Investment of Fund. (a) The Trustee will invest and maintain the Fund invested in authorized (or qualified) investments for qualifying environmental trusts under the terms of the Tax Act, and in accordance with the Statement of Investment Policies and Procedures ("SIPP") of the Fund. (b) The Trustee will have and be vested with the power to retain, invest or reinvest, any cash, funds or property constituting the whole or any part of the Fund in Qualified Investments that the Trustee will in its absolute discretion consider advisable including, without limitation, any Qualified Investments that are deposits, investment products or obligations issued or administered by the Trustee or its affiliates, or by any one of more of its affiliates or subsidiaries, notwithstanding that such investments may not be investments authorized by law for trustees or that it may be considered a delegation of its investments duties. The Trustee is authorized to delegate investment to a manager, and thereto the Trustee may appoint and retain Adroit Investment Management ("Adroit") or any of its affiliates or subsidiaries, or any successors thereof, or any corporation with which Adroit has amalgamated or as a result of any reorganization has become a part thereof, to assist in the investment and reinvestment of the Fund, and to exercise any powers or functions relating to the investment and reinvestment of such assets in such manner, on such terms and conditions, and for such remuneration payable from the Trust, as the Trustee, in the Trustee's absolute discretion, considers advisable, and as the Trustee shall specify in writing, including, without limitation, the power at any time and from time to time to choose, acquire, dispose of or change any such investments or reinvestments and to sub-delegate to another any such powers or functions so conferred on it by the Trustee. Subject to section 4.10 of this Agreement, the Trustee is hereby further authorized to act on the opinion, advice or information obtained from Adroit, or from any such affiliate, subsidiary or successor as hereinbefore described, and shall not be responsible for any loss occasioned by so acting or by not so acting as the case may be, nor shall the Trustee be responsible nor incur any liability for any loss that may be occasioned by any investment decision or delegation of investment decisions authorized herein and made by the Trustee, by Adroit, by any such affiliate, subsidiary or successor, or by any such sub- delegate. In conferring on the Trustee the authority herein described, it is acknowledged that Adroit is affiliated with the Trustee and that such appointment may be made by the Trustee irrespective of any such relationship between them. The Trustee is further authorized, at any time, to terminate such retainer and to appoint and retain any person or corporation, other than Adroit, to assist in the investment and reinvestment of the Fund, including, without limiting the generality of the foregoing, any such person who is employed by, or any such corporation which is an affiliate or subsidiary of, Adroit or the Trustee, or a successor hereof, and so on, from time to time, and the terms hereof shall apply, with necessary modifications, to any such other person or corporation so appointed the Trustee. (c) Interest or other investment proceeds paid on the Fund shall be credited to the Fund. (d) Within sixty (60) days following the end of each calendar year during which the Trustee has held the Fund, the Trustee shall cause to be issued to the then Company a form T-5, or other form as appropriate pursuant to the Tax Act, in respect of any interest or other income earned on the Fund, during the previous calendar year. (e) All earnings received from the investment of the Fund shall be credited to, and shall become part of, the Fund (and any losses on such investments shall be debited to the Fund). The Trustee shall have no liability for any investment losses resulting from investments made by the Trustee in accordance with the terms of this Agreement, including any losses on any investment required to be liquidated prior to maturity in order to make a payment required pursuant to the terms of this Agreement, and any losses resulting from a loss of opportunity. The Trustee shall have no liability to any person should it be unable to invest all or any portion of the Fund as aforesaid for any period of time, provided that it has made commercially reasonable efforts to do so.
Appears in 3 contracts
Samples: Trust Agreement, Trust Agreement, Trust Agreement
Investment of Fund. (a) The Prior to filing the SIPP or any amendments thereto with the Tribunal, the Company shall deliver a copy of the SIPP to the Trustee. Within ten (10) Business Days of receipt thereof, the Trustee will invest shall advise the Company whether the SIPP or amendment is administratively feasible. Prior to filing the SIPP or any amendment with the Tribunal, the Company shall make such administrative amendments as the Trustee advises, in writing, are necessary to operationalize the SIPP. Within two (2) Business Days following the date the SIPP or any amendment thereto is filed with the Tribunal, the Company shall deliver a copy of the SIPP or amendment to the Trustee.
b) On or before November 30 of each year during the Term, the Company shall provide to the Trustee a written list of all persons related to or partnerships that are affiliated with the Company, and maintain all persons or partnerships that hold a significant interest (within the Fund invested in authorized (or qualifiedmeaning assigned by subsection 207.01(4) investments for qualifying environmental trusts under the terms of the Tax Act) in the Company. In addition, and in accordance with within two (2) Business Days following the Statement date the Company is aware of Investment Policies and Procedures ("SIPP") changes of such persons, the FundCompany shall provide to the Trustee a written update to such list.
(bc) The Trustee will shall have and be vested with the power to retain, invest or reinvest, reinvest any cash, funds or property constituting the whole or any part of the Fund in Qualified Permitted Investments that the Trustee will shall in its absolute discretion consider advisable includingadvisable.
d) The Trustee may delegate investment selection power to, without limitation, any Qualified Investments that are depositsand to obtain investment management advice from, investment products managers or obligations issued or administered by advisors, in order (i) to invest and reinvest assets of the Trustee or its affiliates, or by any one of more of its affiliates or subsidiaries, notwithstanding that such investments may not be investments authorized by law for trustees or that it may be considered a delegation of its investments duties. The Trustee is authorized to delegate investment to a managerFund in Permitted Investments, and thereto the Trustee may appoint and retain Adroit Investment Management ("Adroit"ii) or any of its affiliates or subsidiaries, or any successors thereof, or any corporation with which Adroit has amalgamated or as a result of any reorganization has become a part thereof, to assist in the investment and reinvestment of the Fund, and to exercise any powers or functions relating to the investment and reinvestment of such assets in Permitted Investments in such manner, on such terms and conditions, and for such remuneration payable from the Trustremuneration, as the Trustee, in the Trustee's ’s absolute discretion, discretion considers advisable, advisable and as the Trustee shall specify in writing, including, without limitation, the power at any time and from time to time to choose, acquire, dispose of or change any such investments or reinvestments and to sub-delegate to another any such powers or functions so conferred on it by the Trustee. Subject to section 4.10 of this Agreement, provided that the Trustee selects and monitors the obligations of such person in accordance with the Standard of Care, ensures that the person has the necessary information to fulfill its functions, and provides such supervision of the person as is hereby further authorized required by Applicable Laws, and any sub-delegation by a delegate of the Trustee shall be subject to act on the opinionsame requirement. The Trustee may appoint and retain for such purpose any person, advice including any of its Affiliates or information obtained from Adroitsubsidiaries, or from any such affiliatesuccessors thereof, subsidiary or successor any corporation with which any of these may amalgamate or become part thereof as hereinbefore describeda result of any reorganization, and shall not be responsible for any loss occasioned by so acting or by not so acting as the case may be, nor shall the Trustee be responsible nor incur any liability for any loss that may be occasioned by any investment decision or delegation of investment decisions authorized herein and made by the Trustee, by Adroit, by any such affiliate, subsidiary or successor, or by any such sub- delegate. In conferring on the Trustee the authority herein described, it is acknowledged that Adroit is affiliated with the Trustee and that such appointment may be made by the Trustee irrespective of any such relationship between them. The Trustee is further authorized, at any time, to terminate such retainer and to appoint and retain any person or corporation, other than Adroit, to assist in provided that the investment and reinvestment terms of the Fund, including, without limiting the generality of the foregoing, any such person who is employed byappointment, or any such corporation which is an affiliate or subsidiary ofincluding the remuneration, Adroit or the Trustee, or a successor hereof, are on market terms and so on, from time to time, and the terms hereof shall apply, with necessary modifications, to any such other person or corporation so appointed the Trusteeconditions.
(ce) Interest or other investment proceeds paid on the Fund shall be credited Subject to the Fund.
(d) Within sixty (60) days following Standard of Care and compliance with the end of each calendar year during which the Trustee has held the Fundrequirements in subsection 4.03(d), the Trustee shall cause to be issued to the then Company a form T-5, or other form as appropriate pursuant to the Tax Act, in respect of any interest or other income earned on the Fund, during the previous calendar year.
(e) All earnings received from the investment of the Fund shall be credited to, and shall become part of, the Fund (and any losses on such investments shall be debited to the Fund). The Trustee shall have no liability (i) for any investment losses resulting from investments made by the Trustee or its delegates in accordance with the terms of this Agreement, including any losses on any investment required to be liquidated prior to maturity in order to make a payment required pursuant to the terms of this Agreement, and any losses resulting from a loss of opportunity. The Trustee shall have no liability opportunity or (ii) to any person should it be unable to invest all or any portion of the Fund as aforesaid for any period of time.
f) All interest and earnings received from the investment of the Fund shall be credited to, provided that it and shall become part of, the Fund (and any losses on such investments shall be debited to the Fund).
g) Within sixty (60) days following the end of each calendar year during which the Trustee has made commercially reasonable efforts held the Fund, the Trustee shall cause to do sobe issued to the Company forms as appropriate pursuant to the Tax Act in respect of any interest, dividend, capital gains or other earnings or losses on the Fund.
h) The Trustee, for the purposes of this section, shall in no circumstances appoint the Company, a Beneficiary or any Affiliates of either.
Appears in 1 contract
Samples: Trust Agreement
Investment of Fund. (a) The Subject to section 4.03(g), the Trustee will and its authorized delegates shall invest the Fund and maintain the Fund invested in authorized (or qualified) investments for qualifying environmental trusts under the terms of the Tax Act, Qualified Investments and in accordance with the a Statement of Investment Policies and Procedures ("SIPP") of received by the FundTrustee from time to time.
(b) The Trustee will shall have and be vested with the power to retain, invest or reinvest, reinvest any cash, funds or property constituting the whole or any part of the Fund in Qualified Investments that the Trustee will shall in its absolute discretion consider advisable including, without limitation, any Qualified Investments that are deposits, investment products or obligations issued or administered by the Trustee or its affiliatesAffiliates, or by any one of more of its affiliates Affiliates or subsidiaries, notwithstanding that such investments may not be investments authorized by law for trustees or that it may be considered a delegation of its investments duties. The .
(c) Subject to the Standard of Care, the Trustee is authorized to delegate investment to a managerselection power to, and thereto the Trustee may appoint to obtain investment management advice from, investment managers or advisors in order (i) to invest and retain Adroit Investment Management ("Adroit") or any of its affiliates or subsidiaries, or any successors thereof, or any corporation with which Adroit has amalgamated or as a result of any reorganization has become a part thereof, to assist in the investment and reinvestment reinvest assets of the Fund, and (ii) to exercise any powers or functions relating to the investment and reinvestment of such assets in such manner, on such terms and conditions, and for such remuneration payable from the Trust, as the Trustee, in the Trustee's ’s absolute discretion, considers advisable, and as the Trustee shall specify in writing, including, without limitation, the power at any time and from time to time to choose, acquire, dispose of or change any such investments or reinvestments and to sub-delegate to another any such powers or functions so conferred on it by the Trustee. Subject to section 4.10 The Trustee may appoint and retain for such purpose any person, including any of this Agreement, the Trustee is hereby further authorized to act on the opinion, advice its Affiliates or information obtained from Adroitsubsidiaries, or from any such affiliatesuccessors thereof, subsidiary or successor any corporation with which any of these may amalgamate or become part thereof as hereinbefore describeda result of any reorganization, and shall not be responsible for any loss occasioned by so acting or by not so acting as the case may be, nor shall the Trustee be responsible nor incur any liability for any loss that may be occasioned by any investment decision or delegation of investment decisions authorized herein and made by the Trustee, by Adroit, by any such affiliate, subsidiary or successor, or by any such sub- delegate. In conferring on the Trustee the authority herein described, it is acknowledged that Adroit is affiliated with the Trustee and that such appointment may be made by the Trustee irrespective of any such relationship between them. The Trustee is further authorized, at any time, to terminate such retainer and to appoint and retain any person or corporation, other than Adroit, to assist in the investment and reinvestment of the Fund, including, without limiting the generality of the foregoing, any such person who is employed by, or any such corporation which is an affiliate or subsidiary of, Adroit or the Trustee, or a successor hereof, and so on, from time to time, and the terms hereof shall apply, with necessary modifications, to any such other person or corporation so appointed the Trustee.
(c) Interest or other investment proceeds paid on the Fund shall be credited to the Fund.
(d) Within sixty (60) days following the end of each calendar year during which the Trustee has held the Fund, the Trustee shall cause to be issued to the then Company a form T-5, or All interest and other form as appropriate pursuant to the Tax Act, in respect of any interest or other income earned on the Fund, during the previous calendar year.
(e) All earnings received from returns generated by the investment of the Fund shall be credited to, and shall become part of, the Fund (and any losses on such investments shall be debited to the Fund). The .
(e) Subject to the Standard of Care, the Trustee shall have no liability for any investment losses resulting from investments made by the Trustee or its delegates in accordance with the terms of this Agreementtrust agreement, including any losses on any investment required to be liquidated prior to maturity in order to make a payment required pursuant to the terms of this Agreementtrust agreement, and any losses resulting from a loss of opportunity. The Trustee shall have no liability to any person should it be unable to invest all or any portion of the Fund as aforesaid for any period of time, provided that it has made commercially reasonable efforts to do so.
(f) At the end of each calendar year during which the Trustee has held the Fund, the Trustee shall cause to be issued to the Company, within the prescribed times, such forms as appropriate pursuant to the Tax Act and any equivalent provincial legislation or regulation, in respect of any interest, dividend, capital gains or other earnings or losses on the Fund.
(g) Notwithstanding anything to the contrary in this trust agreement, in no event shall any portion of the Fund be invested in (i) United States dollars or (ii) other money which is readily convertible into United States dollars (collectively, “U.S. Currency Equivalents”), and any purported investment in a U.S. Currency Equivalent shall be void ab initio; provided that this section 4.03(g) shall not preclude the temporary deposit of any currency in accounts described in section 4.15(e) pending their investment in Qualified Investments or their use to discharge Reclamation Obligations of the Company.
(h) The Trustee, for the purposes of this section, shall in no circumstances appoint the Company or a Beneficiary or any Affiliates of either.
Appears in 1 contract
Samples: Trust Agreement
Investment of Fund. (a) The Trustee will invest and maintain the Fund invested in authorized (or qualified) investments for qualifying environmental trusts under the terms of the Tax Act, and in accordance with the Statement of Investment Policies and Procedures ("SIPP") of the FundQualified Investments.
(b) The Trustee will have and be vested with the power to retain, invest or reinvest, any cash, funds or property constituting the whole or any part of the Fund in Qualified Investments that the Trustee will in its absolute discretion consider advisable including, without limitation, any Qualified Investments that are deposits, investment products or obligations issued or administered by the Trustee or its affiliates, or by any one of more of its affiliates or subsidiaries, notwithstanding that such investments may not be investments authorized by law for trustees or that it may be considered a delegation of its investments duties.
(c) The Trustee may deposit assets of the trust or trusts established under this trust instrument, including cash, in or with RTCC, any financial institution affiliated or related to any of the Trustee, or any agent of or advisor to the Trustee (collectively, "Authorized Depositaries") notwithstanding that any of the Authorized Depositaries may benefit therefrom, and the Authorized Depositaries shall not be required to account for, or to give up, any such benefit. For greater certainty, it shall not be improper for the Trustee to deposit moneys or custody the assets of the trust or trusts established under this trust instrument with RTCC or its affiliated, subsidiary, holding or related companies, notwithstanding any benefit realized as a result, including retaining a profit in excess of interest paid (if any) on, or fees payable to any affiliated or related companies in respect of, such deposit or custody arrangement.
(d) The Trustee may invest in the securities, shares, obligations or other interests of, (including any form of property offered for purchase as an investment by), the Trustee or an agent of or advisor to the Trustee, including RTCC or any affiliated, subsidiary, holding or related company or companies of any of the Trustee or any agent or advisor to the Trustee, notwithstanding that the Trustee and/or the Trustee’s gent or advisor may benefit therefrom; and the Trustee shall not be required to account for, or to give up, any such benefit.
(e) Provided the Trustee has given the Company 30 days’ prior written notice, and subject to section 3.11 of this Agreement, the Trustee is authorized to delegate investment to a manager, and thereto therefore the Trustee may appoint and retain Adroit Investment Management ("Adroit") or any of its affiliates or subsidiaries, or any successors thereof, or any corporation with which Adroit it has amalgamated or as a result of any reorganization has become a part thereof, to assist in the investment and reinvestment of the Fund, and to exercise any powers or functions relating to the investment and reinvestment of such assets in such manner, on such terms and conditions, and for such remuneration payable from the Trust, as the Trustee, in the Trustee's ’s absolute discretion, considers advisable, and as the Trustee shall specify in writing, including, without limitation, the power at any time and from time to time to choose, acquire, dispose of or change any such investments or reinvestments and to sub-delegate to another any such powers or functions so conferred on it by the Trustee. Subject to section 4.10 3.11 of this Agreement, the Trustee is hereby further authorized to act on the opinion, advice or information obtained from Adroitsuch manager, or from any such affiliate, subsidiary or successor as hereinbefore described, and shall not be responsible for any loss occasioned by so acting or by not so acting as the case may be, nor shall the Trustee be responsible nor incur any liability for any loss that may be occasioned by any investment decision or delegation of investment decisions authorized herein and made by the Trustee, by Adroitsuch manager, by any such affiliate, subsidiary or successor, or by any such sub- sub-delegate. .
(f) In conferring on the Trustee the authority herein described, it is acknowledged that Adroit such manager is affiliated with the Trustee and that such appointment may be made by the Trustee irrespective of any such relationship between them. .
(g) The Trustee is further authorized, at any time, to terminate such retainer and to appoint and retain any person or corporation, other than Adroitsuch manager, to assist in the investment and reinvestment of the Fund, including, without limiting the generality of the foregoing, any such person who is employed by, or any such corporation which is an affiliate or subsidiary of, Adroit such manager or the Trustee, or a successor hereof, and so on, from time to time, and the terms hereof shall apply, with necessary modifications, to any such other person or corporation so appointed by the Trustee.
(ch) With respect to any appointment made under this subsection 3.3(b), any such manager shall be required to have an office and personnel in the Province of Alberta and must ensure that all investment decisions in respect of the Fund are made in the Province of Alberta unless (i) the Trustee has obtained, at its expense, a binding advance ruling under all applicable Tax Legislation (including the Tax Act and the Tax Legislation of the jurisdiction where such manager proposes to make investment decisions affecting the Fund) to the effect that the manner and location in which such manager proposes to make such investment decisions will not subject the Trust, the Company or the Beneficiary to any Tax Obligations to which they would not have been subject if the manager had an office and personnel in the Province of Alberta and ensured that all investment decisions in respect of the Fund were made in the province of Alberta (such advance ruling to be acceptable to the Company and Beneficiary, acting reasonably) and (ii) such manager at all times manages the Fund or such specified portion in compliance with the terms of such advance ruling.
(i) Interest or other investment proceeds paid on the Fund shall be credited to the Fund.
(d) Within sixty (60) days following the end of each calendar year during which the Trustee has held the Fund, the Trustee shall cause to be issued to the then Company a form T-5, or other form as appropriate pursuant to the Tax Act, in respect of any interest or other income earned on the Fund, during the previous calendar year.
(ej) All earnings received from the investment of the Fund shall be credited to, and shall become part of, the Fund (and any losses on such investments shall be debited to the Fund). The Trustee shall have no liability for any investment losses resulting from investments made by the Trustee in accordance with the terms of this Agreement, including any losses on any investment required to be liquidated prior to maturity in order to make a payment required pursuant to the terms of this Agreement, and any losses resulting from a loss of opportunity. The Trustee shall have no liability to any person should it be unable to invest all or any portion of the Fund as aforesaid for any period of time, provided that it has made commercially reasonable efforts to do so.
Appears in 1 contract
Samples: Trust Agreement
Investment of Fund. (a) The Subject to section 4.03(g), the Trustee will and its authorized delegates shall invest the Fund and maintain the Fund invested in authorized (or qualified) investments for qualifying environmental trusts under the terms of the Tax Act, Qualified Investments and in accordance with the a Statement of Investment Policies and Procedures ("SIPP") of received by the FundTrustee from time to time.
(b) The Trustee will shall have and be vested with the power to retain, invest or reinvest, reinvest any cash, funds or property constituting the whole or any part of the Fund in Qualified Investments that the Trustee will shall in its absolute discretion consider advisable including, without limitation, any Qualified Investments that are deposits, investment products or obligations issued or administered by the Trustee or its affiliatesAffiliates, or by any one of more of its affiliates Affiliates or subsidiaries, notwithstanding that such investments may not be investments authorized by law for trustees or that it may be considered a delegation of its investments duties. The .
(c) Subject to the Standard of Care, the Trustee is authorized to delegate investment to a managerselection power to, and thereto the Trustee may appoint to obtain investment management advice from, investment managers or advisors in order (i) to invest and retain Adroit Investment Management ("Adroit") or any of its affiliates or subsidiaries, or any successors thereof, or any corporation with which Adroit has amalgamated or as a result of any reorganization has become a part thereof, to assist in the investment and reinvestment reinvest assets of the Fund, and (ii) to exercise any powers or functions relating to the investment and reinvestment of such assets in such manner, on such terms and conditions, and for such remuneration payable from the Trust, as the Trustee, in the Trustee's ’s absolute discretion, considers advisable, and as the Trustee shall specify in writing, including, without limitation, the power at any time and from time to time to choose, acquire, dispose of or change any such investments or reinvestments and to sub-delegate to another any such powers or functions so conferred on it by the Trustee. Subject to section 4.10 The Trustee may appoint and retain for such purpose any person, including any of this Agreement, the Trustee is hereby further authorized to act on the opinion, advice its Affiliates or information obtained from Adroitsubsidiaries, or from any such affiliatesuccessors thereof, subsidiary or successor any corporation with which any of these may amalgamate or become part thereof as hereinbefore describeda result of any reorganization, and shall not be responsible for any loss occasioned by so acting or by not so acting as the case may be, nor shall the Trustee be responsible nor incur any liability for any loss that may be occasioned by any investment decision or delegation of investment decisions authorized herein and made by the Trustee, by Adroit, by any such affiliate, subsidiary or successor, or by any such sub- delegate. In conferring on the Trustee the authority herein described, it is acknowledged that Adroit is affiliated with the Trustee and that such appointment may be made by the Trustee irrespective of any such relationship between them. The Trustee is further authorized, at any time, to terminate such retainer and to appoint and retain any person or corporation, other than Adroit, to assist in the investment and reinvestment of the Fund, including, without limiting the generality of the foregoing, any such person who is employed by, or any such corporation which is an affiliate or subsidiary of, Adroit or the Trustee, or a successor hereof, and so on, from time to time, and the terms hereof shall apply, with necessary modifications, to any such other person or corporation so appointed the Trustee.
(c) Interest or other investment proceeds paid on the Fund shall be credited to the Fund.
(d) Within sixty (60) days following the end of each calendar year during which the Trustee has held the Fund, the Trustee shall cause to be issued to the then Company a form T-5, or All interest and other form as appropriate pursuant to the Tax Act, in respect of any interest or other income earned on the Fund, during the previous calendar year.
(e) All earnings received from returns generated by the investment of the Fund shall be credited to, and shall become part of, the Fund (and any losses on such investments shall be debited to the Fund). The .
(e) Subject to the Standard of Care, the Trustee shall have no liability for any investment losses resulting from investments made by the Trustee or its delegates in accordance with the terms of this Agreementtrust agreement, including any losses on any investment required to be liquidated prior to maturity in order to make a payment required pursuant to the terms of this Agreementtrust agreement, and any losses resulting from a loss of opportunity. The Trustee shall have no liability to any person should it be unable to invest all or any portion of the Fund as aforesaid for any period of time, provided that it has made commercially reasonable efforts to do so.
(f) At the end of each calendar year during which the Trustee has held the Fund, the Trustee shall cause to be issued to the Company, within the prescribed times, such forms as appropriate pursuant to the Tax Act and any equivalent provincial legislation or regulation, in respect of any interest, dividend, capital gains or other earnings or losses on the Fund.
(g) Notwithstanding anything to the contrary in this trust agreement, in no event shall any portion of the Fund be invested in (i) United States dollars or (ii) other money which is readily convertible into United States dollars (collectively, “U.S. Currency Equivalents”), and any purported investment in a U.S. Currency Equivalent shall be void ab initio; provided that this section 4.03(g) shall not preclude the temporary deposit of any currency in accounts described in section 4.1615(e) pending their investment in Qualified Investments or their use to discharge Reclamation Obligations of the Company.
(h) The Trustee, for the purposes of this section, shall in no circumstances appoint the Company or a Beneficiary or any Affiliates of either.
Appears in 1 contract
Samples: Trust Agreement
