Common use of Purchasing as Bare Trustee or Agent Clause in Contracts

Purchasing as Bare Trustee or Agent. If a person is executing this Subscription Agreement as bare trustee or agent (including, for greater certainty, a dealing representative, a portfolio manager or comparable advisor) on behalf of the Subscriber (the “principal”), such person must provide evidence of such person’s authority satisfactory to the Manager and hereby separately represents, warrants, covenants, agrees, certifies and acknowledges to the Fund, the Trustee and the Manager that: (i) such person is duly authorized to execute and deliver this Subscription Agreement and all other necessary documentation in connection with such purchase on behalf of such principal, to agree to the terms and conditions contained herein and therein and to make the representations, warranties, agreements, certifications, acknowledgments and covenants made herein and therein; (ii) this Subscription Agreement has been duly authorized, executed and delivered by or on behalf of, and constitutes a legal, valid and binding agreement enforceable against, such principal; (iii) the Fund, the Trustee and/or the Manager is required by law to disclose to certain regulatory and taxation authorities the identity of and certain information regarding the principal and that such person has provided all the information concerning the principal as required by this Subscription Agreement and will provide any such further information as may hereafter be required; and (iv) for the purpose of assisting the Manager in filing with the applicable securities regulator its consolidated monthly report under section 83.11 of the Criminal Code (Canada), section 7 of the Regulations Implementing the United Nations Resolutions on the Suppression of Terrorism (UN SupTerror), section 5.1 of the United Nations Al-Qaida and Taliban Regulations (UN Al-Qaida), section 11 of the Regulations Implementing the United Nations Resolution on Iran (UN Iran), section 11 of the Regulations Implementing the United Nations Resolution on the Democratic People's Republic of Korea (UN NKorea) and any and all similar applicable regulations, the principal is not a “Designated Person” for the purposes of any such regulations, and the bare trustee or agent will immediately advise the Manager if there is a change in such status. Such bare trustee or agent agrees to indemnify each of the Fund, the Trustee and the Manager against all losses, claims, costs, expenses, damages and liabilities that any of the foregoing may suffer or incur arising from the reliance by the Fund, the Trustee and/or the Manager, as the case may be, on the above representations, warranties, agreements, certifications, acknowledgments and covenants.

Purchasing as Bare Trustee or Agent. If a person is executing this Subscription Agreement as bare trustee or agent (including, for greater certainty, a dealing representative, a portfolio manager or comparable advisoradviser) on behalf of the Subscriber (the “principal”), such person must provide evidence of such person’s authority satisfactory to the Manager and hereby separately represents, warrants, covenants, agrees, certifies represents and acknowledges warrants to the Fund, the Trustee and the Manager that: that (i) such person is duly authorized to execute and deliver this Subscription Agreement and all other necessary documentation in connection with such purchase on behalf of such principal, to agree to the terms and conditions contained herein and therein and to make the representations, warranties, agreements, certifications, acknowledgments and covenants made herein and therein; , (ii) this Subscription Agreement has been duly authorized, executed and delivered by or on behalf of, and constitutes a legal, valid and binding agreement enforceable against, such principal; , (iii) the Fund, the Trustee and/or it acknowledges that the Manager is required by law to disclose to certain regulatory and taxation authorities the identity of and certain information regarding the principal and that such person has provided all the information concerning the principal as required by this Subscription Agreement and will provide any such further information as may hereafter be required; and (iv) for the purpose of assisting the Manager in filing with the applicable securities regulator Ontario Securities Commission its consolidated monthly report Monthly Report under section 83.11 of the Criminal Code (Canada), section 7 of the Regulations Implementing the United Nations Resolutions on the Suppression of Terrorism (UN SupTerror), section 5.1 of the United Nations Al-Qaida and Taliban Regulations (UN Al-Qaida), section 11 of the Regulations Implementing the United Nations Resolution on Iran (UN Iran), section 11 of the Regulations Implementing the United Nations Resolution on the Democratic People's ’s Republic of Korea (UN NKorea) and any and all such other similar applicable regulations, the principal is not a “Designated Person” for the purposes of any such regulations, and the bare trustee or agent will immediately advise the Manager if there is a change in such status. Such bare trustee or agent agrees to indemnify each of the Fund, the Trustee Funds (as applicable) and the Manager against all losses, claims, costs, expenses, expenses and damages and or liabilities that any of the foregoing which it may suffer or incur arising from the reliance by such Fund(s) or the Fund, the Trustee and/or the Manager, as the case may be, Manager on the above representations, warranties, agreements, certifications, acknowledgments such representation and covenantswarranty.

Purchasing as Bare Trustee or Agent. If a person is executing this Subscription Agreement as bare trustee or agent (including, for greater certainty, a dealing representative, a portfolio manager or comparable advisor) on behalf of the Subscriber (the “principal”), such person must provide evidence of such person’s authority satisfactory to the Manager Advisor and hereby separately represents, warrants, covenants, agrees, certifies represents and acknowledges warrants to the Fund, the Trustee and the Manager that: Advisor that (i) such person is duly authorized to execute and deliver this Subscription Agreement and all other necessary documentation in connection with such purchase on behalf of such principal, to agree to the terms and conditions contained herein and therein and to make the representations, warranties, agreements, certifications, acknowledgments and covenants made herein and therein; , (ii) this Subscription Agreement has been duly authorized, executed and delivered by or on behalf of, and constitutes a legal, valid and binding agreement enforceable against, such principal; , (iii) it acknowledges that the Fund, the Trustee and/or the Manager Advisor is required by law to disclose to certain regulatory and taxation authorities the identity of and certain information regarding the principal and that such person has provided all the information concerning the principal as required by this Subscription Agreement and will provide any such further information as may hereafter be required; and (iv) for the purpose of assisting the Manager Advisor in filing with the applicable securities regulator its consolidated monthly report Monthly Report under section 83.11 of the Criminal Code (Canada), section 7 of the Regulations Implementing the United Nations Resolutions on the Suppression of Terrorism (UN SupTerror), section 5.1 of the United Nations Al-Qaida and Taliban Regulations (UN Al-Qaida), section 11 of the Regulations Implementing the United Nations Resolution on Iran (UN Iran), section 11 of the Regulations Implementing the United Nations Resolution on the Democratic People's ’s Republic of Korea (UN NKorea) and any and all such other similar applicable regulations, the principal is not a “Designated Person” for the purposes of any such regulations, and the bare trustee or agent will immediately advise the Manager Advisor if there is a change in such status. Such bare trustee or agent agrees to indemnify each of the Fund, the Trustee Partnership and the Manager Advisor against all losses, claims, costs, expenses, expenses and damages and or liabilities that any of the foregoing which it may suffer or incur arising from the reliance by the Fund, Partnership or the Trustee and/or the ManagerAdvisor, as the case may be, on the above representations, representations and warranties, agreements, certifications, acknowledgments and covenants.

Purchasing as Bare Trustee or Agent. If a person is executing this Subscription Agreement as bare trustee or agent (including, for greater certainty, a dealing representative, a portfolio manager or comparable advisoradviser) on behalf of the Subscriber (the “principal”), such person must provide evidence of such person’s authority satisfactory to the Manager and hereby separately represents, warrants, covenants, agrees, certifies represents and acknowledges warrants to the Fund, the Trustee and the Manager that: that (i) such person is duly authorized to execute and deliver this Subscription Agreement and all other necessary documentation in connection with such purchase on behalf of such principal, to agree to the terms and conditions contained herein and therein and to make the representations, warranties, agreements, certifications, acknowledgments and covenants made herein and therein; , (ii) this Subscription Agreement has been duly authorized, executed and delivered by or on behalf of, and constitutes a legal, valid and binding agreement enforceable against, such principal; , (iii) the Fund, the Trustee and/or it acknowledges that the Manager is required by law to disclose to certain regulatory and taxation authorities the identity of and certain information regarding the principal and that such person has provided all the information concerning the principal as required by this Subscription Agreement and will provide any such further information as may hereafter be required; and (iv) for the purpose of assisting the Manager in filing with the applicable securities regulator Ontario Securities Commission its consolidated monthly report Monthly Report under section 83.11 of the Criminal Code (Canada), section 7 of the Regulations Implementing the United Nations Resolutions on the Suppression of Terrorism (UN SupTerror), section 5.1 of the United Nations Al-Qaida and Taliban Regulations (UN Al-Qaida), section 11 of the Regulations Implementing the United Nations Resolution on Iran (UN Iran), section 11 of the Regulations Implementing the United Nations Resolution on the Democratic People's ’s Republic of Korea (UN NKorea) and any and all such other similar applicable regulations, the principal is not a “Designated Person” for the purposes of any such regulations, and the bare trustee or agent will immediately advise the Manager if there is a change in such status. Such bare trustee or agent agrees to indemnify each of the Fund, the Trustee Fund and the Manager against all losses, claims, costs, expenses, expenses and damages and or liabilities that any of the foregoing which it may suffer or incur arising from the reliance by the Fund, the Trustee and/or Fund or the Manager, as the case may be, on the above representations, representations and warranties, agreements, certifications, acknowledgments and covenants.

Purchasing as Bare Trustee or Agent. If a person is executing this Subscription Agreement as bare trustee trustee, agent or agent attorney (including, for greater certainty, a dealing representative, a portfolio manager or comparable advisor) (in this paragraph, the agent) on behalf of the Subscriber (in this paragraph, the “principal”), such person agent must provide evidence of such person’s authority satisfactory to the Manager WMIC and hereby separately represents, warrants, covenants, agrees, certifies represents and acknowledges warrants to the Fund, the Trustee and the Manager that: WMIC that (i) such person agent is duly authorized to execute and deliver this Subscription Agreement and all other necessary documentation in connection with such purchase on behalf of such principal, to agree to the terms and conditions contained herein and therein and to make the representations, warranties, agreements, certifications, acknowledgments and covenants made herein and therein; , (ii) this Subscription Agreement has been duly authorized, executed and delivered by or on behalf of, and constitutes a legal, valid and binding agreement enforceable against, such principal; , (iii) the Fund, the Trustee and/or the Manager agent acknowledges that WMIC is required by law to disclose to certain regulatory and taxation authorities the identity of and certain information regarding the principal and that such person has provided all the information concerning the principal as required by this Subscription Agreement and will provide any such further information as may hereafter be required; and (iv) for the purpose of assisting the Manager WML in filing with the applicable securities regulator its consolidated monthly report Monthly Report under section 83.11 of the Criminal Code (Canada), section 7 of the Regulations Implementing the United Nations Resolutions on the Suppression of Terrorism (UN SupTerror)Terrorism, section 5.1 of the United Nations Al-Qaida and Taliban Regulations (UN Al-Qaida)Regulations, section 11 of the Regulations Implementing the United Nations Resolution on Iran (UN Iran), section 11 of the Regulations Implementing the United Nations Resolution on the Democratic People's ’s Republic of Korea Korea, the Special Economic Measures (UN NKoreaVenezuela) and any Regulations, the Justice for Victims of Corrupt Foreign Officials Regulations and all such other similar applicable regulations, the principal is not a “Designated Person” for the purposes of any such regulations, and the bare trustee or agent will immediately advise the Manager WMIC if there is a change in such status. Such bare trustee or For greater certainty, each of the representations set out in this Subscription Agreement shall be true in respect of, and each of the elections made herein shall be effective for, each principal identified under “Name and Address of Subscriber” on page S-6. The agent agrees to indemnify each of the Fund, the Trustee and the Manager WMIC against all losses, claims, costs, expenses, expenses and damages and or liabilities that any of the foregoing which it may suffer or incur arising from the reliance by the Fund, the Trustee and/or the Manager, as the case may be, WMIC on the above representations, representations and warranties, agreements, certifications, acknowledgments and covenants.

Purchasing as Bare Trustee or Agent. If a person As the Subscriber’s Agent identified in Schedule B is executing this Subscription Agreement as bare trustee or agent (including, for greater certainty, a dealing representative, a portfolio manager or comparable advisor) acquiring Units on behalf of the Subscriber (the “principal”), such person must provide evidence of such personthe Subscriber’s authority satisfactory Agent hereby separately represents and warrants to the Manager and hereby separately represents, warrants, covenants, agrees, certifies and acknowledges to the Fund, the Trustee and the Manager that: that (i) such person the Subscriber’s Agent is duly authorized to execute and deliver this Subscription Agreement and all other necessary documentation in connection with such purchase on behalf of such principal, to agree to the terms and conditions contained herein and therein and to make the representations, warranties, agreements, certifications, acknowledgments and covenants made herein and therein; , (ii) this Subscription Agreement has been duly authorized, executed and delivered by or on behalf of, and constitutes a legal, valid and binding agreement enforceable against, such principal; , (iii) the Fund, the Trustee and/or it acknowledges that the Manager is required by law to disclose to certain regulatory and taxation authorities the identity of and certain information regarding the principal and that such person has provided all the information concerning the principal as required by this Subscription Agreement and will provide any such further information as may hereafter be required; and (iv) for the purpose of assisting the Manager in filing with the applicable securities regulator Ontario Securities Commission its consolidated monthly report Monthly Report under section 83.11 of the Criminal Code (Canada), section 7 of the Regulations Implementing the United Nations Resolutions on the Suppression of Terrorism (UN SupTerror), section 5.1 of the United Nations Al-Qaida and Taliban Regulations (UN Al-Qaida), section 11 of the Regulations Implementing the United Nations Resolution on Iran (UN Iran), section 11 of the Regulations Implementing the United Nations Resolution on the Democratic People's ’s Republic of Korea (UN NKorea) and any and all such other similar applicable regulations, the principal is not a “Designated Person” for the purposes of any such regulations, and the bare trustee or agent Subscriber’s Agent will immediately advise the Manager if there is a change in such status. Such bare trustee or agent The Subscriber’s Agent agrees to indemnify each of the Fund, the Trustee Funds (as applicable) and the Manager against all losses, claims, costs, expenses, expenses and damages and or liabilities that any of the foregoing which it may suffer or incur arising from the reliance by such Fund(s) or the Fund, the Trustee and/or the Manager, as the case may be, Manager on the above representations, warranties, agreements, certifications, acknowledgments such representation and covenantswarranty.

Purchasing as Bare Trustee or Agent. If a person is executing this Subscription Agreement as bare trustee or agent (including, for greater certainty, a dealing representative, a portfolio manager or comparable advisor) on behalf of the Subscriber (the “principal”), such person must advise the Manager in writing of such fact and provide evidence of such person’s authority satisfactory to the Manager and hereby separately represents, warrants, covenants, agrees, certifies and acknowledges to the FundPartnership, the Trustee General Partner and the Manager that: (i) such person is duly authorized to execute and deliver this Subscription Agreement and all other necessary documentation in connection with such purchase on behalf of such principal, to agree to the terms and conditions contained herein and therein and to make the representations, warranties, agreements, certifications, acknowledgments and covenants made herein and therein; (ii) this Subscription Agreement has been duly authorized, executed and delivered by or on behalf of, and constitutes a legal, valid and binding agreement enforceable against, such principal; (iii) the FundPartnership, the Trustee General Partner and/or the Manager is required by law to disclose to certain regulatory and taxation authorities the identity of and certain information regarding the principal and that such person has provided all the information concerning the principal as required by this Subscription Agreement and will provide any such further information as may hereafter be required; and (iv) for the purpose of assisting the Manager in filing with the applicable securities regulator its consolidated monthly report Monthly Report under section 83.11 of the Criminal Code (Canada), section 7 of the Regulations Implementing the United Nations Resolutions on the Suppression of Terrorism (UN SupTerror), section 5.1 of the United Nations Al-Qaida and Taliban Regulations (UN Al-Qaida), section 11 of the Regulations Implementing the United Nations Resolution on Iran (UN Iran), section 11 of the Regulations Implementing the United Nations Resolution on the Democratic People's Republic of Korea (UN NKorea) and any and all such other similar applicable regulations, the principal is not a “Designated Person” for the purposes of any such regulations, and the bare trustee or agent will immediately advise the Manager if there is a change in such status. Such bare trustee or agent agrees to indemnify each of the FundPartnership, the Trustee General Partner and the Manager against all losses, claims, costs, expenses, expenses and damages and or liabilities that any of the foregoing it may suffer or incur arising from the reliance by the FundPartnership, the Trustee and/or General Partner or the Manager, as the case may be, on the above representations, warranties, agreements, certifications, acknowledgments and covenants.

Purchasing as Bare Trustee or Agent. If a person is executing this Subscription Agreement as bare trustee or agent (including, for greater certainty, a dealing representative, a portfolio manager or comparable advisor) on behalf of the Subscriber Subscriber(s) (the “principalprincipal(s)”), such person must provide evidence of such person’s authority satisfactory to the Investment Manager and hereby separately represents, warrants, covenants, agrees, certifies represents and acknowledges warrants to the Fund, the Trustee and the Investment Manager that: (i) such person is duly authorized to execute and deliver this Subscription Agreement and all other necessary documentation in connection with such purchase on behalf of such principalprincipal(s), to agree to the terms and conditions contained herein and therein and to make the representations, warranties, agreements, certifications, acknowledgments and covenants made herein and therein; (ii) this Subscription Agreement has been duly authorized, executed and delivered by or on behalf of, and constitutes a legal, valid and binding agreement enforceable against, such principalprincipal(s); (iii) it acknowledges that the Fund, the Trustee and/or the Investment Manager is required by law to disclose to certain regulatory and taxation authorities the identity of and certain information regarding the principal principal(s) and that such person has provided all the information concerning the principal principal(s) as required by this Subscription Agreement and will provide any such further information as may hereafter be required; and (iv) for the purpose of assisting the Investment Manager in filing with the applicable securities regulator Ontario Securities Commission its consolidated monthly report Monthly Report under section 83.11 of the Criminal Code (Canada), section 7 of the Regulations Implementing the United Nations Resolutions on the Suppression of Terrorism (UN SupTerror), section 5.1 of the United Nations Al-Qaida and Taliban Regulations (UN Al-Qaida), section 11 of the Regulations Implementing the United Nations Resolution on Iran (UN Iran), ) and section 11 of the Regulations Implementing the United Nations Resolution on the Democratic People's ’s Republic of Korea (UN NKorea) and any and all similar applicable regulations), the principal is principal(s) is/are not a “Designated Person” for the purposes of any such regulations, and the bare trustee or agent will immediately advise the Investment Manager if there is a change in such status. Such bare trustee or agent agrees to indemnify each of the FundTrust, the Trustee and the Investment Manager against all losses, claims, costs, expenses, expenses and damages and or liabilities that any of the foregoing which it may suffer or incur arising from the reliance by the FundTrust, the Trustee and/or or the Investment Manager, as the case may be, on the above representations, warranties, agreements, certifications, acknowledgments such representation and covenantswarranty.

Purchasing as Bare Trustee or Agent. If a person is executing this Subscription Agreement as bare trustee or agent (including, for greater certainty, a dealing representative, a portfolio manager or comparable advisor) on behalf of the Subscriber (the “principal”), such person must provide evidence of such person’s authority satisfactory to the Manager and hereby separately represents, warrants, covenants, agrees, certifies represents and acknowledges warrants to the Fund, the Trustee and the Manager that: that (i) such person is duly authorized to execute and deliver this Subscription Agreement and all other necessary documentation in connection with such purchase on behalf of such principal, to agree to the terms and conditions contained herein and therein and to make the representations, warranties, agreements, certifications, acknowledgments and covenants made herein and therein; , (ii) this Subscription Agreement has been duly authorized, executed and delivered by or on behalf of, and constitutes a legal, valid and binding agreement enforceable against, such principal; , (iii) the Fund, the Trustee and/or it acknowledges that the Manager is required by law to disclose to certain regulatory and taxation authorities the identity of and certain information regarding the principal and that such person has provided all the information concerning the principal as required by this Subscription Agreement and will provide any such further information as may hereafter be required; and (iv) for the purpose of assisting the Manager in filing with the applicable securities regulator Ontario Securities Commission its consolidated monthly report Monthly Report under section 83.11 of the Criminal Code (Canada), section 7 of the Regulations Implementing the United Nations Resolutions on the Suppression of Terrorism (UN SupTerror), section 5.1 of the United Nations Al-Qaida and Taliban Regulations (UN Al-Qaida), section 11 of the Regulations Implementing the United Nations Resolution on Iran (UN Iran), section 11 of the Regulations Implementing the United Nations Resolution on the Democratic People's ’s Republic of Korea (UN NKorea) and any and all such other similar applicable regulations, the principal is not a “Designated Person” for the purposes of any such regulations, and the bare trustee or agent will immediately advise the Manager if there is a change in such status. Such bare trustee or agent agrees to indemnify each of the Fund, the Trustee Fund and the Manager against all losses, claims, costs, expenses, expenses and damages and or liabilities that any of the foregoing which it may suffer or incur arising from the reliance by the Fund, the Trustee and/or Fund or the Manager, as the case may be, on the above representations, warranties, agreements, certifications, acknowledgments such representation and covenantswarranty.

Purchasing as Bare Trustee or Agent. If a person is executing this Subscription Agreement as bare trustee or agent (including, for greater certainty, a dealing representative, a portfolio manager or comparable advisor) on behalf of the Subscriber (the “principal”), such person must provide evidence of such person’s authority satisfactory to the Manager and hereby separately represents, warrants, covenants, agrees, certifies represents and acknowledges warrants to the Fund, the Trustee and the Manager that: that (i) such person is duly authorized to execute and deliver this Subscription Agreement and all other necessary documentation in connection with such purchase on behalf of such principal, to agree to the terms and conditions contained herein and therein and to make the representations, warranties, agreements, certifications, acknowledgments and covenants made herein and therein; , (ii) this Subscription Agreement has been duly authorized, executed and delivered by or on behalf of, and constitutes a legal, valid and binding agreement enforceable against, such principal; , (iii) the Fund, the Trustee and/or it acknowledges that the Manager is required by law to disclose to certain regulatory and taxation authorities the identity of and certain information regarding the principal and that such person has provided all the information concerning the principal as required by this Subscription Agreement and will provide any such further information as may hereafter be required; and (iv) for the purpose of assisting the Manager in filing with the applicable securities regulator Ontario Securities Commission its consolidated monthly report Monthly Report under section 83.11 of the Criminal Code (Canada), section 7 of the Regulations Implementing the United Nations Resolutions on the Suppression of Terrorism (UN SupTerror), section 5.1 of the United Nations Al-Qaida and Taliban Regulations (UN Al-Qaida), section 11 of the Regulations Implementing the United Nations Resolution on Iran (UN Iran), section 11 of the Regulations Implementing the United Nations Resolution on the Democratic People's ’s Republic of Korea (UN NKorea) and any and all such other similar applicable regulations, the principal is not a “Designated Person” for the purposes of any such regulations, and the bare trustee or agent will immediately advise the Manager if there is a change in such status. For greater certainty, each of the representations set out in this Subscription Agreement shall be true in respect of, and each of the elections made herein shall be effective for, each principal identified on page S-6 or in Schedule “E”. Such bare trustee or agent agrees to indemnify each of the Fund, the Trustee Fund and the Manager against all losses, claims, costs, expenses, expenses and damages and or liabilities that any of the foregoing which it may suffer or incur arising from the reliance by the Fund, the Trustee and/or Fund or the Manager, as the case may be, on the above representations, representations and warranties, agreements, certifications, acknowledgments and covenants.

Purchasing as Bare Trustee or Agent. If a person As the Subscriber’s Agent identified in Schedule B is executing this Subscription Agreement as bare trustee or agent (including, for greater certainty, a dealing representative, a portfolio manager or comparable advisor) acquiring Units on behalf of the Subscriber (the “principal”), such person must provide evidence of such personthe Subscriber’s authority satisfactory Agent hereby separately represents and warrants to the Manager and hereby separately represents, warrants, covenants, agrees, certifies and acknowledges to the Fund, the Trustee and the Manager that: that (i) such person the Subscriber’s Agent is duly authorized to execute and deliver this Subscription Agreement and all other necessary documentation in connection with such purchase on behalf of such principal, to agree to the terms and conditions contained herein and therein and to make the representations, warranties, agreements, certifications, acknowledgments and covenants made herein and therein; , (ii) this Subscription Agreement has been duly authorized, executed and delivered by or on behalf of, and constitutes a legal, valid and binding agreement enforceable against, such principal; , (iii) the Fund, the Trustee and/or it acknowledges that the Manager is required by law to disclose to certain regulatory and taxation authorities the identity of and certain information regarding the principal and that such person has provided all the information concerning the principal as required by this Subscription Agreement and will provide any such further information as may hereafter be required; and (iv) for the purpose of assisting the Manager in filing with the applicable securities regulator Ontario Securities Commission its consolidated monthly report Monthly Report under section 83.11 of the Criminal Code (Canada), section 7 of the Regulations Implementing the United Nations Resolutions on the Suppression of Terrorism (UN SupTerror), section 5.1 of the United Nations Al-Qaida and Taliban Regulations (UN Al-Qaida), section 11 of the Regulations Implementing the United Nations Resolution on Iran (UN Iran), section 11 of the Regulations Implementing the United Nations Resolution on the Democratic People's ’s Republic of Korea (UN NKorea) and any and all such other similar applicable regulations, the principal is not a “Designated Person” for the purposes of any such regulations, and the bare trustee or agent Subscriber’s Agent will immediately advise the Manager if there is a change in such status. Such bare trustee or agent The Subscriber’s Agent agrees to indemnify each of the Fund, the Trustee Funds (as applicable) and the Manager against all losses, claims, costs, expenses, expenses and damages and or liabilities that any of the foregoing which it may suffer or incur arising from the reliance by such Fund(s) or the Fund, the Trustee and/or the Manager, as the case may be, Manager on the above representations, warranties, agreements, certifications, acknowledgments such representation and covenants.warranty. January 2021 - FUNDSERV - Managed

Purchasing as Bare Trustee or Agent. If a person is executing this Subscription Agreement as bare trustee or agent (including, for greater certainty, a dealing representative, a portfolio manager or comparable advisor) on behalf of the Subscriber (the “principal”), such person must provide evidence of such person’s authority satisfactory to the Manager and hereby separately represents, warrants, covenants, agrees, certifies and acknowledges to the Fund, the Trustee and the Manager that: (i) such person is duly authorized to execute and deliver this Subscription Agreement and all other necessary documentation in connection with such purchase on behalf of such principal, to agree to the terms and conditions contained herein and therein and to make the representations, warranties, agreements, certifications, acknowledgments and covenants made herein and therein; (ii) this Subscription Agreement has been duly authorized, executed and delivered by or on behalf of, and constitutes a legal, valid and binding agreement enforceable against, such principal; (iii) the Fund, the Trustee and/or the Manager is required by law to disclose to certain regulatory and taxation authorities the identity of and certain information regarding the principal and that such person has provided all the information concerning the principal as required by this Subscription Agreement and will provide any such further information as may hereafter be required; and (iv) for the purpose of assisting the Manager in filing with the applicable securities regulator its consolidated monthly report under section 83.11 of the Criminal Code (Canada), section 7 of the Regulations Implementing the United Nations Resolutions on the Suppression of Terrorism (UN SupTerror), section 5.1 of the United Nations Al-Qaida and Taliban Regulations (UN Al-Qaida), section 11 of the Regulations Implementing the United Nations Resolution on Iran (UN Iran), section 11 of the Regulations Implementing the United Nations Resolution on the Democratic People's ’s Republic of Korea (UN NKorea) and any and all similar applicable regulations, the principal is not a “Designated Person” for the purposes of any such regulations, and the bare trustee or agent will immediately advise the Manager if there is a change in such status. Such bare trustee or agent agrees to indemnify each of the Fund, the Trustee and the Manager against all losses, claims, costs, expenses, damages and liabilities that any of the foregoing may suffer or incur arising from the reliance by the Fund, the Trustee and/or the Manager, as the case may be, on the above representations, warranties, agreements, certifications, acknowledgments and covenants.