respect of the Fund, and examined by independent accountants. The Trust shall, at the expense of the Distributor, make available to the Distributor such reasonable number of copies of the Prospectus its prospectus and the SAI annual and interim reports as the Distributor may request and shall reasonably request. (b) The Trust shall take, from time cooperate fully in the efforts of the Distributor to time, but subject to sell and arrange for the necessary approval of its shareholders, all necessary action to register the Shares under the 1933 Act, to the end that there will be available for sale such number of the Shares as investors may reasonably be expected to purchaseand in the performance of the Distributor under this Agreement. (c) The Trust shall use its best efforts to qualify and maintain the qualification of an appropriate number of Shares for sale under the securities laws of such states as the Distributor and the Trust may approve. Any such qualification may be withheld, terminated or withdrawn by the Trust at any time in its discretion. As provided in Section 8(b) hereof, the expense of qualification and maintenance of qualification shall be borne by the Trust. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by the Trust in connection with such qualification. (d) The Trust shall, at agrees to advise the expense Distributor as promptly as is reasonably practicable of the Distributor, furnish, in reasonable quantities upon request any stop order issued by the Distributor, copies of annual and interim reports of the Trust. (e) The Trust shall promptly notify the Distributor if SEC that suspends the effectiveness of the Registration Statement is suspended or lapses and shall promptly notify of the termination or withdrawal of qualification under the laws initiation of any stateproceeding for that purpose.

Duties of the Trust. (a) The Trust shall furnish to the Distributor copies of all information, financial statements and other papers which the Distributor may reasonably request for use in connection with the distribution of the Shares, including one certified copy, upon request by the Distributor, of all financial statements prepared by the Trust, in respect of the Fund, and examined by independent accountants. The Trust shall, at the expense of the Distributor, make available to the Distributor such number of copies of the Prospectus and the SAI as the Distributor shall reasonably request. (b) The Trust shall take, from time to time, but subject always to the any necessary approval of the board of trustees of the Trust (the “Board”) or of its shareholders, all necessary action to fix the number of authorized Shares and such steps as may be necessary to register the Shares same under the Securities Act of 1933 (the “Securities Act”), to the end that there will be available for sale such number of Shares of each class as the Shares as investors Distributor reasonably may reasonably be expected to purchasesell. (b) For purposes of the offering of Shares, the Trust will furnish to the Distributor copies of its most recent amendment to its Registration Statement, its most recent Prospectus and all amendments and supplements thereto, and the subscription agreement, if any, and other documentation the Distributor may reasonably request for use in the offering of Shares. The Distributor is authorized to furnish to prospective investors only such information concerning the Trust and the offering as may be contained in the Registration Statement, the Prospectus, the Trust’s formation documents, or any other documents (including sales material), approved by the Trust. (c) The Trust shall furnish to the Distributor copies of all financial statements of the Trust which the Distributor may reasonably request for use in connection with its duties hereunder, and this shall include, upon request by the Distributor, one certified copy of all financial statements prepared for the Trust by independent public accountants. (d) The Trust shall use its best efforts to qualify and maintain during the solicitation period, to the extent required by applicable law, the qualification of an appropriate number of Shares for sale under the securities laws of such states jurisdictions as the Distributor and the Trust may approve. Any such qualification may be withheld, terminated or withdrawn by the Trust at any time in its discretion. As provided in Section 8(b) hereof, the The expense of qualification and maintenance of qualification shall be borne by the Trust. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by the Trust in connection with such qualification. (de) The Trust shall, at the expense of the Distributor, will furnish, in reasonable quantities upon request by the Distributor, copies of its annual and interim reports of the Trustreports. (ef) The Trust shall promptly notify will furnish the Distributor if with such other documents as it may reasonably require, from time to time, for the effectiveness purpose of the Registration Statement is suspended or lapses and shall promptly notify of the termination or withdrawal of qualification under the laws of any stateenabling it to perform its duties as contemplated by this Agreement.

Duties of the Trust. (a) The Trust shall furnish to the Distributor Underwriter copies of all information, financial statements and other papers which that the Distributor Underwriter may reasonably request for use in connection with the distribution of shares of the SharesTrust, including and this shall include one certified copy, upon request by the DistributorUnderwriter, of all financial statements prepared by for the Trust, in respect of the Fund, and examined Trust by independent public accountants. The Trust shall, at the expense of the Distributor, shall make available to the Distributor Underwriter such number of copies of the Prospectus and the SAI Prospectuses as the Distributor Underwriter shall reasonably request. (b) The Trust shall take, from time to time, but subject to the such steps as may be necessary approval of its shareholders, all necessary action to register the Shares shares under the 1933 Securities Act, to the end that there will be available for sale such number of shares as the Shares as investors Underwriter reasonably may reasonably be expected to purchasesell. (c) The Trust shall use its best efforts to qualify and maintain the qualification of an appropriate number of Shares for sale its shares under the securities laws of such states as the Distributor Underwriter and the Trust may approve. Any such qualification may be withheld, terminated or withdrawn by the Trust at any time in its discretion. As provided in Section 8(b9(b) hereof, the expense of qualification and maintenance of qualification shall be borne by the Trust. The Distributor Underwriter shall furnish such information and other material relating to its affairs and activities as may be required by the Trust in connection with such qualification. (d) The Trust shall, at the expense of the Distributor, will furnish, in reasonable quantities upon request by the DistributorUnderwriter, copies of annual and interim reports of the Trust. (e) The Trust shall promptly notify the Distributor if the effectiveness of the Registration Statement is suspended or lapses and shall promptly notify of the termination or withdrawal of qualification under the laws of any state.

Duties of the Trust. (a) The Trust shall furnish to the Distributor copies of all information, financial statements and other papers which the Distributor may reasonably request for use in connection with the distribution of the Shares, including one certified copy, upon request by the Distributor, of all financial statements prepared by the Trust, in respect of the Fund, and examined by independent accountants. The Trust shall, at the expense of the Distributor, make available to the Distributor such number of copies of the Prospectus and the SAI as the Distributor shall reasonably request. (b) The Trust shall take, from time to time, but subject to the necessary approval of its shareholders, all necessary action to fix the number of its authorized Shares and to register the Shares under the 1933 Act, to the end that there will be available for sale such number of the Shares as investors may reasonably be expected to purchase. (c) The Trust shall use its best efforts to qualify and maintain the qualification of an appropriate number of the Shares for sale under the securities laws of such states as the Distributor and the Trust may approve. Any such qualification may be withheld, terminated or withdrawn by the Trust at any time in its discretion. As provided in Section 8(b) hereof, the expense of qualification and maintenance of qualification shall be borne by the Trust. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by the Trust in connection with such qualification. (d) The Trust shall, at the expense of the Distributor, furnish, in reasonable quantities upon request by the Distributor, copies of annual and interim reports of the Trust. (e) The Trust shall promptly notify the Distributor if the effectiveness of the Registration Statement is suspended or lapses and shall promptly notify of the termination or withdrawal of qualification under the laws of any state.

Duties of the Trust. (a) The Trust shall furnish to the ------------------- Distributor copies of all information, financial statements and other papers which the Distributor may reasonably request for use in connection with the distribution of Class B shares of the SharesFund, including one certified copyand this shall include, upon request by the Distributor, one certified copy of all financial statements prepared by for the Trust, in respect of the Fund, and examined Trust by independent public accountants. The Trust shall, at the expense of the Distributor, shall make available to the Distributor such number of copies of its prospectus and statement of additional information relating to the Prospectus and the SAI Fund as the Distributor shall reasonably request. (b) The Trust shall take, from time to time, but subject to the necessary approval of its the shareholders, all necessary action to fix the number of authorized shares and such steps as may be necessary to register the Shares same under the 1933 Securities Act of l933, as amended (the "Securities Act"), to the end that there will be available for sale such number of Class B shares as the Shares as investors Distributor reasonably may reasonably be expected to purchasesell. (c) The Trust shall use its best efforts to qualify and maintain the qualification of an appropriate number of Shares Class B shares for sale under the securities laws of such states as the Distributor and the Trust may approve. Any such qualification may be withheld, terminated or withdrawn by the Trust at any time in its discretion. As provided in Section 8(b8(c) hereof, the expense of qualification and maintenance of qualification shall be borne by the Trust. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by the Trust in connection with such qualification. (d) The Trust shall, at the expense of the Distributor, will furnish, in reasonable quantities upon request by the Distributor, copies of annual and interim reports of relating to the TrustFund. (e) The Trust shall promptly notify the Distributor if the effectiveness of the Registration Statement is suspended or lapses and shall promptly notify of the termination or withdrawal of qualification under the laws of any state.

Duties of the Trust. (a) The Trust shall furnish to the Distributor copies of all information, financial statements and other papers which the Distributor may reasonably request for use in connection with the distribution of the Shares, including one certified copy, upon request by the Distributor, of all financial statements prepared by the Trust, in respect of the Fund, and examined by independent accountants. The Trust shall, at the expense of the Distributor, make 4 available to the Distributor such number of copies of the Prospectus and the SAI as the Distributor shall reasonably request. (b) The Trust shall take, from time to time, but subject to the necessary approval of its shareholders, all necessary action to fix the number of its authorized Shares and to register the Shares under the 1933 Act, to the end that there will be available for sale such number of the Shares as investors may reasonably be expected to purchase. (c) The Trust shall use its best efforts to qualify and maintain the qualification of an appropriate number of the Shares for sale under the securities laws of such states as the Distributor and the Trust may approve. Any such qualification may be withheld, terminated or withdrawn by the Trust at any time in its discretion. As provided in Section 8(b) hereof, the expense of qualification and maintenance of qualification shall be borne by the Trust. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by the Trust in connection with such qualification. (d) The Trust shall, at the expense of the Distributor, furnish, in reasonable quantities upon request by the Distributor, copies of annual and interim reports of the Trust. (e) The Trust shall promptly notify the Distributor if the effectiveness of the Registration Statement is suspended or lapses and shall promptly notify of the termination or withdrawal of qualification under the laws of any state.

Duties of the Trust. (a) The Trust shall agrees to create, issue, and redeem Creation Units of each Fund and to request DTC to record on its books the ownership of the Shares constituting such Creation Units in accordance with the Prospectus. The Trust may reject any order for Creation Units or stop all receipts of such orders at any time upon reasonable notice to the Distributor, in accordance with the provisions of the Prospectus. (b) The Trust agrees that it will take all actions necessary to register an indefinite number of Shares under the 1933 Act. The Trust will make available to the Distributor such number of copies of its then currently effective Prospectus and product description as the Distributor may reasonably request. The Trust will furnish to the Distributor copies of all information, financial statements semi-annual reports and annual audited reports of the Trust’s books and accounts made by independent public accountants regularly retained by the Trust and such other papers which publicly available information that the Distributor may reasonably request for use in connection with the distribution of the Shares, including one certified copy, upon request by the Distributor, of all financial statements prepared by the Trust, in respect of the Fund, and examined by independent accountantsCreation Units. The Trust shall, at shall keep the expense Distributor informed of the Distributor, make available to jurisdictions in which the Distributor such number of copies of the Prospectus and the SAI as the Distributor shall reasonably request. (b) The Trust shall take, from time to time, but subject to the necessary approval of its shareholders, all necessary action to register the Shares under the 1933 Act, to the end that there will be available has filed notice filings for sale such number of the Shares as investors may reasonably be expected to purchase. (c) The Trust shall use its best efforts to qualify and maintain the qualification of an appropriate number of Shares for sale under the securities laws of such states as the Distributor thereof and the Trust may approve. Any such qualification may be withheld, terminated or withdrawn by the Trust at any time in its discretion. As provided in Section 8(b) hereof, the expense of qualification and maintenance of qualification shall be borne by the Trust. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by the Trust in connection with such qualification. (d) The Trust shall, at the expense of the Distributor, furnish, in reasonable quantities upon request by the Distributor, copies of annual and interim reports of the Trust. (e) The Trust shall promptly notify the Distributor if the effectiveness of the Registration Statement is suspended or lapses and shall promptly notify of the termination or withdrawal of qualification under the laws of any statechange in this information. The Distributor shall not be liable for damages resulting from the sale of Shares in unauthorized jurisdictions where the Distributor had no information from the Trust that such sale or sales were unauthorized at the time of such sale or sales.