Common use of Redemption of Shares Clause in Contracts

Redemption of Shares. Redemptions of Shares shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An Authorized Participant wishing to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order with the Processing Agent on an Eligible Business Day. Redemption Orders received by the Processing Agent prior to the Order Cut-Off Time on an Eligible Business Day shall have the date of such Eligible Business Day as the “Order Date”. Redemption Orders received by the Processing Agent on or after the Order Cut-Off Time on an Eligible Business Day, on a Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have as their Order Date the date of such next Eligible Business Day. (b) For purposes of paragraph “a” above, a Redemption Order shall be deemed “received” by the Processing Agent only when each of the following has occurred: (i) An Authorized Representative of the Redeeming Authorized Participant shall have placed a telephone call to the Creation and Redemption Line informing the Processing Agent that such Redeeming Authorized Participant wishes to place a Redemption Order for a specified number of Baskets (the “Redeemed Baskets”); and (ii) The Processing Agent shall have sent, via facsimile or electronic mail message, an affirmation to the Redeeming Authorized Participant that a Redemption Order for a specified number of Baskets has been received by the Processing Agent from an Authorized Representative for such Redeeming Authorized Participant’s account. (c) With respect to each Redeemed Basket specified in a Redemption Order, the Redeeming Authorized Participant shall, not later than 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Redemption Order is placed, confirm in writing to the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basis. (d) The Sponsor shall have the absolute right to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) Redemption Orders the acceptance of which would, in the opinion of counsel to the Sponsor result in a violation of law, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placed, or (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, Shares or components of the Portfolio impossible or impractical. None of the Sponsor, the Processing Agent, the Trust or any of their agents shall be liable to any person for rejecting a Redemption Order. (e) The Sponsor may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponement. (f) Prior to the transmission by the Processing Agent via facsimile or electronic mail message of confirmation of acceptance thereof, a Redemption Order will only represent the Redeeming Authorized Participant’s unilateral offer to surrender for redemption the Redeemed Baskets specified in such Redemption Order and will have no binding effect upon the Trust, the Processing Agent or any other party. Upon the Redeeming Authorized Participant’s transfer of Shares to the Settlement Agent’s account at DTC, as provided in paragraph “(c)” above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order shall become irrevocable. (g) Provided that by 11:00 a.m. (New York time) on the Redemption Date of a Redemption Order: (i) the Redeeming Authorized Participant has (1) Delivered to the Settlement Agent’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in such Redemption Order and (2) paid the Transaction Fee applicable to such Redemption Order; and (ii) any other conditions to the Redemption under the Trust Agreement have been satisfied, the Settlement Agent will, on such day, credit the account of the Redeeming Authorized Participant at DTC with immediately available funds in an amount equal to the aggregate Order Execution Price corresponding to the total number of Redeemed Baskets specified in such Redemption Order (the “Redemption Distribution”). (h) In the event that, by 6:00 p.m. (New York time) on the Redemption Date of a Redemption Order, the Settlement Agent’s account at DTC shall not have been credited with the total number of Shares comprising the Redeemed Baskets specified in such Redemption Order, the Trust will, (i) deliver the Redemption Distribution but only to the extent of whole Redeemed Baskets received; and any remainder of the Redemption Distribution will be delivered on the next Business Day after the Redemption Date to the extent of remaining whole Redeemed Baskets received if the Settlement Agent receives a fee applicable to the extension of the Redemption Date which the Processing Agent may, from time to time, determine and the remaining Redeemed Baskets to be redeemed are credited to the Trust’s DTC account on such next Business Day; and

Appears in 3 contracts

Samples: Authorized Participant Agreement (Managed Emerging Markets Trust), Authorized Participant Agreement (Managed Emerging Markets Trust), Authorized Participant Agreement (Managed Emerging Markets Trust)

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Redemption of Shares. Redemptions Redemption of Shares of a specified Trust shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An a. Authorized Participant Participants wishing to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order with the Processing Agent Trustee no later than 3:59:59 p.m. (New York time) on an Eligible any Business Day. Redemption Orders received by the Processing Agent prior to the Order Cut-Off Time on an Eligible Business Day shall have the date of such Eligible Business Day as the “Order Date”. Redemption Orders received by the Processing Agent Trustee on or after the Order Cut-Off Cutoff Time on an Eligible Business Day, on a any Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have as their Order Date the date of such next Eligible Business Day. (b) b. For purposes of paragraph “a” Section 3.01a. above, a Redemption Order shall be deemed “received” by the Processing Agent Trustee only when each either of the following has occurred:occurred no later than 3:59:59 p.m. (New York time): (i) Telephone/fax Order – An Authorized Representative of the Redeeming Authorized Participant shall have placed a telephone call to the Trustee’s Creation and Redemption Line and has received an Order Number from the Trustee for insertion in the Redemption Order, or (ii) Web-based Order – An Authorized Representative shall have accessed the Trustee’s online services (wxx.xxxxxxxxxxx.xxxxxxxx.xxx) in either case informing the Processing Agent Trustee that such Redeeming the Authorized Participant wishes to place a Redemption Order for a specified number of Baskets (and, in the “Redeemed Baskets”); and (ii) The Processing Agent case of a telephone order, within 15 minutes following such telephone call the Trustee shall have sentreceived a duly completed, irrevocable Redemption Order in the form set out in Annex I to these Procedures executed by an Authorized Representative of such Authorized Participant, via facsimile at the number specified in such Annex I. c. Upon receipt of a properly completed Redemption Order, the Trustee shall send to the Authorized Participant (with copy to the Custodian), via facsimile or electronic mail message, an affirmation to the Redeeming Authorized Participant that a Redemption Order for a specified number of Baskets has been received by the Processing Agent from an Authorized Representative for such Redeeming Authorized Participant’s account. (c) With respect to each Redeemed Basket specified in a Redemption Orderas soon as reasonably practicable, the Redeeming Authorized Participant shall, but not later than 6:00 5:30 p.m. (New York time) of the next Business Day following on the Order Date or for such Redemption Order a copy of the corresponding Redemption Order endorsed “Accepted” by the end of such later Business Day, not Trustee and indicating the Basket Amount that the Custodian shall Deliver to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Redemption Order is placed, confirm in writing to the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basis. (d) The Sponsor shall have the absolute right to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) Redemption Orders the acceptance of which would, in the opinion of counsel to the Sponsor result in a violation of law, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Dayeach Basket being redeemed d. The Trustee shall, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placed, or (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, Shares or components of the Portfolio impossible or impractical. None of the Sponsor, the Processing Agent, the Trust or any of their agents shall be liable to any person for rejecting a Redemption Order. (e) The Sponsor may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponement. (f) Prior to the transmission by the Processing Agent via facsimile or electronic mail message of confirmation of acceptance thereof, a Redemption Order will only represent the Redeeming Authorized Participant’s unilateral offer to surrender for redemption the Redeemed Baskets specified in such Redemption Order and will have no binding effect upon the Trust, the Processing Agent or any other party. Upon the Redeeming Authorized Participant’s transfer of Shares to the Settlement Agent’s account at DTC, as provided in paragraph “(c)” above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order shall become irrevocable. (g) Provided that by 11:00 a.m. (New York time) on the second Business Day following the Order Date of a Redemption Order, confirm in writing to the Custodian whether each of the following has occurred by 10:00 a.m. (New York time) on the second Business Day following the Order Date of a Redemption Order: (i) the Redeeming Authorized Participant has (1) Delivered to the Settlement AgentTrustee’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in to be redeemed by such Redemption Order and (2) paid the Transaction Fee applicable Authorized Participant pursuant to such Redemption Order; and (ii) any other the Authorized Participant has paid or agreed to pay the Trustee a per order transaction fee of US$500, if applicable. Provided that the Custodian has received written confirmation from the Trustee that the conditions to the Redemption under the Trust Agreement set forth in clauses (i) and (ii) of Section 3.01d. above have been satisfied, the Settlement Agent willCustodian shall: (1) on the same Business Day, on such dayDeliver: ● unallocated Silver loco London; ● unallocated Gold loco London; ● unallocated Gold loco Zurich (for the Aberdeen Standard Gold ETF Trust only); ● unallocated Platinum loco Zurich; ● unallocated Platinum loco London; ● unallocated Palladium loco Zurich; and/or ● unallocated Palladium loco London (as applicable to the specific Redemption Order) in the amounts specified in the communication sent in compliance with Section 3.01c. above, credit to the account of indicated by the Redeeming redeeming Authorized Participant at DTC with immediately available funds in an amount equal to the aggregate Order Execution Price corresponding to the total number of Redeemed Baskets specified in such its Redemption Order (which shall be an appropriate bullion account with an LBMA member or LPPM member, as applicable for the “Redemption Distribution”type of Bullion involved). Having made such Delivery, the Custodian shall send written confirmation thereof to the Trustee who shall then cancel the Shares so redeemed. e. In all other cases, Delivery must be completed by the Custodian as soon as, in the reasonable judgment of the Custodian, it is practicable following receipt of written confirmation from the Trustee that the conditions set forth in clauses (hi) and (ii) of Section 3.01d. above have been satisfied. f. The foregoing provisions notwithstanding, neither the Trustee nor the Custodian shall be liable for any failure or delay in making Delivery of Bullion in respect of a Redemption Order arising from nuclear fission or fusion, radioactivity, war, terrorist event, invasion, insurrection, civil commotion, riot, strike, act of government, public authority, public service or utility problems, power outages resulting in telephone, telecopy and computer failures, act of God such as fires, floods, extreme weather conditions, market conditions or activities causing trading halts, systems failures involving computer or other information systems affecting a Trust, the Trustee, the Custodian or sub-custodian, metal clearing bank delays and similar extraordinary events beyond the Trustee’s control. In the event of any such delay, the time to complete Delivery in respect of a Redemption Order will be extended for a period equal to that during which the inability to perform continues. g. In the event that, by 6:00 p.m. 10:00 a.m. (New York time) on the Redemption second Business Day following the Order Date of a Redemption Order, the Settlement AgentTrustee’s account at DTC shall not have been credited with the total number of Shares comprising corresponding to the Redeemed total number of Baskets specified in to be redeemed pursuant to such Redemption Order, the Trust will, (i) deliver the Redemption Distribution but only Trustee shall send to the extent Authorized Participant and the Custodian via fax or electronic mail message notice of whole Redeemed Baskets received; such fact and any remainder the Authorized Participant shall have two (2) Business Days following receipt of such notice to correct such failure. If such failure is not cured within such two (2) Business Day period, the Trustee (in consultation with the Sponsor) will cancel such Redemption Distribution Order and will send via fax or electronic mail message notice of such cancellation to the Authorized Participant and the Custodian, and the Authorized Participant will be delivered on solely responsible for all costs incurred by the next Business Day after Trust, the Redemption Date Trustee or the Custodian related to the extent of remaining whole Redeemed Baskets received if cancelled Order. The Trustee is authorized to Deliver the Settlement Agent receives Basket Amount for a fee applicable to Redemption Order notwithstanding that the extension of the Redemption Date which the Processing Agent may, from time to time, determine and the remaining Redeemed Baskets Basket(s) to be redeemed are not credited to the TrustTrustee’s DTC account by 10:00 a.m. (New York time) on the second Business Day following the Order Date of a Redemption Order if the Authorized Participant has collateralized its obligation to deliver the Baskets through DTC’s book entry system on such next Business Day; andterms as the Sponsor and the Trustee may from time to time agree upon. h. The redemption of Shares may be suspended or rejected under the circumstances specified in the applicable Prospectus.

Appears in 2 contracts

Samples: Authorized Participant Agreement (Aberdeen Standard Gold ETF Trust), Authorized Participant Agreement (Aberdeen Standard Precious Metals Basket ETF Trust)

Redemption of Shares. Redemptions of Shares shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An Authorized Participant wishing to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order with the Processing Agent on an Eligible Business Day. Redemption Orders received by the Processing Agent prior to the Order Cut-Off Time on an Eligible Business Day shall have the date of such Eligible Business Day as the “Order Date”. Redemption Orders received by the Processing Agent on or after the Order Cut-Off Time on an Eligible Business Day, on a Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have as their Order Date the date of such next Eligible Business Day. (b) For purposes of paragraph “a” above, a Redemption Order shall be deemed “received” by the Processing Agent only when each of the following has occurred: (i) An Authorized Representative of the Redeeming Authorized Participant shall have placed a telephone call to the Creation and Redemption Line informing the Processing Agent that such Redeeming Authorized Participant wishes to place a Redemption Order for a specified number of Baskets (the “Redeemed Baskets”); and (ii) The Processing Agent shall have sent, via facsimile or electronic mail message, an affirmation to the Redeeming Authorized Participant that a Redemption Order for a specified number of Baskets has been received by the Processing Agent from an Authorized Representative for such Redeeming Authorized Participant’s account. (c) With respect to each Redeemed Basket specified in a Redemption Order, the Redeeming Authorized Participant shall, not later than 6:00 5:00 p.m. (New York time) of the next Business Day following on the Order Date or by the end of such later Business DayRedemption Order, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Redemption Order is placed, either (i) confirm in writing to the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to the Settlement Agent’s account at DTC, or (ii) deposit with the Settlement Agent in immediately available funds the corresponding Deposit Amount and give notice of such deposit to the Settlement Agent via facsimile or electronic mail message. The Settlement Agent shall confirm receipt of such Deposit Amount to the Redeeming Authorized Participant via facsimile or electronic mail message. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph “(i)” or “(ii)” above by 6:00 p.m. (New York time) on a timely basisthe Order Date of such Redemption Order. (d) The Sponsor Processing Agent (acting in consultation with the Sponsor) shall have the absolute right to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) Redemption Orders the acceptance of which would, in the opinion of counsel to the Processing Agent, the Settlement Agent, the Sponsor or the Trust result in a violation of law, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with the provisions of paragraph “(c)” above by 6:00 5:00 p.m. (New York time) of the next Business Day following on the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placedRedemption Order, or (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, Shares or components of the Portfolio impossible or impractical. None of the Sponsor, Neither the Processing Agent, Agent nor the Trust or any of their agents shall be liable to any person for rejecting a Redemption Order. (e) The Sponsor may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponement. (f) Prior to the transmission by the Processing Agent via facsimile or electronic mail message of confirmation of acceptance thereof, a Redemption Order will only represent the Redeeming Authorized Participant’s unilateral offer to surrender for redemption the Redeemed Baskets specified in such Redemption Order and will have no binding effect upon the Trust, the Processing Agent or any other party. Upon the Redeeming Authorized Participant’s transfer of Shares to the Settlement Agent’s account at DTC, or the deposit with the Settlement Agent of the aggregate Deposit Amount, in either case as provided in paragraph “(c)” above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order shall become irrevocable. (gf) Provided that by 11:00 a.m. (New York time) on the Redemption Date of a Redemption Order: (i) the Redeeming Authorized Participant has (1) Delivered to the Settlement Agent’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in such Redemption Order and (2) paid the Transaction Fee applicable to such Redemption Order; and (ii) any other conditions to the Redemption under the Trust Agreement have been satisfied, the Settlement Agent will, on such day, credit the account of the Redeeming Authorized Participant at DTC with immediately available funds in an amount equal to (1) the aggregate Order Execution Price corresponding to the total number of Redeemed Baskets specified in such Redemption Order, plus (2) an amount equal to the Deposit Amount (if any) deposited by the Redeeming Authorized Participant pursuant to sub-clause “(c)(ii)” above in connection with such Redemption Order (without, for the avoidance of doubt, any interest thereon), less (3) the Transaction Fee applicable to such Redemption Distribution”)Order. (hg) In the event that, by 6:00 p.m. 11:00 a.m. (New York time) on the Redemption Date of a Redemption Order, the Settlement Agent’s account at DTC shall not have been credited with the total number of Shares comprising the Redeemed Baskets specified in such Redemption Order, the Trust willmay, in consultation with the Sponsor, (i) deliver the cancel such Redemption Distribution but only Order by sending via fax or electronic mail message notice of such cancellation to the extent Redeeming Authorized Participant and transfer to such Redeeming Authorized Participant any Deposit Amount deposited pursuant to sub-clause “(c)(ii)” above in connection with such Redemption Order (without, for the avoidance of whole Redeemed Baskets receiveddoubt, any interest thereon), net of (x) the Transaction Fee applicable to such Redemption Order and (y) such additional amounts as the Trust, in consultation with the Sponsor, may deem appropriate to compensate the Trust for all damages, costs and expenses (including brokerage fees and commissions) incurred in connection with such Redemption Order; or (ii) take such other action as the Trust, in consultation with the Sponsor, may deem necessary or appropriate under the circumstances, it being understood and agreed that in making a decision regarding any remainder such other action the Trust and the Sponsor shall be required to take into account the best interests of the Redemption Distribution will be delivered on Trust and its shareholders only and shall have no duty to ameliorate or mitigate any damages of the next Business Day after the Redemption Date to the extent of remaining whole Redeemed Baskets received if Redeeming Authorized Participant. (h) In all other cases, the Settlement Agent receives a fee applicable will pay the cash consideration corresponding to the extension total number of Baskets redeemed, net of the Redemption Date corresponding Transaction Fee, on the Business Day on which the Processing Agent may, from time to time, determine conditions set forth in clauses “(f)(i)” and the remaining Redeemed Baskets to be redeemed are credited to the Trust’s DTC account on such next Business Day; and“(f)(ii)” above shall have been met.

Appears in 2 contracts

Samples: Authorized Participant Agreement (Ishares Diversified Alternatives Trust), Authorized Participant Agreement (Ishares Diversified Alternatives Trust)

Redemption of Shares. Redemptions of Paired Shares of each Fund shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An Authorized Participant Participants wishing to redeem one or more Baskets (of such Authorized Participant, a “Redeeming Authorized Participant”) Fund shall place a Redemption Order with the Processing Transfer Agent no later than the Order Cut-Off Time for such Fund on an Eligible any Business Day. Redemption Orders received by the Processing Agent prior to the Order Cut-Off Time on an Eligible Business Day shall have the date of such Eligible Business Day as the “Order Date”. Redemption Orders received by the Processing Transfer Agent on or after the Order Cut-Off Time for such Fund on an Eligible Business Day, on a any Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered deemed received at the opening of business on the next Eligible Business Day and shall have as their Order Date the date of such next Eligible Business Day. (b) For purposes of paragraph (a) above, a Redemption Order shall be deemed “received” by the Processing Transfer Agent only when each either of the following has occurredoccurred no later than one second before the Order Cut-Off Time: (i) Telephone/Fax Order – An Authorized Representative of the Redeeming Authorized Participant shall have placed a telephone call to the Transfer Agent’s Creation and Redemption Line informing the Processing Transfer Agent that such Redeeming the Authorized Participant wishes to place a Redemption Order for a specified number of Baskets (and requesting the “Redeemed Baskets”); Transfer Agent provide an Order Number, which the Transfer Agent shall provide, and (ii) The Processing , within one hour following such telephone call, the Transfer Agent shall have sentreceived, via facsimile or electronic mail message, an affirmation to the Redeeming Authorized Participant that a duly completed, irrevocable Redemption Order for a specified number of Baskets has been received including the Order Number previously provided by the Processing Transfer Agent from and executed by an Authorized Representative for of such Redeeming Authorized Participant, or (ii) Web-based Order – An Authorized Representative shall have placed such Redemption Order through the Transfer Agent’s accountonline services (xxxxx://xxxxxx.xxxxxxxxxx.xxx/fundconnect/inv/). (c) With respect to each Redeemed Basket specified in Upon receipt of a valid Redemption Order, the Redeeming Transfer Agent shall send to the Authorized Participant shallsubmitting such Redemption Order, not via facsimile or electronic mail message, a copy of such Redemption Order endorse with the word “Accepted” by the Sponsor no later than 6:00 p.m. (New York time) of on the next Business Day following date the Order Date or by Transfer Agent receives such acceptance from the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Sponsor. Such Redemption Order is placed, confirm in writing to shall indicate: (i) the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to which the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basis.shall deliver the Paired Shares corresponding to each Basket to be redeemed; (d) The Sponsor shall have the absolute right to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) Redemption Orders the acceptance of which would, in aggregate Cash Amount that the opinion of counsel Fund shall deliver to the Sponsor result in a violation of law, Authorized Participant as consideration for the Basket(s) subject to the Redemption Order; (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with Transaction Fee due to the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placed, or applicable Fund’s custodian; and (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, the number of Basket(s) and number of Up Shares or components and Down Shares of the Portfolio impossible or impractical. None of Fund to be redeemed under the Sponsor, the Processing Agent, the Trust or any of their agents shall be liable to any person for rejecting a Redemption Order. (e) The Sponsor may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponement. (f) Prior to the transmission by of the Processing Agent via facsimile or electronic mail message of confirmation of acceptance thereofas specified above, a Redemption Order will only represent the Redeeming submitting Authorized Participant’s unilateral offer to surrender deposit the Baskets of Shares in exchange for redemption the Redeemed Baskets specified in such Redemption Order aggregate Cash Amount and will have no binding effect upon the Trust, any Fund, the Processing Sponsor, the Transfer Agent or any other party. Upon the Redeeming Authorized Participant’s transfer of Shares to the Settlement Agent’s account at DTC, as provided in paragraph “(c)” above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order shall become irrevocablePerson. (gd) Provided that by 11:00 a.m. No later than 12:00 noon (New York time) on T+3, or on such earlier date and time as the Sponsor in its sole discretion may agree, the Authorized Participant shall deliver the Paired Shares corresponding to each Basket of the Redemption Date Order to the account of a the Fund by credit to the account at DTC identified for such purpose in the acceptance of the Redemption Order. (e) On T+3, or on such earlier date and time as the Sponsor in its sole discretion may agree, simultaneously with receipt of the Paired Shares corresponding to each Basket of the Redemption Order, the Fund shall pay the aggregate Cash Amount set forth in the acceptance of the Redemption Order to the account of the Authorized Participant via either (1) the CNS clearing process of NSCC, as such processes have been enhanced to effect creations and redemptions of Baskets, or (2) the facilities of DTC on a DVP basis; provided that, prior to such payment: (i) the Redeeming Authorized Participant has (1) Delivered paid or agreed to pay the Settlement Agentapplicable Fund’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in such Redemption Order and (2) paid custodian the Transaction Fee applicable to such Redemption OrderFee; and (ii) any other conditions to the Redemption redemption under the Trust Agreement shall have been satisfied, the Settlement Agent will, on such day, credit the account of the Redeeming Authorized Participant at DTC with immediately available funds in an amount equal to the aggregate Order Execution Price corresponding to the total number of Redeemed Baskets specified in such Redemption Order (the “Redemption Distribution”). (h) In the event that, by 6:00 p.m. (New York time) on the Redemption Date of a Redemption Order, the Settlement Agent’s account at DTC shall not have been credited with the total number of Shares comprising the Redeemed Baskets specified in such Redemption Order, the Trust will, (i) deliver the Redemption Distribution but only to the extent of whole Redeemed Baskets received; and any remainder of the Redemption Distribution will be delivered on the next Business Day after the Redemption Date to the extent of remaining whole Redeemed Baskets received if the Settlement Agent receives a fee applicable to the extension of the Redemption Date which the Processing Agent may, from time to time, determine and the remaining Redeemed Baskets to be redeemed are credited to the Trust’s DTC account on such next Business Day; and

Appears in 2 contracts

Samples: Authorized Participant Agreement (AccuShares Commodities Trust I), Authorized Participant Agreement (AccuShares Commodities Trust I)

Redemption of Shares. Redemptions Redemption of Shares of a specified Trust shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An a. Authorized Participant Participants wishing to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order with the Processing Agent Trustee no later than 3:59:59 p.m. (New York time) on an Eligible any Business Day. Redemption Orders received by the Processing Agent prior to the Order Cut-Off Time on an Eligible Business Day shall have the date of such Eligible Business Day as the “Order Date”. Redemption Orders received by the Processing Agent Trustee on or after the Order Cut-Off Cutoff Time on an Eligible Business Day, on a any Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have as their Order Date the date of such next Eligible Business Day. (b) b. For purposes of paragraph “a” Section 3.01a. above, a Redemption Order shall be deemed “received” by the Processing Agent Trustee only when each either of the following has occurred:occurred no later than 3:59:59 p.m. (New York time): (i) Telephone/fax Order – An Authorized Representative of the Redeeming Authorized Participant shall have placed a telephone call to the Trustee’s Creation and Redemption Line and has received an Order Number from the Trustee for insertion in the Redemption Order, or (ii) Web-based Order – An Authorized Representative shall have accessed the Trustee’s online services (xxx.xxxxxxxxxxx.xxxxxxxx.xxx) in either case informing the Processing Agent Trustee that such Redeeming the Authorized Participant wishes to place a Redemption Order for a specified number of Baskets (and, in the “Redeemed Baskets”); and (ii) The Processing Agent case of a telephone order, within 15 minutes following such telephone call the Trustee shall have sentreceived a duly completed, irrevocable Redemption Order in the form set out in Annex I to these Procedures executed by an Authorized Representative of such Authorized Participant, via facsimile at the number specified in such Annex I. c. Upon receipt of a properly completed Redemption Order, the Trustee shall send to the Authorized Participant (with copy to the Custodian), via facsimile or electronic mail message, an affirmation to the Redeeming Authorized Participant that a Redemption Order for a specified number of Baskets has been received by the Processing Agent from an Authorized Representative for such Redeeming Authorized Participant’s account. (c) With respect to each Redeemed Basket specified in a Redemption Orderas soon as reasonably practicable, the Redeeming Authorized Participant shall, but not later than 6:00 5:30 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Redemption Order is placed, confirm in writing to the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basis. (d) The Sponsor shall have the absolute right to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) Redemption Orders the acceptance of which would, in the opinion of counsel to the Sponsor result in a violation of law, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placed, or (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, Shares or components of the Portfolio impossible or impractical. None of the Sponsor, the Processing Agent, the Trust or any of their agents shall be liable to any person for rejecting a Redemption Order. (e) The Sponsor may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponement. (f) Prior to the transmission by the Processing Agent via facsimile or electronic mail message of confirmation of acceptance thereof, a Redemption Order will only represent the Redeeming Authorized Participant’s unilateral offer to surrender for redemption the Redeemed Baskets specified in such Redemption Order and will have no binding effect upon the Trust, the Processing Agent or any other party. Upon the Redeeming Authorized Participant’s transfer of Shares to the Settlement Agent’s account at DTC, as provided in paragraph “(c)” above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order shall become irrevocable. (g) Provided that by 11:00 a.m. (New York time) on the Order Date for such Redemption Order a copy of the corresponding Redemption Order endorsed “Accepted” by the Trustee and indicating the Basket Amount that the Custodian shall Deliver to the Authorized Participant in respect of each Basket being redeemed. d. The Trustee shall, by the Trustee’s close of business on the second Business Day following the Order Date of a Redemption Order, confirm in writing to the Custodian whether each of the following has occurred: (i) the Redeeming Authorized Participant has (1) Delivered to the Settlement AgentTrustee’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in to be redeemed by such Redemption Order and (2) paid the Transaction Fee applicable Authorized Participant pursuant to such Redemption Order; and (ii) any other the Authorized Participant has paid or agreed to pay the Trustee a per order transaction fee of US$500, if applicable. Provided that the Custodian has received written confirmation from the Trustee that the conditions to the Redemption under the Trust Agreement set forth in clauses (i) and (ii) of Section 3.01d. above have been satisfied, the Settlement Agent willCustodian shall: (1) on the next following Business Day, on such dayDeliver: • unallocated Silver loco London; • unallocated Gold loco London (for the ETFS Precious Metals Basket Trust only); • unallocated Gold loco Zurich (for the ETFS Gold Trust only); • unallocated Platinum loco Zurich; • unallocated Platinum loco London; • unallocated Palladium loco Zurich; and/or • unallocated Palladium loco London (as applicable to the specific Redemption Order); and (2) within the next following three Business Days, credit Deliver: • unallocated Gold loco London (for the ETFS Gold Trust only) (as applicable to the specific Redemption Order) in the amounts specified in the communication sent in compliance with Section 3.01c. above, to the account of indicated by the Redeeming redeeming Authorized Participant at DTC with immediately available funds in an amount equal to the aggregate Order Execution Price corresponding to the total number of Redeemed Baskets specified in such its Redemption Order (which shall be an appropriate bullion account with an LBMA member or LPPM member, as applicable for the “Redemption Distribution”type of Bullion involved). With respect to Gold from the ETFS Gold Trust and where the Authorized Participant elects loco London delivery, the Authorized Participant must first agree to the cost of the loco swap with the Custodian and reimburse the Custodian for any amount owed under such swap. Having made such Delivery, the Custodian shall send written confirmation thereof to the Trustee who shall then cancel the Shares so redeemed. e. In all other cases, Delivery must be completed by the Custodian as soon as, in the reasonable judgment of the Custodian, it is practicable following receipt of written confirmation from the Trustee that the conditions set forth in clauses (hi) and (ii) of Section 3.01d. above have been satisfied. f. The foregoing provisions notwithstanding, neither the Trustee nor the Custodian shall be liable for any failure or delay in making Delivery of Bullion in respect of a Redemption Order arising from nuclear fission or fusion, radioactivity, war, terrorist event, invasion, insurrection, civil commotion, riot, strike, act of government, public authority, public service or utility problems, power outages resulting in telephone, telecopy and computer failures, act of God such as fires, floods, extreme weather conditions, market conditions or activities causing trading halts, systems failures involving computer or other information systems affecting a Trust, the Trustee, the Custodian or sub-custodian, metal clearing bank delays and similar extraordinary events beyond the Trustee’s control. In the event of any such delay, the time to complete Delivery in respect of a Redemption Order will be extended for a period equal to that during which the inability to perform continues. g. In the event that, by 6:00 4:00 p.m. (New York time) on the Redemption second Business Day following the Order Date of a Redemption Order, the Settlement AgentTrustee’s account at DTC shall not have been credited with the total number of Shares comprising corresponding to the Redeemed total number of Baskets specified in to be redeemed pursuant to such Redemption Order, the Trust will, (i) deliver the Redemption Distribution but only Trustee shall send to the extent Authorized Participant and the Custodian via fax or electronic mail message notice of whole Redeemed Baskets received; such fact and any remainder the Authorized Participant shall have two (2) Business Days following receipt of such notice to correct such failure. If such failure is not cured within such two (2) Business Day period, the Trustee (in consultation with the Sponsor) will cancel such Redemption Distribution Order and will send via fax or electronic mail message notice of such cancellation to the Authorized Participant and the Custodian, and the Authorized Participant will be delivered on solely responsible for all costs incurred by the next Business Day after Trust, the Redemption Date Trustee or the Custodian related to the extent of remaining whole Redeemed Baskets received if cancelled Order. The Trustee is authorized to Deliver the Settlement Agent receives Basket Amount for a fee applicable to Redemption Order notwithstanding that the extension of the Redemption Date which the Processing Agent may, from time to time, determine and the remaining Redeemed Baskets Basket(s) to be redeemed are not credited to the TrustTrustee’s DTC account by 9:00 a.m. (New York time) on the third Business Day following the Order Date of a Redemption Order if the Authorized Participant has collateralized its obligation to deliver the Baskets through DTC’s book entry system on such next Business Day; andterms as the Sponsor and the Trustee may from time to time agree upon. h. The redemption of Shares may be suspended under the circumstances specified in the applicable Prospectus.

Appears in 1 contract

Samples: Authorized Participant Agreement (ETFS Precious Metals Basket Trust)

Redemption of Shares. Redemptions of Shares shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An Authorized Participant wishing to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order with the Processing Agent on an Eligible Business Day. Redemption Orders received by the Processing Agent prior to the Order Cut-Off Time on an Eligible Business Day shall have the date of such Eligible Business Day as the “Order Date”. Redemption Orders received by the Processing Agent on or after the Order Cut-Off Time on an Eligible Business Day, on a Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have as their Order Date the date of such next Eligible Business Day. (b) For purposes of paragraph “a” above, a Redemption Order shall be deemed “received” by the Processing Agent only when each of the following has occurred: (i) An Authorized Representative of the Redeeming Authorized Participant shall have placed a telephone call to the Creation and Redemption Line informing the Processing Agent that such Redeeming Authorized Participant wishes to place a Redemption Order for a specified number of Baskets (the “Redeemed Baskets”); and (ii) The Processing Agent shall have sent, via facsimile or electronic mail message, an affirmation to the Redeeming Authorized Participant that a Redemption Order for a specified number of Baskets has been received by the Processing Agent from an Authorized Representative for such Redeeming Authorized Participant’s account. (c) With respect to each Redeemed Basket specified in a Redemption Order, the Redeeming Authorized Participant shall, not later than 6:00 5:00 p.m. (New York time) of the next Business Day following on the Order Date or by the end of such later Business DayRedemption Order, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Redemption Order is placed, either: (i) confirm in writing to the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to the Settlement Agent’s account at DTC, or (ii) deposit with the Settlement Agent in immediately available funds the corresponding Deposit Amount and give notice of such deposit to the Settlement Agent via facsimile or electronic mail message. The Settlement Agent shall confirm receipt of such Deposit Amount to the Redeeming Authorized Participant via facsimile or electronic mail message. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph “(i)” or “(ii)” above by 6:00 p.m. (New York time) on a timely basisthe Order Date of such Redemption Order. (d) The Sponsor Processing Agent (acting in consultation with the Sponsor) shall have the absolute right to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) Redemption Orders the acceptance of which would, in the opinion of counsel to the Processing Agent, the Settlement Agent, the Sponsor or the Trust result in a violation of law, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with the provisions of paragraph “(c)” above by 6:00 5:00 p.m. (New York time) of the next Business Day following on the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placedRedemption Order, or (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, Shares or components of the Portfolio impossible or impractical. None of the Sponsor, the Processing Agent, the Trust or any of their agents shall be liable to any person for rejecting a Redemption Order. (e) The Sponsor Processing Agent (acting in consultation with the Sponsor) may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponement. (f) Prior to the transmission by the Processing Agent via facsimile or electronic mail message of confirmation of acceptance thereof, a Redemption Order will only represent the Redeeming Authorized Participant’s unilateral offer to surrender for redemption the Redeemed Baskets specified in such Redemption Order and will have no binding effect upon the Trustfrust, the Processing Agent or any other party. Upon the Redeeming Authorized Participant’s transfer of Shares to the Settlement Agent’s account at DTC, or the deposit with the Settlement Agent of the aggregate Deposit Amount, in either case as provided in paragraph “(c)” above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order shall become irrevocable. (g) Provided that by 11:00 a.m. (New York time) on the Redemption Date of a Redemption Order: (i) the Redeeming Authorized Participant has (1) Delivered to the Settlement Agent’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in such Redemption Order and (2) paid the Transaction Fee applicable to such Redemption Order; and (ii) any other conditions to the Redemption under the Trust Agreement have been satisfied, the Settlement Agent will, on such day, credit the account of the Redeeming Authorized Participant at DTC with immediately available funds in an amount equal to (1) the aggregate Order Execution Price corresponding to the total number of Redeemed Baskets specified in such Redemption Order, plus (2) an amount equal to the Deposit Amount (if any) deposited by the Redeeming Authorized Participant pursuant to sub-clause “(c)(ii)” above in connection with such Redemption Order (without, for the “Redemption Distribution”avoidance of doubt, any interest thereon). (h) In the event that, by 6:00 p.m. 11:00 a.m. (New York time) on the Redemption Date of a Redemption Order, the Settlement Agent’s account at DTC shall not have been credited with the total number of Shares comprising the Redeemed Baskets specified in such Redemption Order, the Trust willmay, in consultation with the Sponsor, (i) deliver the cancel such Redemption Distribution but only Order by sending via fax or electronic mail message notice of such cancellation to the extent Redeeming Authorized Participant and transfer to such Redeeming Authorized Participant any Deposit Amount deposited pursuant to sub-clause “(c)(ii)” above in connection with such Redemption Order (without, for the avoidance of whole Redeemed Baskets receiveddoubt, any interest thereon), net of (x) the Transaction Fee applicable to such Redemption Order and (y) such additional amounts as the Trust, in consultation with the Sponsor, may deem appropriate to compensate the Trust for all damages, costs and expenses (including brokerage fees and commissions) incurred in connection with such Redemption Order; or (ii) take such other action as the Trust, in consultation with the Sponsor, may deem necessary or appropriate under the circumstances, it being understood and agreed that in making a decision regarding any remainder such other action the Trust and the Sponsor shall be required to take into account the best interests of the Redemption Distribution will be delivered on Trust and its shareholders only and shall have no duty to ameliorate or mitigate any damages of the next Business Day after the Redemption Date to the extent of remaining whole Redeemed Baskets received if Redeeming Authorized Participant. (i) In all other cases, the Settlement Agent receives a fee applicable will pay the cash consideration corresponding to the extension total number of Baskets redeemed, net of the Redemption Date corresponding Transaction Fee, on the Business Day on which the Processing Agent may, from time to time, determine conditions set forth in clauses “(g)(i)” and the remaining Redeemed Baskets to be redeemed are credited to the Trust’s DTC account on such next Business Day; and“(g)(ii)” above shall have been met. [Signature Page Follows]

Appears in 1 contract

Samples: Authorized Participant Agreement (Resonance Advisors LLC)

Redemption of Shares. Redemptions Redemption of Shares shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An : a. Authorized Participant Participants wishing to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order with the Processing Agent Trustee no later than 3:59:59 p.m. (New York time) on an Eligible any Business Day. Redemption Orders received by the Processing Agent prior to the Order Cut-Off Time on an Eligible Business Day shall have the date of such Eligible Business Day as the “Order Date”. Redemption Orders received by the Processing Agent Trustee on or after the Order Cut-Off Cutoff Time on an Eligible Business Day, on a any Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have as their Order Date the date of such next Eligible Business Day. (b) . b. For purposes of paragraph “a” Section 3.01a. above, a Redemption Order shall be deemed “received” by the Processing Agent Trustee only when each either of the following has occurred: occurred no later than 3:59:59 p.m. (New York time): (i) Telephone/fax Order – An Authorized Representative of the Redeeming Authorized Participant shall have placed a telephone call to the Trustee’s Creation and Redemption Line and has received an Order Number from the Trustee for insertion in the Redemption Order, or (ii) Web-based Order – An Authorized Representative shall have accessed the Trustee’s online services (xxxx://xxxxxx.xxxxxxxxx.xxx) in either case informing the Processing Agent Trustee that such Redeeming the Authorized Participant wishes to place a Redemption Order for a specified number of Baskets (and, in the “Redeemed Baskets”); and (ii) The Processing Agent case of a telephone order, within 15 minutes following such telephone call, the Trustee shall have sentreceived a duly completed, irrevocable Redemption Order in the form set out in Annex I to these Procedures executed by an Authorized Representative of such Authorized Participant, via facsimile at the number specified in such Annex I. The Trustee shall provide a written summary to the Sponsor and the Custodian of all accepted Redemption Orders for such Order Date no later than 5:30 p.m. (New York time). - 14 - c. Upon receipt of a properly completed Redemption Order, the Trustee shall send to the Authorized Participant (with copy to the Custodian), via facsimile or electronic mail message, an affirmation to the Redeeming Authorized Participant that a Redemption Order for a specified number of Baskets has been received by the Processing Agent from an Authorized Representative for such Redeeming Authorized Participant’s account. (c) With respect to each Redeemed Basket specified in a Redemption Orderas soon as reasonably practicable, the Redeeming Authorized Participant shall, but not later than 6:00 5:30 p.m. (New York time) of the next Business Day following on the Order Date or for such Redemption Order a copy of the corresponding Redemption Order endorsed “Accepted” by the end of such later Business Day, not Trustee and indicating the Basket Gold Amount that the Custodian shall Deliver to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Redemption Order is placed, confirm in writing to the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basis. (d) The Sponsor shall have the absolute right to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) Redemption Orders the acceptance of which would, in the opinion of counsel to the Sponsor result in a violation of law, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placed, or (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, Shares or components of the Portfolio impossible or impracticaleach Basket being redeemed. None of the Sponsor, the Processing Agent, the Trust or any of their agents shall be liable to any person for rejecting a Redemption Order. (e) The Sponsor may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponement. (f) Prior to the transmission by of the Processing Agent via facsimile or electronic mail message of confirmation of Trustee’s acceptance thereofas specified above, a Redemption Order will only represent the Redeeming Authorized Participant’s unilateral offer to surrender deposit Baskets in exchange for redemption the Redeemed Baskets specified in such Redemption Order a Delivery of Gold and will have no binding effect upon the Trust, the Processing Agent Trust or any other party. Upon Following the Redeeming Authorized Participanttransmission of the Trustee’s transfer of Shares to the Settlement Agent’s account at DTC, acceptance as provided in paragraph “(c)” specified above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order shall become irrevocable. (g) Provided that by 11:00 a.m. (New York time) on will be a binding agreement among the Redemption Date of a Redemption Order: (i) Trust and the Redeeming Authorized Participant has (1) Delivered for the redemption of Baskets and the Delivery of Gold pursuant to the Settlement Agent’s account at DTC terms of the total number of Shares comprising the Redeemed Baskets specified in such Redemption Order and (2) paid these Procedures. If a Redemption Order is rejected, the Transaction Fee applicable to such Redemption Order; and (ii) any other conditions Trustee shall send to the Redemption under the Trust Agreement have been satisfied, the Settlement Agent will, on such day, credit the account of the Redeeming Authorized Participant at DTC (with immediately available funds in an amount equal copy to the aggregate Order Execution Price corresponding to the total number of Redeemed Baskets specified in such Redemption Order (the “Redemption Distribution”Custodian). (h) In the event that, by 6:00 via facsimile or electronic mail message, as soon as reasonably practicable, but not later than 5:30 p.m. (New York time) on the Redemption Order Date of a Redemption Order, the Settlement Agent’s account at DTC shall not have been credited with the total number of Shares comprising the Redeemed Baskets specified in for such Redemption Order, a copy of the Trust will, corresponding Redemption Order endorsed “Declined” by the Trustee and indicating the reason. The preceding sentence notwithstanding, Redemption Orders not accepted by 5:30 p.m. (New York time) on the Order Date shall be deemed cancelled. A Redemption Order which is not properly completed will be deemed invalid and rejected by the Trustee; the Authorized Participant may submit a corrected Redemption Order within the time period specified in Section 1.09 of the Standard Terms, currently not later than the earlier of (i) deliver within fifteen (15) minutes of such contact with the Redemption Distribution but only to the extent of whole Redeemed Baskets received; and any remainder of the Redemption Distribution will be delivered on the next Business Day Authorized Participant or (ii) thirty (30) minutes after the Redemption Date to the extent of remaining whole Redeemed Baskets received if the Settlement Agent receives a fee applicable to the extension of the Redemption Date which the Processing Agent may, from time to time, determine and the remaining Redeemed Baskets to be redeemed are credited to the Trust’s DTC account on such next Business Day; andOrder Cutoff Time.

Appears in 1 contract

Samples: Authorized Participant Agreement

Redemption of Shares. Redemptions Redemption of Shares shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An Authorized Participant Participants wishing to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order with the Processing Creation and Redemption Agent on an Eligible any Business Day. Only Redemption Orders received by the Processing Creation and Redemption Agent prior to the Order Cut-Off Time on an Eligible a Business Day shall have the date of such Eligible Business Day as the Order Date. Redemption Orders received by the Processing Creation and Redemption Agent on or after the Order Cut-Off Time on an Eligible Business Day, on a any Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have as their Order Date such next Business Day. The Sponsor may, in its discretion, suspend Redemptions, or postpone the settlement date of a Redemption Order, (i) for any period during which the Exchange is closed other than for customary holidays or weekend closings or when trading is suspended or restricted, (ii) for any period during which an emergency exists as a result of which the fulfillment of a Redemption Order is not reasonably practicable; or (iii) for such next Eligible Business Dayother period as the Sponsor determines to be necessary for the protection of the Shareholders. The Sponsor will not be liable to any person or in any way for any loss or damages that may result from any such suspension or postponement. (b) For purposes of paragraph “a” Section 3.01(a) above, a Redemption Order shall be deemed "received" by the Processing Creation and Redemption Agent only when each of the following has occurred: (i) An Authorized Representative of the Redeeming Authorized Participant shall have placed a telephone call to the Creation and Redemption Line informing the Processing Creation and Redemption Agent that such Redeeming the Authorized Participant wishes to place a Redemption Order for a specified number of Baskets (the “Redeemed Baskets”); and. (ii) The Processing Creation and Redemption Agent shall have sent, via facsimile or electronic mail message, an affirmation to the Redeeming Authorized Participant that a Redemption Order for a specified number of Baskets has been received by the Processing Creation and Redemption Agent from an Authorized Representative for such Redeeming the Authorized Participant’s 's account. (c) With respect to each Redeemed Basket specified The Creation and Redemption Agent (acting in a Redemption Orderconsultation with, the Redeeming Authorized Participant shallSponsor) shall have the absolute right, not later than 6:00 p.m. but shall have no obligation, to reject any Redemption Order if: (New York timei) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Redemption Order is placed, confirm in writing to the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred determined by the Redeeming Authorized Participant from its account at DTC Creation and Redemption Agent or the Sponsor not to the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basis. (d) The Sponsor shall have the absolute right to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) the Creation and Redemption Orders Agent or the Sponsor believes that the acceptance or receipt of which the Redemption Order would have adverse tax consequences to the Trust or to owners of Shares, (iii) the acceptance or receipt of the Redemption Order would, in the opinion of counsel to the Sponsor result in a violation of lawSponsor, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placedbe unlawful, or (iv) Redemption Orders received during any period in which if circumstances make transactions in, or settlement or Delivery of, Shares or components outside of the Portfolio impossible or impractical. None control of the Sponsor, Sponsor or the Processing Agent, Creation and Redemption Agent make it for all practical purposes not feasible to process Redemption Orders. Neither the Trust or any of their agents Creation and Redemption Agent nor the Sponsor shall be liable to any person for rejecting a Redemption Order. . Should the Creation and Redemption Agent (eacting in consultation with, the Sponsor) The Sponsor may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a elect to accept such Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponement. (f) Prior it shall communicate its decision to the transmission Authorized Participant by sending to the Processing Agent Authorized Participant, via facsimile or electronic mail message of message, no later than 10:00 a.m. (New York time) on the same Business Day for such Redemption Order, a confirmation of the Creation and Redemption Agent's acceptance thereofof the Redemption Order. Prior to the transmission of the Creation and Redemption Agent's confirmation of acceptance, a Redemption Order will only represent the Redeeming Authorized Participant’s 's unilateral offer to surrender for redemption redeem the Redeemed Baskets Shares specified in such Redemption Order in exchange for the related Basket Payment and will have no binding effect upon the Trust, the Processing Sponsor, the Creation and Redemption Agent or any other party. Upon the Redeeming Authorized Participant’s transfer delivery of Shares to the Settlement Agent’s account at DTC, as provided in paragraph “(c)” above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in any such confirmation of acceptance of a Redemption Order in accordance with the foregoing, the Trust and the Authorized Participant shall become irrevocablebe bound thereby and each of the Authorized Participant, the Trust, the Sponsor and the Creation and Redemption Agent shall be bound by the terms of these Procedures, the Authorized Participant Agreement and the Trust Agreement applicable to it with respect to such Redemption Order. After the calculation of NAV on the Order Date for a Redemption Order, the Creation and Redemption Agent shall communicate the amount of the Basket Payment to be paid by the Trust to the Authorized Participant by sending a facsimile or electronic mail message to the Authorized Participant no later than 7:00 p.m. (New York time) on the Order Date of a Redemption Order. (gd) Provided that by 11:00 a.m. (New York time) on the Redemption first Business Day following the Order Date of a Redemption Order: (i) the Redeeming Authorized Participant has (1) Delivered delivered to the Settlement Creation and Redemption Agent’s 's account at DTC the total number of Shares comprising the Redeemed Baskets specified in to be redeemed by such Redemption Order and (2) paid the Transaction Fee applicable Authorized Participant pursuant to such Redemption Order; and (ii) any other conditions to the Redemption redemption under the Trust Agreement have been satisfied, the Settlement Creation and Redemption Agent will, as applicable, on such day, at the locations and in the amounts specified in the communication sent in compliance with Section 3.01(c) above, credit the account(s) of the redeeming Authorized Participant specified in such confirmation with the applicable Basket Payment. Upon such Delivery, the Creation and Redemption Agent will then cancel the Shares so redeemed on behalf of the Trust. (e) In connection with any Redemption Order, the Authorized Participant authorizes the Creation and Redemption Agent to deduct the Applicable Transaction Fee from the applicable Basket Payment credited to the applicable account of the Redeeming redeeming Authorized Participant at DTC with immediately available funds in an amount equal to the aggregate Order Execution Price corresponding to the total number of Redeemed Baskets specified in such Redemption Order (the “Redemption Distribution”)Participant. (hf) In Unless the Sponsor has agreed with the Authorized Participant to extend the settlement date of a Redemption Order until the second Business Day following the Order Date of a Redemption Order, in the event that, by 6:00 p.m. 11:00 a.m. (New York time) on the Redemption first Business Day following the Order Date of a Redemption OrderOrder governed by Section 3.01(d) above, the Settlement Creation and Redemption Agent’s 's account at DTC shall not have been credited with the total number of Shares comprising corresponding to the Redeemed total number of Baskets specified in to be redeemed pursuant to such Redemption Order, the Trust will, (i) deliver Sponsor may, or cause the Creation and Redemption Distribution but only Agent to, cancel such Redemption Order and will send via fax or electronic mail message notice of such cancellation to the extent of whole Redeemed Baskets received; and any remainder of the Redemption Distribution will be delivered on the next Business Day after the Redemption Date to the extent of remaining whole Redeemed Baskets received if the Settlement Agent receives a fee applicable to the extension of the Redemption Date which the Processing Agent may, from time to time, determine respective Authorized Participant and the remaining Redeemed Baskets to be redeemed are credited to the Trust’s DTC account on such next Business Day; andCreation and Redemption Agent.

Appears in 1 contract

Samples: Authorized Participant Agreement (Wilshire wShares Enhanced Gold Trust)

Redemption of Shares. Redemptions of Shares shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An Authorized Participant wishing to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order with At any time during the Processing Agent on an Eligible Business Day. Redemption Orders received by the Processing Agent prior to the Order Cutone-Off Time on an Eligible Business Day shall have year period after the date of such Eligible Business Day issuance of the Shares, the Seller (or its designee) may, at its option, redeem the Shares, in whole but not in part, out of funds legally available therefor by paying the Redemption Price (as hereafter defined) in cash for each of the “Order Date”Shares then redeemed. Redemption Orders received by References to the Processing Agent on or after Seller in this Section 1.6 shall include any designee of the Order Cut-Off Time on an Eligible Business Day, on a Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have as their Order Date the date of such next Eligible Business DaySeller. (b) For purposes of paragraph “a” above, a The Redemption Order Price under this Section 1.6 shall be deemed “received” by the Processing Agent only when each of the following has occurred: (i) An Authorized Representative of the Redeeming Authorized Participant shall have placed a telephone call equal to the Creation and Redemption Line informing the Processing Agent that such Redeeming Authorized Participant wishes $1.00 per Share, subject to place a Redemption Order adjustment for a specified number of Baskets (the “Redeemed Baskets”); and (ii) The Processing Agent shall have sentany stock split, via facsimile stock dividend, recapitalization, combination or electronic mail message, an affirmation to the Redeeming Authorized Participant that a Redemption Order for a specified number of Baskets has been received by the Processing Agent from an Authorized Representative for such Redeeming Authorized Participant’s accountadjustment. (c) With respect to each Redeemed Basket specified in a Redemption Order, the Redeeming Authorized Participant shall, not later than 6:00 p.m. (New York time) Notice of any proposed redemption of the next Business Day following the Order Date or Shares pursuant to this Section 1.6 shall be given by the end of such later Business Day, not Seller to exceed three Business Days after the Order Buyer at least 5 days prior to date on which it proposes to redeem the stock (the "Redemption Date, as agreed ") pursuant to between the Authorized Participant terms and the Settlement Agent when conditions set forth in Section 1.6(a) hereof. Such notice shall state the Redemption Order is placed, confirm in writing Date to which such notice relates and shall call upon the Buyer to surrender to the Settlement Agent that Seller on said Redemption Date at the place designated in the notice the certificate or certificates representing the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basisredeemed. (d) The Sponsor On or before the Redemption Date, the Buyer shall have surrender the absolute right certificate or certificates evidencing the Shares to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) Redemption Orders Seller at the acceptance of which would, place designated in the opinion notice and shall thereupon be entitled to receive payment of counsel the Redemption Price therefor. The Redemption Price shall be payable to the Sponsor result in a violation of law, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) order of the next Business Day following the Order Date or by the end of such later Business DayBuyer, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placed, or (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, Shares or components of the Portfolio impossible or impractical. None of the Sponsor, the Processing Agent, the Trust or any of their agents each surrendered certificate shall be liable to any person for rejecting a Redemption Ordercancelled. (e) The Sponsor mayOn or prior to the Redemption Date, in its discretionthe Seller shall deposit the Redemption Price of all of the Shares with BRFG as a trust fund for the benefit of the Buyer, suspend with irrevocable instructions and authority to BRFG to pay the right of redemption, Redemption Price for such shares to Buyer on or postpone after the Redemption Date upon receipt of a Redemption Order, (1) for any period during which NYSE Arca notification from the Seller that the Buyer has surrendered its share certificate or any exchange on which certificates to the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponementSeller. (f) Prior to the transmission by the Processing Agent via facsimile or electronic mail message of confirmation of acceptance thereof, a Redemption Order will only represent the Redeeming Authorized Participant’s unilateral offer to surrender for redemption the Redeemed Baskets specified in such Redemption Order From and will have no binding effect upon the Trust, the Processing Agent or any other party. Upon the Redeeming Authorized Participant’s transfer of Shares to the Settlement Agent’s account at DTC, as provided in paragraph “(c)” above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order shall become irrevocable. (g) Provided that by 11:00 a.m. (New York time) on after the Redemption Date (unless default be made by the Seller in payment of a Redemption Order: (i) the Redeeming Authorized Participant has (1) Delivered to the Settlement Agent’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in such Redemption Order and (2) paid the Transaction Fee applicable to such Redemption Order; and (ii) any other conditions to the Redemption under Price) then, notwithstanding that the Trust Agreement have been satisfied, the Settlement Agent will, on such day, credit the account certificate or certificates evidencing any of the Redeeming Authorized Participant at DTC with immediately available funds in an amount equal to the aggregate Order Execution Price corresponding to the total number of Redeemed Baskets specified in such Redemption Order (the “Redemption Distribution”). (h) In the event that, by 6:00 p.m. (New York time) on the Redemption Date of a Redemption Order, the Settlement Agent’s account at DTC Shares so called for redemption shall not have been credited surrendered, all rights of the Buyer with respect to the total number Shares so called for redemption shall forthwith after such date cease and terminate, except only the right of Shares comprising the Redeemed Baskets specified in such Redemption Order, the Trust will, (i) deliver Buyer to receive the Redemption Distribution but only to the extent Price upon surrender of whole Redeemed Baskets received; and any remainder of the Redemption Distribution will be delivered on the next Business Day after the Redemption Date to the extent of remaining whole Redeemed Baskets received if the Settlement Agent receives a fee applicable to the extension of the Redemption Date which the Processing Agent may, from time to time, determine and the remaining Redeemed Baskets to be redeemed are credited to the Trust’s DTC account on such next Business Day; andits certificate or certificates therefor."

Appears in 1 contract

Samples: Purchase Agreement (International Assets Holding Corp)

Redemption of Shares. Redemptions Redemption of Shares of a specified Trust shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An a. Authorized Participant Participants wishing to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order with the Processing Agent Trustee no later than 3:59:59 p.m. (New York time) on an Eligible any Business Day. Redemption Orders received by the Processing Agent prior to the Order Cut-Off Time on an Eligible Business Day shall have the date of such Eligible Business Day as the “Order Date”. Redemption Orders received by the Processing Agent Trustee on or after the Order Cut-Off Time on an Eligible Business Day, on a any Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have as their Order Date the date of such next Eligible Business Day. (b) b. For purposes of paragraph “a” above, a Redemption Order shall be deemed “received” by the Processing Agent Trustee only when each either of the following has occurred:occurred no later than 3:59:59 p.m. (New York time): (i) Telephone/fax Order. - An Authorized Representative of the Redeeming Authorized Participant shall have placed a telephone call to the Trustee’s Creation and Redemption Line Line, or (ii) Web-based Order. – An Authorized Representative shall have accessed the Trustee’s online services (xxx.xxxxxxxxxxx.xxxxxxxx.xxx) in either case informing the Processing Agent Trustee that such Redeeming the Authorized Participant wishes to place a Redemption Order for a specified number of Baskets (and within one hour following such telephone call the “Redeemed Baskets”); and (ii) The Processing Agent Trustee shall have sentreceived, via facsimile or electronic mail message, an affirmation to the Redeeming Authorized Participant that a duly completed, irrevocable Redemption Order for a specified number of Baskets has been received executed by the Processing Agent from an Authorized Representative for of such Redeeming Authorized Participant’s account. (c) With respect to each Redeemed Basket specified in c. Upon receipt of a valid Redemption Order, the Redeeming Authorized Participant shall, not later than 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not Trustee shall send to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Redemption Order is placed, confirm in writing (with copy to the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basis. (d) The Sponsor shall have the absolute right to reject any Redemption OrderCustodian), including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) Redemption Orders the acceptance of which would, in the opinion of counsel to the Sponsor result in a violation of law, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placed, or (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, Shares or components of the Portfolio impossible or impractical. None of the Sponsor, the Processing Agent, the Trust or any of their agents shall be liable to any person for rejecting a Redemption Order. (e) The Sponsor may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponement. (f) Prior to the transmission by the Processing Agent via facsimile or electronic mail message of confirmation of acceptance thereofmessage, a Redemption Order will only represent the Redeeming Authorized Participant’s unilateral offer to surrender for redemption the Redeemed Baskets specified in such Redemption Order and will have no binding effect upon the Trust, the Processing Agent or any other party. Upon the Redeeming Authorized Participant’s transfer of Shares to the Settlement Agent’s account at DTC, as provided in paragraph “(c)” above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order shall become irrevocable. (g) Provided that by 11:00 a.m. later than 5:00 p.m. (New York time) on the Order Date for such Redemption Order a copy of the corresponding Redemption Order endorsed “Accepted” by the Trustee and indicating the Basket Amount that the Custodian shall Deliver to the Authorized Participant in respect of each Basket being redeemed. d. Provided that by 4:00 p.m. (New York time) on the second Business Day following the Order Date of a Redemption Order, the Trustee shall have confirmed in writing to the Custodian that: (i) the Redeeming Authorized Participant has (1) Delivered to the Settlement AgentTrustee’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in to be redeemed by such Redemption Order and (2) paid the Transaction Fee applicable Authorized Participant pursuant to such Redemption Order; (ii) the Authorized Participant has paid or agreed to pay the Trustee a per order transaction fee of US$500; (iii) the Authorized Participant has agreed to pay, or reimburse the Custodian or the Trust the amount of, any applicable taxes (including VAT) which is or becomes due in connection with the Delivery of Relevant Bullion to the Authorized Participant; and (iiiv) any other conditions to the Redemption redemption under the Trust Agreement have been satisfied, the Settlement Agent willCustodian will on the next following London Business Day Deliver, on such dayas applicable to the specific Redemption Order, credit unallocated Silver or Gold loco London or unallocated Platinum or Palladium loco Zurich in the amounts specified in the communication sent in compliance with paragraph “c” above, to the account of indicated by the Redeeming redeeming Authorized Participant at DTC with immediately available funds in an amount equal to the aggregate Order Execution Price corresponding to the total number of Redeemed Baskets specified in such its Redemption Order (which shall be an appropriate a bullion account in London with an LBMA member or LPPM member, as applicable for the “Redemption Distribution”type of Bullion involved). Having made such Delivery, the Custodian will send written confirmation thereof to the Trustee who will then cancel the Shares so redeemed. (h) e. In all other cases, Delivery must be completed by the Custodian as soon as, in the reasonable judgment of the Custodian, it is practicable following receipt of written confirmation from the Trustee as described in clauses “i” to “iv” of paragraph “d” above. f. The foregoing provisions notwithstanding, the Custodian shall not be liable for any failure or delay in making Delivery of Bullion in respect of a Redemption Order arising from nuclear fission or fusion, radioactivity, war, terrorist event, invasion, insurrection, civil commotion, riot, strike, act of government, public authority or act of God, or a similar cause that is beyond the Custodian’s control. In the event of any such delay, the time to complete Delivery in respect of a Redemption Order will be extended for a period equal to that during which the inability to perform continues. g. In the event that, by 6:00 4:00 p.m. (New York time) on the Redemption second Business Day following the Order Date of a Redemption Order, the Settlement AgentTrustee’s account at DTC shall not have been credited with the total number of Shares comprising corresponding to the Redeemed total number of Baskets specified in to be redeemed pursuant to such Redemption Order, the Trust will, Trustee (iin consultation with the Sponsor) deliver the will cancel such Redemption Distribution but only Order and will send via fax or electronic mail message notice of such cancellation to the extent of whole Redeemed Baskets received; respective Authorized Participant and any remainder of the Redemption Distribution Custodian. h. The Custodian is not a clearing bank for platinum and palladium and will be delivered reliant on its Zurich clearing agent in Zurich to credit its own account at that bank in order to effect creations and redemptions of Shares involving Platinum or Palladium. In the next Business Day after the Redemption Date to the extent case of remaining whole Redeemed Baskets received if the Settlement Agent receives a fee applicable to the extension of the Redemption Date which the Processing Agent mayredemptions, from time to time, determine and the remaining Redeemed Baskets it may take longer than three business days for Platinum or Palladium to be redeemed are credited to such account and if so the Trust’s DTC account on such next Business Day; andsettlement will be delayed.

Appears in 1 contract

Samples: Authorized Participant Agreement (Etfs Silver Trust)

Redemption of Shares. Redemptions Redemption of Shares shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An Authorized Participant Participants wishing to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order with the Processing Creation and Redemption Agent on an Eligible any Business Day. Only Redemption Orders received by the Processing Creation and Redemption Agent prior to the Order Cut-Off Time on an Eligible a Business Day shall have the date of such Eligible Business Day as the Order Date. Redemption Orders received by the Processing Creation and Redemption Agent on or after the Order Cut-Off Time on an Eligible Business Day, on a any Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have as their Order Date such next Business Day. Redemption Orders are not accepted if the LBMA Gold Price PM or other applicable benchmark price is not announced on that Business Day. The Sponsor may, in its discretion, suspend Redemptions, or postpone the settlement date of a Redemption Order, (i) for any period during which the Exchange is closed other than for customary holidays or weekend closings or when trading is suspended or restricted, (ii) for any period during which an emergency exists as a result of which the fulfillment of a Redemption Order is not reasonably practicable; (iii) when the Trust needs additional time to transfer additional unallocated gold that can be delivered to a redeeming Authorized Participant; or (iv) for such next Eligible Business Dayother period as the Sponsor determines to be necessary for the protection of the Shareholders. The Sponsor will not be liable to any person or in any way for any loss or damages that may result from any such suspension or postponement. (b) For purposes of paragraph “a” Section 3.01(a) above, a Redemption Order shall be deemed “received” by the Processing Creation and Redemption Agent only when each of the following has occurred: (i) An Authorized Representative of the Redeeming Authorized Participant Person shall have either (1) placed a telephone call to the Creation and Redemption Line informing the Processing Creation and Redemption Agent that such Redeeming the Authorized Participant wishes to place a Redemption Order for a specified number of Baskets Baskets, which is confirmed by a faxed order form within 15 minutes of the telephone call; or (2) placed a Redemption Order through the “Redeemed Baskets”); andelectronic order entry system portal BNYM ETF Center Interface, the use of which shall be subject to the terms and conditions of the Order Entry System Terms and Conditions attached hereto as Annex I. (ii) The Processing Creation and Redemption Agent shall have sent, via facsimile or electronic mail message, an affirmation sent a confirmation to the Redeeming Authorized Participant that a Redemption Order for a specified number of Baskets has been received by the Processing Creation and Redemption Agent from an Authorized Representative Person for such Redeeming the Authorized Participant’s account. THE AUTHORIZED PARTICIPANT SHOULD NOTE THAT WHEN THE TELEPHONIC METHOD OF SUBMITTING ORDERS IS USED, THE TELEPHONE CALL IN WHICH THE ORDER NUMBER IS ISSUED INITIATES THE ORDER PROCESS BUT DOES NOT ALONE CONSTITUTE THE ORDER. A TELEPHONIC ORDER OR REQUEST CAN ONLY COMPLETED AND PROCESSED UPON RECEIPT OF THE FAXED ORDER FORM SUBMISSION. (c) With respect to each Redeemed Basket specified The Creation and Redemption Agent (acting in a Redemption Orderconsultation with, the Redeeming Authorized Participant shallSponsor) shall have the absolute right, not later than 6:00 p.m. but shall have no obligation, to reject any Redemption Order if: (New York timei) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Redemption Order is placed, confirm in writing to the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred determined by the Redeeming Authorized Participant from its account at DTC Creation and Redemption Agent or the Sponsor not to the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basis. (d) The Sponsor shall have the absolute right to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) the Creation and Redemption Orders Agent or the Sponsor believes that the acceptance or receipt of which the Redemption Order would have adverse tax consequences to the Trust or to owners of Shares, (iii) the acceptance or receipt of the Redemption Order would, in the opinion of counsel to the Sponsor result in a violation of lawSponsor, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placedbe unlawful, or (iv) Redemption Orders received during any period in which if circumstances make transactions in, or settlement or Delivery of, Shares or components outside of the Portfolio impossible or impractical. None control of the Sponsor, Sponsor or the Processing Agent, Creation and Redemption Agent make it for all practical purposes not feasible to process Redemption Orders. Neither the Trust or any of their agents Creation and Redemption Agent nor the Sponsor shall be liable to any person for rejecting a Redemption Order. (e) The Sponsor may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponement. (f) Prior to the transmission by of the Processing Agent via facsimile or electronic mail message of Creation and Redemption Agent’s confirmation of acceptance thereofacceptance, a Redemption Order will only represent the Redeeming Authorized Participant’s unilateral offer to surrender for redemption redeem the Redeemed Baskets Shares specified in such Redemption Order in exchange for the related Basket Gold Amount and will have no binding effect upon the Trust, the Processing Sponsor, the Creation and Redemption Agent or any other party. Upon the Redeeming Authorized Participant’s transfer delivery of Shares to the Settlement Agent’s account at DTC, as provided in paragraph “(c)” above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in any such confirmation of acceptance of a Redemption Order in accordance with the foregoing, the Trust and the Authorized Participant shall become irrevocable.be bound thereby and each of the Authorized Participant, the Trust, the Sponsor and the Creation and Redemption Agent shall be bound by the terms of these Procedures, the Authorized Participant Agreement and the Trust Agreement applicable to it with respect to such Redemption Order. After the calculation of NAV on the Order Date for a Redemption Order, the Creation and Redemption Agent shall communicate the amount of the Basket Gold Amount to be paid by the Trust to the Authorized Participant no later than [7:00 p.m. (New York time) on the Order Date of a Redemption Order].4 (gd) Provided that by 11:00 [9:30 a.m. (New York time) on the Redemption first Business Day following the Order Date of a Redemption Order:Order]:5 (i) the Redeeming Authorized Participant has (1) Delivered delivered to the Settlement Creation and Redemption Agent’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in to be redeemed by such Redemption Order and (2) paid the Transaction Fee applicable Authorized Participant pursuant to such Redemption Order; and (ii) the Creation and Redemption Agent shall have received the Applicable Transaction Fee from the Authorized Participant, and the Authorized Participant shall have paid or agreed to pay, or reimbursed or agreed to reimburse, the Trust the amount of any and all taxes, governmental charges and other fees and expenses payable in connection with the transfer of the Basket Gold Amount to the Authorized Participant’s account and the Delivery of Shares; (iii) any other conditions to the Redemption redemption under the Trust Agreement have been satisfied, the Settlement Creation and Redemption Agent will, as applicable, on such day, credit at the account locations and in the amounts specified in the confirmation sent in compliance with Section 3.01(c) above, instruct the Custodian to transfer the applicable Basket Gold Amount to the account(s) of the Redeeming redeeming Authorized Participant at DTC with immediately available funds in an amount equal to the aggregate Order Execution Price corresponding to the total number of Redeemed Baskets specified in such confirmation. Upon such Delivery, the Creation and Redemption Order (Agent will then cancel the “Redemption Distribution”)Shares so redeemed on behalf of the Trust. (he) In Unless the Sponsor has agreed with the Authorized Participant to extend the settlement date of a Redemption Order until the third Business Day following the Order Date of a Redemption Order, in the event that, by 6:00 p.m. [9:00 a.m. (New York time) on the Redemption second Business Day following the Order Date of a Redemption OrderOrder]6 governed by Section 3.01(d) above, the Settlement Creation and Redemption Agent’s account at DTC shall not have been credited with the total number of Shares comprising corresponding to the Redeemed total number of Baskets specified in to be redeemed pursuant to such Redemption Order, the Trust will, (i) deliver the Redemption Distribution but only to the extent of whole Redeemed Baskets received; and any remainder of the Redemption Distribution will be delivered on the next Business Day after the Redemption Date to the extent of remaining whole Redeemed Baskets received if the Settlement Agent receives a fee applicable to the extension of the Redemption Date which the Processing Agent Sponsor may, from time to timeor cause the Creation and Redemption Agent to, determine cancel such Redemption Order and the remaining Redeemed Baskets to be redeemed are credited to the Trust’s DTC account on such next Business Day; andwill send via fax or

Appears in 1 contract

Samples: Authorized Participant Agreement (Sprott ESG Gold ETF)

Redemption of Shares. Redemptions of Shares shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An Authorized Participant wishing to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order with the Processing Agent on an Eligible Business Day. Redemption Orders received by the Processing Agent prior to the Order Cut-Off Time on an Eligible Business Day shall have the date of such Eligible Business Day as the “Order Date”. Redemption Orders received by the Processing Agent on or after the Order Cut-Off Time on an Eligible Business Day, on a Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have as their Order Date the date of such next Eligible Business Day. (b) For purposes of paragraph “a” above, a Redemption Order shall be deemed “received” by the Processing Agent only when each of the following has occurred: (i) An Authorized Representative Pursuant to Article 7 of the Redeeming Authorized Participant shall have placed SCA Articles, (1) Class I Common Shares are redeemable for cash at the option of the holder, provided that, at the option of Accenture SCA, any redemption price that becomes payable to a telephone call holder of Class I Common Shares who becomes such a shareholder after May 31, 2001 (i.e., including the Transferee) (referred to in said Article 7 as a “Subsequent Limited Shareholder”) may, at the option of Accenture SCA, be paid in cash or in Class A Common Shares of Accenture Ltd, and (2) Accenture SCA has the right, at its option, to redeem Class I Common Shares held by any Subsequent Limited Shareholder if Accenture SCA receives a satisfactory opinion from an internationally recognized counsel or professional tax advisor that such redemption should be tax-free with respect to such Subsequent Limited Shareholder. In consideration of Accenture SCA’s consent to the Creation Transfer of the Transferred Shares to Transferee and Redemption Line informing the Processing Agent other agreements contained herein, the Transferee hereby waives any requirement for the delivery of such tax opinion required by Article 7 of the SCA Articles and agrees that Accenture SCA may redeem the Transferred Shares without the delivery of such Redeeming Authorized Participant wishes to place a Redemption Order for a specified number of Baskets (the “Redeemed Baskets”); andtax opinion. (ii) The Processing Agent shall have sent, via facsimile or electronic mail message, an affirmation to the Redeeming Authorized Participant that a Redemption Order for a specified number of Baskets has been received by the Processing Agent from an Authorized Representative for such Redeeming Authorized Participant’s account. (c) With respect to each Redeemed Basket specified in a Redemption Order, the Redeeming Authorized Participant shall, not later than 6:00 p.m. (New York time) of the next Business Day following the Order Date Without limitation on or by the end provisions of Section 4(b)(i) above, the Transferee agrees that the redemption price payable in connection with any redemption of such later Business DayTransferee’s Transferred Shares pursuant to Article 7 of the SCA Articles may, not to exceed three Business Days after at the Order Dateoption of Accenture SCA, be paid in cash or in Class A Common Shares of Accenture Ltd, as agreed to between the Authorized Participant and the Settlement Agent when the Redemption Order such redemption price is placed, confirm calculated in writing to the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basis. (d) The Sponsor shall have the absolute right to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) Redemption Orders the acceptance of which would, in the opinion of counsel to the Sponsor result in a violation of law, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied accordance with the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placed, or (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, Shares or components of the Portfolio impossible or impractical. None of the Sponsor, the Processing Agent, the Trust or any of their agents shall be liable to any person for rejecting a Redemption Ordersaid Article 7. (e) The Sponsor may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponement. (f) Prior to the transmission by the Processing Agent via facsimile or electronic mail message of confirmation of acceptance thereof, a Redemption Order will only represent the Redeeming Authorized Participant’s unilateral offer to surrender for redemption the Redeemed Baskets specified in such Redemption Order and will have no binding effect upon the Trust, the Processing Agent or any other party. Upon the Redeeming Authorized Participant’s transfer of Shares to the Settlement Agent’s account at DTC, as provided in paragraph “(c)” above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order shall become irrevocable. (g) Provided that by 11:00 a.m. (New York time) on the Redemption Date of a Redemption Order: (i) the Redeeming Authorized Participant has (1) Delivered to the Settlement Agent’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in such Redemption Order and (2) paid the Transaction Fee applicable to such Redemption Order; and (ii) any other conditions to the Redemption under the Trust Agreement have been satisfied, the Settlement Agent will, on such day, credit the account of the Redeeming Authorized Participant at DTC with immediately available funds in an amount equal to the aggregate Order Execution Price corresponding to the total number of Redeemed Baskets specified in such Redemption Order (the “Redemption Distribution”). (hiii) In the event thatTransferred Shares are redeemed, in accordance with Article 7 of the SCA Articles, in exchange for Class A Common Shares of Accenture Ltd, Accenture SCA and the Transferee agree that Accenture Ltd shall succeed to the rights of Accenture SCA under this Agreement with respect to the Class A Common Shares received in exchange for such Transferred Shares, and the Transferee agrees that it shall be bound by 6:00 p.m. (New York time) on the Redemption Date terms, conditions and restrictions of a Redemption Orderthis Agreement with respect to the Class A Common Shares, as if such rights, terms, conditions and restrictions had been made specifically applicable to Accenture Ltd, the Settlement Agent’s account at DTC shall not have been credited with the total number of Shares comprising the Redeemed Baskets specified in such Redemption Order, the Trust will, (i) deliver the Redemption Distribution but only to the extent of whole Redeemed Baskets received; and any remainder of the Redemption Distribution will be delivered on the next Business Day after the Redemption Date to the extent of remaining whole Redeemed Baskets received if the Settlement Agent receives a fee applicable to the extension of the Redemption Date which the Processing Agent may, from time to time, determine Transferee and the remaining Redeemed Baskets Class A Common Shares, and the Transferee agrees to execute such additional documents and take such further action at the request of Accenture Ltd as may be redeemed are credited reasonably necessary to confirm or effectuate the Trust’s DTC account on such next Business Day; andprovisions of this Section 4(b)(iii).

Appears in 1 contract

Samples: Transfer Agreement (Accenture LTD)

Redemption of Shares. Redemptions of Whenever the Company shall be permitted and shall elect to redeem Shares shall take place only in integral numbers of Baskets in compliance accordance with the following rules: provisions of the applicable Certificate, it shall (a) An Authorized Participant wishing unless otherwise agreed to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order in writing with the Processing Agent on an Eligible Business Day. Redemption Orders received by the Processing Agent prior Depositary) give or cause to be given to the Order Cut-Off Time on an Eligible Business Day shall have Depositary not less than thirty (30) days’ written notice of the date of such Eligible Business Day proposed redemption of Shares and of the number of such Shares held by the Depositary to be so redeemed and the applicable redemption price, as set forth in the applicable Certificate, which notice shall be accompanied by a certificate from the Company stating that such redemption of Shares is in accordance with the provisions of the applicable Certificate. Notice of redemption of Shares will also be given by the Company by publication in a newspaper of general circulation in the County of Los Angeles and the City of New York, such publication to be made once a week for two successive weeks commencing not less than thirty (30) nor more than sixty (60) days’ prior to the redemption date, and the Depositary will publish a notice of redemption of the Depositary Shares containing the same type of information and in the same manner as the “Order Date”Company’s notice of redemption. Redemption Orders received by the Processing Agent on or after the Order Cut-Off Time on an Eligible Business Day, on a Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have as their Order Date On the date of such next Eligible Business Day. (b) For purposes of paragraph “a” aboveredemption, a Redemption Order provided that the Company shall then have paid or caused to be deemed “received” by paid in full to the Processing Agent only when each Depositary the redemption price of the following has occurred: (i) An Authorized Representative of the Redeeming Authorized Participant shall have placed a telephone call Shares to be redeemed, plus an amount equal to any accrued and unpaid dividends thereon to the Creation and Redemption Line informing the Processing Agent that such Redeeming Authorized Participant wishes to place a Redemption Order date fixed for a specified number of Baskets (the “Redeemed Baskets”); and (ii) The Processing Agent shall have sent, via facsimile or electronic mail message, an affirmation to the Redeeming Authorized Participant that a Redemption Order for a specified number of Baskets has been received by the Processing Agent from an Authorized Representative for such Redeeming Authorized Participant’s account. (c) With respect to each Redeemed Basket specified in a Redemption Order, the Redeeming Authorized Participant shall, not later than 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Redemption Order is placed, confirm in writing to the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basis. (d) The Sponsor shall have the absolute right to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) Redemption Orders the acceptance of which wouldredemption, in the opinion of counsel to the Sponsor result in a violation of law, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied accordance with the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) the applicable Certificate, the Depositary shall redeem the number of Depositary Shares representing such Shares. The Depositary shall mail notice of the next Business Day following Company’s redemption of Shares and the Order Date or proposed simultaneous redemption of the number of Depositary Shares representing the Shares to be redeemed by first-class mail, postage prepaid, not less than twenty-five (25) and not more than 60 days prior to the end date fixed for redemption of such later Business Day, not Shares and Depositary Shares (the “Redemption Date”) to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placed, or (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, Shares or components record holders of the Portfolio impossible or impractical. None Receipts evidencing the Depositary Shares to be so redeemed, at the address of such Holders as they appear on the records of the Sponsor, Depositary; but neither failure to mail any such notice of redemption of Depositary Shares to one or more such holders nor any defect in any notice of redemption of Depositary Shares to one or more such holders shall affect the Processing Agent, the Trust or any of their agents shall be liable to any person for rejecting a Redemption Order. (e) The Sponsor may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation sufficiency of the Trust’s assets is not reasonably practicable, or (3) proceedings for such redemption as to the other period as Holders. The Company will provide the Processing Agent determines to be Depositary with the information necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable Depositary to any person for prepare such suspension or postponement. (f) Prior to the transmission by the Processing Agent via facsimile or electronic mail message of confirmation of acceptance thereof, a Redemption Order will only represent the Redeeming Authorized Participant’s unilateral offer to surrender for redemption the Redeemed Baskets specified in notice and each such Redemption Order and will have no binding effect upon the Trust, the Processing Agent or any other party. Upon the Redeeming Authorized Participant’s transfer of Shares to the Settlement Agent’s account at DTC, as provided in paragraph “(c)” above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order notice shall become irrevocable. (g) Provided that by 11:00 a.m. (New York time) on the Redemption Date of a Redemption Order: state: (i) the Redeeming Authorized Participant has (1) Delivered to the Settlement Agent’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in such Redemption Order and (2) paid the Transaction Fee applicable to such Redemption OrderDate; and (ii) any other conditions to the Redemption under the Trust Agreement have been satisfiedclass, the Settlement Agent will, on such day, credit the account of the Redeeming Authorized Participant at DTC with immediately available funds in an amount equal to the aggregate Order Execution Price corresponding to the total series and number of Redeemed Baskets specified in such Redemption Order (the “Redemption Distribution”). (h) In the event that, by 6:00 p.m. (New York time) on the Redemption Date of a Redemption Order, the Settlement Agent’s account at DTC shall not have been credited with the total number of Depositary Shares comprising the Redeemed Baskets specified in such Redemption Order, the Trust will, (i) deliver the Redemption Distribution but only to the extent of whole Redeemed Baskets received; and any remainder of the Redemption Distribution will be delivered on the next Business Day after the Redemption Date to the extent of remaining whole Redeemed Baskets received if the Settlement Agent receives a fee applicable to the extension of the Redemption Date which the Processing Agent may, from time to time, determine and the remaining Redeemed Baskets to be redeemed and, if less than all the Depositary Shares of a particular class or series held by any such holder are credited to be redeemed, the Trust’s DTC account on number of such next Business DayDepositary Shares of such class or series held by such holder to be so redeemed; and(iii) the applicable redemption price per Depositary Share;

Appears in 1 contract

Samples: Master Deposit Agreement (Agree Realty Corp)

Redemption of Shares. Redemptions Redemption of Shares shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An a. Authorized Participant Participants wishing to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order with the Processing Transfer Agent no later than the Order Cutoff Time on an Eligible any Business Day. Redemption Orders received by the Processing Agent prior to the Order Cut-Off Time on an Eligible Business Day shall have the date of such Eligible Business Day as the “Order Date”. Redemption Orders received by the Processing Transfer Agent on or after the Order Cut-Off Cutoff Time on an Eligible Business Day, on a any Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have as their Order Date the date of such next Eligible Business Day. (b) b. For purposes of paragraph “a” Section 3.01a. above, a Redemption Order shall be deemed “received” by the Processing Transfer Agent only when each either of the following has occurredoccurred no later than the Order Cutoff Time: (i) Telephone/fax Order — An Authorized Representative of the Redeeming Authorized Participant shall have placed a telephone call to the Trust’s Creation and Redemption Line and has received an Order Number from the Transfer Agent for insertion in the Redemption Order, or (ii) Web-based Order — An Authorized Representative shall have accessed the Trust’s online services nxxxx.xxxxxxxxx.xxx. in either case informing the Processing Transfer Agent that such Redeeming the Authorized Participant wishes to place a Redemption Order for a specified number of Baskets (and, in the “Redeemed Baskets”); and (ii) The Processing case of a telephone order, within 15 minutes following such telephone call the Transfer Agent shall have sentreceived a duly completed, irrevocable Redemption Order in the form set out in Annex I to these Procedures executed by an Authorized Representative of such Authorized Participant, via facsimile at the number specified in such Annex I. c. The Transfer Agent shall provide a written summary to the Sponsor and the Custodian of all accepted Redemption Orders for such Order Date no later than 6:30 p.m. (New York time). d. Upon receipt of a properly completed Redemption Order, the Transfer Agent shall send to the Authorized Participant (with copy to the Custodian), via facsimile or electronic mail message, an affirmation to the Redeeming Authorized Participant that a Redemption Order for a specified number of Baskets has been received by the Processing Agent from an Authorized Representative for such Redeeming Authorized Participant’s account. (c) With respect to each Redeemed Basket specified in a Redemption Orderas soon as reasonably practicable, the Redeeming Authorized Participant shall, but not later than 6:00 6:30 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Redemption Order is placed, confirm in writing to the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basis. (d) The Sponsor shall have the absolute right to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) Redemption Orders the acceptance of which would, in the opinion of counsel to the Sponsor result in a violation of law, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placed, or (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, Shares or components of the Portfolio impossible or impractical. None of the Sponsor, the Processing Agent, the Trust or any of their agents shall be liable to any person for rejecting a Redemption Order. (e) The Sponsor may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponement. (f) Prior to the transmission by the Processing Agent via facsimile or electronic mail message of confirmation of acceptance thereof, a Redemption Order will only represent the Redeeming Authorized Participant’s unilateral offer to surrender for redemption the Redeemed Baskets specified in such Redemption Order and will have no binding effect upon the Trust, the Processing Agent or any other party. Upon the Redeeming Authorized Participant’s transfer of Shares to the Settlement Agent’s account at DTC, as provided in paragraph “(c)” above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order shall become irrevocable. (g) Provided that by 11:00 a.m. (New York time) on the Order Date for such Redemption Order a copy of the corresponding Redemption Order endorsed “Accepted” by the Transfer Agent and, in the case of an In-Kind Redemption Order, indicating the Basket Amount that the Custodian shall Deliver to the Authorized Participant (or its designee), or in the case of a Cash Redemption Order, the Required Cash Amount that the Transfer Agent shall deliver to the Authorized Participant, in respect of each Basket being redeemed. e. The Transfer Agent shall on the Business Day following the Order Date of a Redemption Order: (i) Order confirm in writing to the Redeeming Sponsor that the Authorized Participant has (1) Delivered to the Settlement AgentTrust’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in to be redeemed by such Authorized Participant pursuant to such Redemption Order and (2) has paid the Transaction Fee applicable to such Redemption Order; and (ii) any other Transfer Agent a per order transaction fee. Provided that the Sponsor has received written confirmation from the Transfer Agent that the conditions to the Redemption under the Trust Agreement set forth in Section 3.01e. above have been satisfied, the Settlement Agent willSponsor shall, on such daythe same Business Day: (1) in the case of an In-Kind Redemption Order, credit Deliver, through the account Custodian, the Basket Amount specified in the communication sent in compliance with Section 3.01d. above, to the Bitcoin Network address indicated by the Authorized Participant in its Redemption Order; or (2) in the case of a Cash Redemption Order, the Transfer Agent shall distribute to the Authorized Participant the Required Cash Amount. In the case of an In-Kind Redemption Order, the Bitcoin Network address indicated by the redeeming Authorized Participant shall be properly formatted and in the control of the Redeeming Authorized Participant at DTC with immediately available funds in an amount equal or its designee for receipt of bitcoin. As between the Trust, Transfer Agent, Sponsor and Custodian, on the one hand, and the Authorized Participant (and any of its agents, intermediaries or designees) on the other hand, the Authorized Participant shall be solely responsible for delivery to the aggregate Order Execution Price corresponding Transfer Agent of the correct Bitcoin Network address for receipt of the Basket Amount. Having caused such Delivery, the Custodian shall send written confirmation thereof to the total number Sponsor, and the Sponsor shall deliver to the Transfer Agent who shall then cancel the Shares so redeemed. f. In all other cases involving an In-Kind Redemption Order, Delivery must be completed by the Custodian as soon as, in the reasonable judgment of Redeemed Baskets specified the Custodian, it is practicable following receipt of written confirmation from the Transfer Agent that the conditions set forth in such clauses (i) and (ii) of Section 3.01e. above have been satisfied. g. The foregoing provisions notwithstanding, none of the Trust, the Transfer Agent, the Sponsor, or the Custodian shall be liable for any failure or delay in making Delivery of bitcoin or the Required Cash Amount in respect of a Redemption Order (arising from nuclear fission or fusion, radioactivity, war, terrorist event, invasion, insurrection, civil commotion, riot, strike, act of government, public authority, public service or utility problems, power outages resulting in telephone, telecopy and computer failures, act of God such as fires, floods, extreme weather conditions, pandemics, market conditions or activities causing trading halts, delays, systems failures involving computer, network, blockchain or other information systems affecting the Trust, the Transfer Agent, the Sponsor or the Custodian and similar extraordinary events beyond the Transfer Agent’s control. Furthermore, the Trust, the Transfer Agent, the Sponsor or the Custodian shall not be liable to the Authorized Participant for any delay or cancellation of a Redemption Distribution”). (h) Order due to a technical or security issue relating to the Bitcoin Network or the Custodian’s security system or a hard fork of the Bitcoin Network. In the event thatof any such delay, by 6:00 p.m. (New York time) the time to complete Delivery in respect of a Redemption Order will be extended for a period equal to that during which the inability to perform continues. h. In the event that on the Redemption Business Day following the Order Date of a Redemption Order, the Settlement AgentTrust’s account at DTC shall not have been credited with the total number of Shares comprising the Redeemed Baskets specified in such Redemption Order, the Trust will, (i) deliver the Redemption Distribution but only corresponding to the extent total number of whole Redeemed Baskets received; and any remainder of the Redemption Distribution will be delivered on the next Business Day after the Redemption Date to the extent of remaining whole Redeemed Baskets received if the Settlement Agent receives a fee applicable to the extension of the Redemption Date which the Processing Agent may, from time to time, determine and the remaining Redeemed Baskets to be redeemed are credited pursuant to such Redemption Order the Transfer Agent shall send to the Authorized Participant, the Sponsor and the Custodian via fax or electronic mail message notice of such fact and the Authorized Participant shall have two (2) Business Days following receipt of such notice to correct such failure. If such failure is not cured within such two (2) Business Day period, the Transfer Agent (in consultation with the Sponsor) will cancel such Redemption Order and will send via fax or electronic mail message notice of such cancellation to the Authorized Participant and the Custodian, and the Authorized Participant will be solely responsible for all costs incurred by the Trust’s DTC account on such next Business Day; and, the Transfer Agent, the Sponsor or the Custodian related to the cancelled Order. i. The redemption of Shares may be suspended or rejected under the circumstances specified in the applicable Prospectus.

Appears in 1 contract

Samples: Authorized Participant Agreement (Bitwise Bitcoin ETF)

Redemption of Shares. Redemptions Redemption of Shares of a specified Trust shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An a. Authorized Participant Participants wishing to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order with the Processing Agent Trustee no later than 3:59:59 p.m. (New York time) on an Eligible any Business Day. Redemption Orders received by the Processing Agent prior to the Order Cut-Off Time on an Eligible Business Day shall have the date of such Eligible Business Day as the “Order Date”. Redemption Orders received by the Processing Agent Trustee on or after the Order Cut-Off Cutoff Time on an Eligible Business Day, on a any Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have as their Order Date the date of such next Eligible Business Day. (b) b. For purposes of paragraph “a” Section 3.01a. above, a Redemption Order shall be deemed “received” by the Processing Agent Trustee only when each either of the following has occurred:occurred no later than 3:59:59 p.m. (New York time): (i) Telephone/fax Order – An Authorized Representative of the Redeeming Authorized Participant shall have placed a telephone call to the Trustee’s Creation and Redemption Line and has received an Order Number from the Trustee for insertion in the Redemption Order, or (ii) Web-based Order – An Authorized Representative shall have accessed the Trustee’s online services (wxx.xxxxxxxxxxx.xxxxxxxx.xxx) in either case informing the Processing Agent Trustee that such Redeeming the Authorized Participant wishes to place a Redemption Order for a specified number of Baskets (and, in the “Redeemed Baskets”); and (ii) The Processing Agent case of a telephone order, within 15 minutes following such telephone call the Trustee shall have sentreceived a duly completed, irrevocable Redemption Order in the form set out in Annex I to these Procedures executed by an Authorized Representative of such Authorized Participant, via facsimile at the number specified in such Annex I. c. Upon receipt of a properly completed Redemption Order, the Trustee shall send to the Authorized Participant (with copy to the Custodian), via facsimile or electronic mail message, an affirmation to the Redeeming Authorized Participant that a Redemption Order for a specified number of Baskets has been received by the Processing Agent from an Authorized Representative for such Redeeming Authorized Participant’s account. (c) With respect to each Redeemed Basket specified in a Redemption Orderas soon as reasonably practicable, the Redeeming Authorized Participant shall, but not later than 6:00 5:30 p.m. (New York time) of the next Business Day following on the Order Date or for such Redemption Order a copy of the corresponding Redemption Order endorsed “Accepted” by the end of such later Business Day, not Trustee and indicating the Basket Amount that the Custodian shall Deliver to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Redemption Order is placed, confirm in writing to the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basis. (d) The Sponsor shall have the absolute right to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) Redemption Orders the acceptance of which would, in the opinion of counsel to the Sponsor result in a violation of law, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Dayeach Basket being redeemed d. The Trustee shall, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placed, or (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, Shares or components of the Portfolio impossible or impractical. None of the Sponsor, the Processing Agent, the Trust or any of their agents shall be liable to any person for rejecting a Redemption Order. (e) The Sponsor may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponement. (f) Prior to the transmission by the Processing Agent via facsimile or electronic mail message of confirmation of acceptance thereof, a Redemption Order will only represent the Redeeming Authorized Participant’s unilateral offer to surrender for redemption the Redeemed Baskets specified in such Redemption Order and will have no binding effect upon the Trust, the Processing Agent or any other party. Upon the Redeeming Authorized Participant’s transfer of Shares to the Settlement Agent’s account at DTC, as provided in paragraph “(c)” above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order shall become irrevocable. (g) Provided that by 11:00 a.m. (New York time) on the second Business Day following the Order Date of a Redemption Order, confirm in writing to the Custodian whether each of the following has occurred by 10:00 a.m. (New York time) on the second Business Day following the Order Date of a Redemption Order: (i) the Redeeming Authorized Participant has (1) Delivered to the Settlement AgentTrustee’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in to be redeemed by such Redemption Order and (2) paid the Transaction Fee applicable Authorized Participant pursuant to such Redemption Order; and (ii) any other the Authorized Participant has paid or agreed to pay the Trustee a per order transaction fee of US$500, if applicable. Provided that the Custodian has received written confirmation from the Trustee that the conditions to the Redemption under the Trust Agreement set forth in clauses (i) and (ii) of Section 3.01d. above have been satisfied, the Settlement Agent willCustodian shall: (1) on the same Business Day, on such dayDeliver: • unallocated Silver loco London; • unallocated Gold loco London; • unallocated Gold loco Zurich (for the abrdn Gold ETF Trust only); • unallocated Platinum loco Zurich; • unallocated Platinum loco London; • unallocated Palladium loco Zurich; and/or • unallocated Palladium loco London (as applicable to the specific Redemption Order) in the amounts specified in the communication sent in compliance with Section 3.01c. above, credit to the account of indicated by the Redeeming redeeming Authorized Participant at DTC with immediately available funds in an amount equal to the aggregate Order Execution Price corresponding to the total number of Redeemed Baskets specified in such its Redemption Order (which shall be an appropriate bullion account with an LBMA member or LPPM member, as applicable for the “Redemption Distribution”type of Bullion involved). Having made such Delivery, the Custodian shall send written confirmation thereof to the Trustee who shall then cancel the Shares so redeemed. e. In all other cases, Delivery must be completed by the Custodian as soon as, in the reasonable judgment of the Custodian, it is practicable following receipt of written confirmation from the Trustee that the conditions set forth in clauses (hi) and (ii) of Section 3.01d. above have been satisfied. f. The foregoing provisions notwithstanding, neither the Trustee nor the Custodian shall be liable for any failure or delay in making Delivery of Bullion in respect of a Redemption Order arising from nuclear fission or fusion, radioactivity, war, terrorist event, invasion, insurrection, civil commotion, riot, strike, act of government, public authority, public service or utility problems, power outages resulting in telephone, telecopy and computer failures, act of God such as fires, floods, extreme weather conditions, market conditions or activities causing trading halts, systems failures involving computer or other information systems affecting a Trust, the Trustee, the Custodian or sub-custodian, metal clearing bank delays and similar extraordinary events beyond the Trustee’s control. In the event of any such delay, the time to complete Delivery in respect of a Redemption Order will be extended for a period equal to that during which the inability to perform continues. g. In the event that, by 6:00 p.m. 10:00 a.m. (New York time) on the Redemption second Business Day following the Order Date of a Redemption Order, the Settlement AgentTrustee’s account at DTC shall not have been credited with the total number of Shares comprising corresponding to the Redeemed total number of Baskets specified in to be redeemed pursuant to such Redemption Order, the Trust will, (i) deliver the Redemption Distribution but only Trustee shall send to the extent Authorized Participant and the Custodian via fax or electronic mail message notice of whole Redeemed Baskets received; such fact and any remainder the Authorized Participant shall have two (2) Business Days following receipt of such notice to correct such failure. If such failure is not cured within such two (2) Business Day period, the Trustee (in consultation with the Sponsor) will cancel such Redemption Distribution Order and will send via fax or electronic mail message notice of such cancellation to the Authorized Participant and the Custodian, and the Authorized Participant will be delivered on solely responsible for all costs incurred by the next Business Day after Trust, the Redemption Date Trustee or the Custodian related to the extent of remaining whole Redeemed Baskets received if cancelled Order. The Trustee is authorized to Deliver the Settlement Agent receives Basket Amount for a fee applicable to Redemption Order notwithstanding that the extension of the Redemption Date which the Processing Agent may, from time to time, determine and the remaining Redeemed Baskets Basket(s) to be redeemed are not credited to the TrustTrustee’s DTC account by 10:00 a.m. (New York time) on the second Business Day following the Order Date of a Redemption Order if the Authorized Participant has collateralized its obligation to deliver the Baskets through DTC’s book entry system on such next Business Day; andterms as the Sponsor and the Trustee may from time to time agree upon. h. The redemption of Shares may be suspended or rejected under the circumstances specified in the applicable Prospectus.

Appears in 1 contract

Samples: Authorized Participant Agreement (Abrdn Silver ETF Trust)

Redemption of Shares. Redemptions Redemption of Shares of a specified Trust shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An a. Authorized Participant Participants wishing to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order with the Processing Agent Trustee no later than 3:59:59 p.m. (New York time) on an Eligible any Business Day. Redemption Orders received by the Processing Agent prior to the Order Cut-Off Time on an Eligible Business Day shall have the date of such Eligible Business Day as the “Order Date”. Redemption Orders received by the Processing Agent Trustee on or after the Order Cut-Off Cutoff Time on an Eligible Business Day, on a any Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have as their Order Date the date of such next Eligible Business Day. (b) b. For purposes of paragraph “a” Section 3.01a. above, a Redemption Order shall be deemed “received” by the Processing Agent Trustee only when each either of the following has occurred:occurred no later than 3:59:59 p.m. (New York time): (i) Telephone/fax Order – An Authorized Representative of the Redeeming Authorized Participant shall have placed a telephone call to the Trustee’s Creation and Redemption Line and has received an Order Number from the Trustee for insertion in the Redemption Order, or (ii) Web-based Order – An Authorized Representative shall have accessed the Trustee’s online services (xxx.xxxxxxxxxxx.xxxxxxxx.xxx) in either case informing the Processing Agent Trustee that such Redeeming the Authorized Participant wishes to place a Redemption Order for a specified number of Baskets (and, in the “Redeemed Baskets”); and (ii) The Processing Agent case of a telephone order, within 15 minutes following such telephone call the Trustee shall have sentreceived a duly completed, irrevocable Redemption Order in the form set out in Annex I to these Procedures executed by an Authorized Representative of such Authorized Participant, via facsimile at the number specified in such Annex I. c. Upon receipt of a properly completed Redemption Order, the Trustee shall send to the Authorized Participant (with copy to the Custodian), via facsimile or electronic mail message, an affirmation to the Redeeming Authorized Participant that a Redemption Order for a specified number of Baskets has been received by the Processing Agent from an Authorized Representative for such Redeeming Authorized Participant’s account. (c) With respect to each Redeemed Basket specified in a Redemption Orderas soon as reasonably practicable, the Redeeming Authorized Participant shall, but not later than 6:00 5:30 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Redemption Order is placed, confirm in writing to the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basis. (d) The Sponsor shall have the absolute right to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) Redemption Orders the acceptance of which would, in the opinion of counsel to the Sponsor result in a violation of law, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placed, or (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, Shares or components of the Portfolio impossible or impractical. None of the Sponsor, the Processing Agent, the Trust or any of their agents shall be liable to any person for rejecting a Redemption Order. (e) The Sponsor may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponement. (f) Prior to the transmission by the Processing Agent via facsimile or electronic mail message of confirmation of acceptance thereof, a Redemption Order will only represent the Redeeming Authorized Participant’s unilateral offer to surrender for redemption the Redeemed Baskets specified in such Redemption Order and will have no binding effect upon the Trust, the Processing Agent or any other party. Upon the Redeeming Authorized Participant’s transfer of Shares to the Settlement Agent’s account at DTC, as provided in paragraph “(c)” above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order shall become irrevocable. (g) Provided that by 11:00 a.m. (New York time) on the Order Date for such Redemption Order a copy of the corresponding Redemption Order endorsed “Accepted” by the Trustee and indicating the Basket Amount that the Custodian shall Deliver to the Authorized Participant in respect of each Basket being redeemed. d. The Trustee shall, by the Trustee’s close of business on the second Business Day following the Order Date of a Redemption Order, confirm in writing to the Custodian whether each of the following has occurred: (i) the Redeeming Authorized Participant has (1) Delivered to the Settlement AgentTrustee’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in to be redeemed by such Redemption Order and (2) paid the Transaction Fee applicable Authorized Participant pursuant to such Redemption Order; and (ii) any other the Authorized Participant has paid or agreed to pay the Trustee a per order transaction fee of US$500, if applicable. Provided that the Custodian has received written confirmation from the Trustee that the conditions to the Redemption under the Trust Agreement set forth in clauses (i) and (ii) of Section 3.01d. above have been satisfied, the Settlement Agent willCustodian shall, on such daythe next following London Business Day, credit Deliver, as applicable to the specific Redemption Order, unallocated Silver loco London or unallocated Gold, Platinum or Palladium loco Zurich or loco London in the amounts specified in the communication sent in compliance with Section 3.01c. above, to the account of indicated by the Redeeming redeeming Authorized Participant at DTC with immediately available funds in an amount equal to the aggregate Order Execution Price corresponding to the total number of Redeemed Baskets specified in such its Redemption Order (which shall be an appropriate bullion account in London with an LBMA member or LPPM member, as applicable for the “Redemption Distribution”type of Bullion involved). Having made such Delivery, the Custodian shall send written confirmation thereof to the Trustee who shall then cancel the Shares so redeemed. e. In all other cases, Delivery must be completed by the Custodian as soon as, in the reasonable judgment of the Custodian, it is practicable following receipt of written confirmation from the Trustee that the conditions set forth in clauses (hi) and (ii) of Section 3.01d. above have been satisfied. f. The foregoing provisions notwithstanding, neither the Trustee nor the Custodian shall be liable for any failure or delay in making Delivery of Bullion in respect of a Redemption Order arising from nuclear fission or fusion, radioactivity, war, terrorist event, invasion, insurrection, civil commotion, riot, strike, act of government, public authority, public service or utility problems, power outages resulting in telephone, telecopy and computer failures, act of God such as fires, floods, extreme weather conditions, market conditions or activities causing trading halts, systems failures involving computer or other information systems affecting a Trust, the Trustee, the Custodian or sub-custodian and similar extraordinary events beyond the Trustee’s control. In the event of any such delay, the time to complete Delivery in respect of a Redemption Order will be extended for a period equal to that during which the inability to perform continues. g. In the event that, by 6:00 4:00 p.m. (New York time) on the Redemption second Business Day following the Order Date of a Redemption Order, the Settlement AgentTrustee’s account at DTC shall not have been credited with the total number of Shares comprising corresponding to the Redeemed total number of Baskets specified in to be redeemed pursuant to such Redemption Order, the Trust will, (i) deliver the Redemption Distribution but only Trustee shall send to the extent Authorized Participant and the Custodian via fax or electronic mail message notice of whole Redeemed Baskets received; such fact and any remainder the Authorized Participant shall have two (2) Business Days following receipt of such notice to correct such failure. If such failure is not cured within such two (2) Business Day period, the Trustee (in consultation with the Sponsor) will cancel such Redemption Distribution Order and will send via fax or electronic mail message notice of such cancellation to the Authorized Participant and the Custodian, and the Authorized Participant will be delivered on solely responsible for all costs incurred by the next Business Day after Trust, the Redemption Date Trustee or the Custodian related to the extent cancelled Order. h. The Custodian is not a clearing bank for platinum and palladium and will be reliant on its clearing agent in Zurich to credit its own account at that bank in order to effect creations and redemptions of remaining whole Redeemed Baskets received if Shares involving Platinum or Palladium. In the Settlement Agent receives a fee applicable to the extension case of the Redemption Date which the Processing Agent mayredemptions, from time to time, determine and the remaining Redeemed Baskets it may take longer than three business days for Platinum or Palladium to be redeemed are credited to such account and if so the Trust’s DTC account on such next Business Day; andsettlement will be delayed. i. The redemption of Shares may be suspended under the circumstances specified in the applicable Prospectus.

Appears in 1 contract

Samples: Authorized Participant Agreement (ETFS Gold Trust)

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Redemption of Shares. Redemptions of Paired Shares of each Fund shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An Authorized Participant Participants wishing to redeem one or more Baskets (of such Authorized Participant, a “Redeeming Authorized Participant”) Fund shall place a Redemption Order with the Processing Transfer Agent no later than the Order Cut-Off Time for such Fund on an Eligible any Business Day. Redemption Orders received by the Processing Agent prior to the Order Cut-Off Time on an Eligible Business Day shall have the date of such Eligible Business Day as the “Order Date”. Redemption Orders received by the Processing Transfer Agent on or after the Order Cut-Off Time for such Fund on an Eligible Business Day, on a any Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered deemed received at the opening of business on the next Eligible Business Day and shall have as their Order Date the date of such next Eligible Business Day. (b) For purposes of paragraph (a) above, a Redemption Order shall be deemed “received” by the Processing Transfer Agent only when each either of the following has occurredoccurred no later than one second before the Order Cut-Off Time: (i) Telephone/Fax Order – An Authorized Representative of the Redeeming Authorized Participant shall have placed a telephone call to the Transfer Agent’s Creation and Redemption Line informing the Processing Transfer Agent that such Redeeming the Authorized Participant wishes to place a Redemption Order for a specified number of Baskets (and requesting the “Redeemed Baskets”); Transfer Agent provide an Order Number, which the Transfer Agent shall provide, and (ii) The Processing , within one hour following such telephone call, the Transfer Agent shall have sentreceived, via facsimile or electronic mail message, an affirmation to the Redeeming Authorized Participant that a duly completed, irrevocable Redemption Order for a specified number of Baskets has been received including the Order Number previously provided by the Processing Transfer Agent from and executed by an Authorized Representative for of such Redeeming Authorized Participant, or (ii) Web-based Order – An Authorized Representative shall have placed such Redemption Order through the Transfer Agent’s accountonline services ([WEBSITE]). (c) With respect to each Redeemed Basket specified in Upon receipt of a valid Redemption Order, the Redeeming Transfer Agent shall send to the Authorized Participant shallsubmitting such Redemption Order, not via facsimile or electronic mail message, a copy of such Redemption Order endorse with the word “Accepted” by the Sponsor no later than 6:00 [5:00] p.m. (New York time) of on the next Business Day following date the Order Date or by Transfer Agent receives such acceptance from the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Sponsor. Such Redemption Order is placed, confirm in writing to shall indicate: (i) the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to which the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basis.shall deliver the Paired Shares corresponding to each Basket to be redeemed; (d) The Sponsor shall have the absolute right to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) Redemption Orders the acceptance of which would, in aggregate Cash Amount that the opinion of counsel Fund shall deliver to the Sponsor result in a violation of law, Authorized Participant as consideration for the Basket(s) subject to the Redemption Order; (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with Transaction Fee due to the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placed, or applicable Fund’s custodian; and (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, the number of Basket(s) and number of Up Shares or components and Down Shares of the Portfolio impossible or impractical. None of Fund to be redeemed under the Sponsor, the Processing Agent, the Trust or any of their agents shall be liable to any person for rejecting a Redemption Order. (e) The Sponsor may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponement. (f) Prior to the transmission by of the Processing Agent via facsimile or electronic mail message of confirmation of acceptance thereofas specified above, a Redemption Order will only represent the Redeeming submitting Authorized Participant’s unilateral offer to surrender deposit the Baskets of Shares in exchange for redemption the Redeemed Baskets specified in such Redemption Order aggregate Cash Amount and will have no binding effect upon the Trust, any Fund, the Processing Sponsor, the Transfer Agent or any other party. Upon the Redeeming Authorized Participant’s transfer of Shares to the Settlement Agent’s account at DTC, as provided in paragraph “(c)” above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order shall become irrevocablePerson. (gd) Provided that by 11:00 a.m. No later than [12:00 noon] (New York time) on T+3, or on such earlier date and time as the Sponsor in its sole discretion may agree, the Authorized Participant shall deliver the Paired Shares corresponding to each Basket of the Redemption Date Order to the account of a the Fund by credit to the account at DTC identified for such purpose in the acceptance of the Redemption Order. (e) On T+3, or on such earlier date and time as the Sponsor in its sole discretion may agree, simultaneously with receipt of the Paired Shares corresponding to each Basket of the Redemption Order, the Fund shall pay the aggregate Cash Amount set forth in the acceptance of the Redemption Order to the account of the Authorized Participant via either (1) the CNS clearing process of NSCC, as such processes have been enhanced to effect creations and redemptions of Baskets, or (2) the facilities of DTC on a DVP basis; provided that, prior to such payment: (i) the Redeeming Authorized Participant has (1) Delivered paid or agreed to pay the Settlement Agentapplicable Fund’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in such Redemption Order and (2) paid custodian the Transaction Fee applicable to such Redemption OrderFee; and (ii) any other conditions to the Redemption redemption under the Trust Agreement shall have been satisfied, the Settlement Agent will, on such day, credit the account of the Redeeming Authorized Participant at DTC with immediately available funds in an amount equal to the aggregate Order Execution Price corresponding to the total number of Redeemed Baskets specified in such Redemption Order (the “Redemption Distribution”). (h) In the event that, by 6:00 p.m. (New York time) on the Redemption Date of a Redemption Order, the Settlement Agent’s account at DTC shall not have been credited with the total number of Shares comprising the Redeemed Baskets specified in such Redemption Order, the Trust will, (i) deliver the Redemption Distribution but only to the extent of whole Redeemed Baskets received; and any remainder of the Redemption Distribution will be delivered on the next Business Day after the Redemption Date to the extent of remaining whole Redeemed Baskets received if the Settlement Agent receives a fee applicable to the extension of the Redemption Date which the Processing Agent may, from time to time, determine and the remaining Redeemed Baskets to be redeemed are credited to the Trust’s DTC account on such next Business Day; and

Appears in 1 contract

Samples: Authorized Participant Agreement (AccuShares Commodities Trust I)

Redemption of Shares. Redemptions Redemption of Shares shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An Authorized Participant Participants wishing to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order with the Processing Agent Trustee prior to the Order Cutoff Time on an Eligible any Business Day. Redemption Orders received by the Processing Agent prior to the Order Cut-Off Time on an Eligible Business Day shall have the date of such Eligible Business Day as the “Order Date”. Redemption Orders received by the Processing Agent Trustee on or after the Order Cut-Off Cutoff Time on an Eligible Business Day, on a any Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have as their Order Date the date of such next Eligible Business Daycancelled. (b) For purposes of paragraph “a” Section 3.01a. above, a Redemption Order shall be deemed “received” by the Processing Agent Trustee only when each either of the following has occurredoccurred prior to the Order Cutoff Time: (i) Telephone/fax Order – An Authorized Representative of the Redeeming Authorized Participant shall have placed a telephone call to the Trustee’s Creation and Redemption Line and has received an Order Number from the Trustee for insertion in the Redemption Order, or (ii) Web-based Order – An Authorized Representative shall have accessed the Trustee’s online services (xxxxx://xxxxxxx.xxxxxxxxx.xxx), the use of which is subject to the terms and conditions of the Order Entry System Terms and Conditions set forth on Annex II to these Procedures, and placed a Redemption Order. in either case informing the Processing Agent Trustee that such Redeeming the Authorized Participant wishes to place a Redemption Order for a specified number of Baskets (and, in the “Redeemed Baskets”); and (ii) The Processing Agent case of a telephone order, within 15 minutes following such telephone call, the Trustee shall have sentreceived a duly completed, irrevocable Redemption Order in the form set out in Annex I to these Procedures executed by an Authorized Representative of such Authorized Participant, via facsimile at the number specified in such Annex I or electronic mail message, an affirmation via email at the address specified in such Annex I. The Trustee shall provide a written summary to the Redeeming Authorized Participant that a Sponsor and the Custodian of all accepted Redemption Order for a specified number of Baskets has been received by the Processing Agent from an Authorized Representative Orders for such Redeeming Authorized Participant’s accountOrder Date no later than 5:30 p.m. (New York time). (c) With respect to each Redeemed Basket specified in Upon receipt of a properly completed Redemption Order, the Redeeming Trustee shall send to the Authorized Participant shall(with copy to the Custodian), via facsimile or email message, as soon as reasonably practicable, but not later than 6:00 5:30 p.m. (New York time) of the next Business Day following on the Order Date or for such Redemption Order a copy of the corresponding Redemption Order endorsed “Accepted” by the end of such later Business Day, not Trustee and indicating the Basket Gold Amount that the Custodian shall Deliver to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Redemption Order is placed, confirm in writing to the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basis. (d) The Sponsor shall have the absolute right to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) Redemption Orders the acceptance of which would, in the opinion of counsel to the Sponsor result in a violation of law, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placed, or (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, Shares or components of the Portfolio impossible or impracticaleach Basket being redeemed. None of the Sponsor, the Processing Agent, the Trust or any of their agents shall be liable to any person for rejecting a Redemption Order. (e) The Sponsor may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponement. (f) Prior to the transmission by of the Processing Agent via facsimile or electronic mail message of confirmation of Trustee’s acceptance thereofas specified above, a Redemption Order will only represent the Redeeming Authorized Participant’s unilateral offer to surrender deposit Baskets in exchange for redemption the Redeemed Baskets specified in such Redemption Order a Delivery of Gold and will have no binding effect upon the Trust, the Processing Agent Trust or any other party. Upon Following the Redeeming Authorized Participanttransmission of the Trustee’s transfer of Shares to the Settlement Agent’s account at DTC, acceptance as provided in paragraph “(c)” specified above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order will be a binding agreement among the Trust and the Authorized Participant for the redemption of Baskets and the Delivery of Gold pursuant to the terms of the Redemption Order and these Procedures. If a Redemption Order is rejected, the Trustee shall become irrevocable. send to the Authorized Participant (g) Provided that by 11:00 a.m. with copy to the Custodian), via facsimile or email message, as soon as reasonably practicable, but not later than 5:30 p.m. (New York time) on the Order Date for such Redemption Order, a copy of the corresponding Redemption Order endorsed “Declined” by the Trustee. The preceding sentence notwithstanding, Redemption Orders not accepted by 5:30 p.m. (New York time) on the Order Date shall be deemed cancelled. A Redemption Order which is not properly completed will be deemed invalid and rejected by the Trustee; the Authorized Participant may submit a corrected Redemption Order within the time period specified in Section 1.09 of the Standard Terms, currently within fifteen (15) minutes of such contact with the Authorized Participant, provided that the corrected Redemption Order must be received by the Trustee prior to the Order Cutoff Time. (d) The Trustee shall, by 9:30 a.m. New York time on the second Business Day following the Order Date of a Redemption Order, confirm in writing to the Custodian whether each of the following has occurred: (i) the Redeeming Authorized Participant has (1) Delivered by 9:00 a.m. New York time on the second Business Day following the Order Date to the Settlement AgentTrustee’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in to be redeemed by such Redemption Order and (2) paid the Transaction Fee applicable Authorized Participant pursuant to such Redemption Order; and (ii) the Trustee shall have received the applicable Transaction Fee from the Authorized Participant, and the Authorized Participant shall have paid or agreed to pay, or reimbursed or agreed to reimburse, the Custodian, the Trustee and the Trust the amount of any and all taxes, governmental charges and fees payable in connection with the transfer of Gold and the Delivery of Shares, as well as any expense associated with the Delivery of Gold other conditions than by credit to an account of the Authorized Participant maintained on an Unallocated Basis by the Custodian or a LBMA Gold clearing bank approved by the Custodian. Upon the Delivery of the total number of Shares to be redeemed to the Redemption under Trustee’s account at DTC and the Trust Agreement satisfaction of the conditions set forth in clause (ii) of Section 3.01d, the Trustee shall cancel such Shares in accordance with its usual practice. Provided that the Custodian has received written confirmation from the Trustee that the conditions set forth in clauses (i) and (ii) of Section 3.01d. above have been satisfied, the Settlement Agent willCustodian shall, by 4:00 p.m. London time (usually 11:00 a.m. New York time) on such daythe second Business Day following the Order Date, credit Deliver, as applicable to the specific Redemption Order, unallocated Gold in the amounts specified in the communication sent in compliance with Section 3.01c. above, to the account of indicated by the Redeeming redeeming Authorized Participant at DTC with immediately available funds in an amount equal to the aggregate Order Execution Price corresponding to the total number of Redeemed Baskets specified in such its Redemption Order (which shall be the “Redemption Distribution”AP Account). Having made such Delivery, the Custodian shall send written confirmation thereof to the Trustee. The Authorized Participant shall bear all risk of any loss from the time the Gold is transferred from the Trust Unallocated Metal Account to the AP Account. (he) In all other cases, Delivery must be completed by the Custodian as soon as, in the reasonable judgment of the Custodian, it is practicable following receipt of written confirmation from the Trustee that the conditions set forth in clauses (i) and (ii) of Section 3.01d. above have been satisfied. (f) The foregoing provisions notwithstanding, neither the Trustee nor the Custodian shall be liable for any failure or delay in making Delivery of Gold in respect of a Redemption Order arising from nuclear fission or fusion, radioactivity, war, terrorist event, invasion, insurrection, civil commotion, riot, strike, act of government, public authority, public service or utility problems, power outages resulting in telephone, telecopy and computer failures, act of God such as fires, floods or extreme weather conditions, market conditions or activities causing trading halts, systems failures involving computer or other information systems affecting the Trust, the Trustee, the Custodian or sub-custodian and similar extraordinary events beyond the Custodian’s and the Trustee’s reasonable control. In the event of any such delay, the time to complete Delivery in respect of a Redemption Order will be extended for a period equal to that during which the inability to perform continues. (g) In the event that, by 6:00 p.m. 9:00 a.m. (New York time) on the Redemption second Business Day following the Order Date of a Redemption Order, the Settlement AgentTrustee’s account at DTC shall not have been credited with the total number of Shares comprising corresponding to the Redeemed total number of Baskets specified in to be redeemed pursuant to such Redemption Order, the Trustee shall send to the Authorized Participant and the Custodian via fax or email message notice of such fact and the Authorized Participant shall have two (2) Business Days following receipt of such notice to correct such failure. If such failure is not cured within such two (2) Business Day period, the Trustee (in consultation with the Sponsor) will cancel such Redemption Order and will send via fax or email message notice of such cancellation to the Authorized Participant and the Custodian, and the Authorized Participant will be solely responsible for all damages, losses, costs and expenses incurred by the Trust, the Sponsor, the Trustee or the Custodian related to the cancelled Order. (h) The redemption of Shares may be suspended or rejected under the circumstances specified in the Trust will,Agreement, these Procedures or the Standard Terms. (i) deliver Except as provided in Sections 3.01c., 3.01g. and the Redemption Distribution but only to the extent of whole Redeemed Baskets received; and any remainder Standard Terms, none of the Trustee, the Sponsor or the Custodian are under any duty to give notification of any defects or irregularities in any Redemption Distribution will be delivered on Order or the next Business Day after the Redemption Date to the extent of remaining whole Redeemed Baskets received if the Settlement Agent receives a fee applicable to the extension Delivery of the Redemption Date which Shares, and shall not incur any liability for the Processing Agent may, from time failure to time, determine and the remaining Redeemed Baskets to be redeemed are credited to the Trust’s DTC account on give any such next Business Day; andnotification.

Appears in 1 contract

Samples: Authorized Participant Agreement (Goldman Sachs Physical Gold ETF)

Redemption of Shares. Redemptions The Company is authorised to redeem Class II Common Shares or any series thereof at the request of the General Partner and upon the written approval of the Supervisory Board in accordance with the procedures laid down in Article 16 hereto. If the redemption of the Class II Common Shares or of a series thereof will be done in the context of or accompanied by a share capital reduction of the Company, the redemption of Class II Common Shares or a series thereof must in addition be approved by a resolution at a meeting of Shareholders passed by a two thirds majority of those present and voting including the consent of the General Partner. Subject to any contractual restrictions on Transfer by a holder set forth in any contract or agreement to which the Company or any of its affiliates is a party, Class I Common Shares shall take place only in integral numbers be redeemable for cash at the option of Baskets in compliance with the following rules: (a) An Authorized Participant wishing to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order with the Processing Agent on an Eligible Business Day. Redemption Orders received holder by the Processing Agent prior giving of irrevocable notice of an election for redemption to the Order Cut-Off Time on an Eligible Business Day Company. Notwithstanding the preceding paragraph, at the option of the Company represented by the General Partner, the redemption price payable to any Limited Shareholder that becomes a Limited Shareholder after May 31, 2001 (or such other date that the Supervisory Board shall have declare to be the date of the consummation of the Accenture group of companies' transition to a corporate structure) (a "Subsequent Limited Shareholder") in connection with any redemption under this Article 7 may be paid in cash or in Accenture Ltd Class A Common Shares and any holder and the Company may agree that the Company may redeem such Eligible Business Day holder's Class I Common Shares for different consideration. At the request of the General Partner, the Company is authorised to redeem any Class I Common Share or any series held by any Subsequent Limited Shareholder for Accenture Ltd Class A Common Shares if the Company receives a satisfactory opinion from an internationally recognized counsel or professional tax advisor that such redemption should be tax-free with respect to such Subsequent Limited Shareholder. If the redemption of the Class I Common Share will be done in the context of or accompanied by a share capital reduction of the Company, the redemption must in addition be approved by a resolution at a meeting of Shareholders passed by a two-thirds majority of those present and voting, including the consent of the General Partner. The redemption price for a Class I Common Share to be paid in Accenture Ltd Class A Common Shares shall equal a number of Accenture Ltd Class A Common Shares equal to the Valuation Ratio (as defined below). The redemption price for a Class I Common Share to be paid in cash shall equal the “Order Date”. Redemption Orders received Valuation Ratio multiplied by the Processing Agent on or after the Order Cut-Off Time on Market Price of an Eligible Business Day, on a Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have Accenture Ltd Class A Common Share (as their Order Date the date of such next Eligible Business Day. (bdefined below) For purposes of paragraph “a” above, a Redemption Order shall be deemed “received” by the Processing Agent only when each as of the U.S. trading day following has occurred: (i) An Authorized Representative the United States trading day on which the Company receives a notice of the Redeeming Authorized Participant shall have placed a telephone call an election for redemption with respect to such Class I Common Share. Notwithstanding anything to the Creation and Redemption Line informing the Processing Agent that such Redeeming Authorized Participant wishes to place a Redemption Order for a specified number of Baskets (the “Redeemed Baskets”); and (ii) The Processing Agent shall have sent, via facsimile or electronic mail message, an affirmation to the Redeeming Authorized Participant that a Redemption Order for a specified number of Baskets has been received by the Processing Agent from an Authorized Representative for such Redeeming Authorized Participant’s account. (c) With respect to each Redeemed Basket specified in a Redemption Order, the Redeeming Authorized Participant shall, not later than 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Redemption Order is placed, confirm in writing to the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basis. (d) The Sponsor shall have the absolute right to reject any Redemption Order, including without limitationcontrary, (i) Redemption Orders no redemption at the option of a holder may be made prior to the time that the Processing Agent has determined are not in proper form, Accenture Ltd Class A Common Shares shall have been listed for trading on the New York Stock Exchange and (ii) Redemption Orders the acceptance Company may refuse to honor a request for redemption at any time or during any period, including, without limitation, during a so-called "blackout period" (and the Class I Common Shares shall not be redeemable at such time or during such period), if the Company determines, based on the advice of counsel (which wouldmay be inside counsel), that there is material non-public information that may affect the Average Price Per Share (as defined below) at such time or during such period. For the purposes of the Articles of Association a Luxembourg business day shall mean a day on which banks are ordinarily open for business in the opinion City of counsel to Luxembourg, Luxembourg. The Company may adopt reasonable procedures for the Sponsor result in a violation of law, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) implementation of the next Business Day following the Order Date or by the end of such later Business Dayredemption provisions set forth in this Article 7, not to exceed three Business Days after the Order Dateincluding, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placedwithout limitation, or (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, Shares or components of the Portfolio impossible or impractical. None of the Sponsor, the Processing Agent, the Trust or any of their agents shall be liable to any person for rejecting a Redemption Order. (e) The Sponsor may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary procedures for the protection giving of owners notice of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person an election for such suspension or postponementredemption. (f) Prior to the transmission by the Processing Agent via facsimile or electronic mail message of confirmation of acceptance thereof, a Redemption Order will only represent the Redeeming Authorized Participant’s unilateral offer to surrender for redemption the Redeemed Baskets specified in such Redemption Order and will have no binding effect upon the Trust, the Processing Agent or any other party. Upon the Redeeming Authorized Participant’s transfer of Shares to the Settlement Agent’s account at DTC, as provided in paragraph “(c)” above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order shall become irrevocable. (g) Provided that by 11:00 a.m. (New York time) on the Redemption Date of a Redemption Order: (i) the Redeeming Authorized Participant has (1) Delivered to the Settlement Agent’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in such Redemption Order and (2) paid the Transaction Fee applicable to such Redemption Order; and (ii) any other conditions to the Redemption under the Trust Agreement have been satisfied, the Settlement Agent will, on such day, credit the account of the Redeeming Authorized Participant at DTC with immediately available funds in an amount equal to the aggregate Order Execution Price corresponding to the total number of Redeemed Baskets specified in such Redemption Order (the “Redemption Distribution”). (h) In the event that, by 6:00 p.m. (New York time) on the Redemption Date of a Redemption Order, the Settlement Agent’s account at DTC shall not have been credited with the total number of Shares comprising the Redeemed Baskets specified in such Redemption Order, the Trust will, (i) deliver the Redemption Distribution but only to the extent of whole Redeemed Baskets received; and any remainder of the Redemption Distribution will be delivered on the next Business Day after the Redemption Date to the extent of remaining whole Redeemed Baskets received if the Settlement Agent receives a fee applicable to the extension of the Redemption Date which the Processing Agent may, from time to time, determine and the remaining Redeemed Baskets to be redeemed are credited to the Trust’s DTC account on such next Business Day; and

Appears in 1 contract

Samples: Partnership Agreement (Accenture LTD)

Redemption of Shares. Redemptions Redemption of Shares shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An a. Authorized Participant Participants wishing to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order with the Processing Agent Trustee no later than 3:59:59 p.m. (New York time) on an Eligible any Business Day. Redemption Orders received by the Processing Agent prior to the Order Cut-Off Time on an Eligible Business Day shall have the date of such Eligible Business Day as the “Order Date”. Redemption Orders received by the Processing Agent Trustee on or after the Order Cut-Off Cutoff Time on an Eligible Business Day, on a any Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have as their Order Date the date of such next Eligible Business Day. (b) b. For purposes of paragraph “a” Section 3.01a. above, a Redemption Order shall be deemed “received” by the Processing Agent Trustee only when each either of the following has occurred:occurred no later than 3:59:59 p.m. (New York time): (i) Telephone/fax Order – An Authorized Representative of the Redeeming Authorized Participant shall have placed a telephone call to the Trustee’s Creation and Redemption Line and has received an Order Number from the Trustee for insertion in the Redemption Order, or (ii) Web-based Order – An Authorized Representative shall have accessed the Trustee’s online services (xxxx://xxxxxx.xxxxxxxxx.xxx) in either case informing the Processing Agent Trustee that such Redeeming the Authorized Participant wishes to place a Redemption Order for a specified number of Baskets (and, in the “Redeemed Baskets”); and (ii) The Processing Agent case of a telephone order, within 15 minutes following such telephone call, the Trustee shall have sentreceived a duly completed, irrevocable Redemption Order in the form set out in Annex I to these Procedures executed by an Authorized Representative of such Authorized Participant, via facsimile at the number specified in such Annex I. The Trustee shall provide a written summary to the Sponsor and the Custodian of all accepted Redemption Orders for such Order Date no later than 5:30 p.m. (New York time). c. Upon receipt of a properly completed Redemption Order, the Trustee shall send to the Authorized Participant (with copy to the Custodian), via facsimile or electronic mail message, an affirmation to the Redeeming Authorized Participant that a Redemption Order for a specified number of Baskets has been received by the Processing Agent from an Authorized Representative for such Redeeming Authorized Participant’s account. (c) With respect to each Redeemed Basket specified in a Redemption Orderas soon as reasonably practicable, the Redeeming Authorized Participant shall, but not later than 6:00 5:30 p.m. (New York time) of the next Business Day following on the Order Date or for such Redemption Order a copy of the corresponding Redemption Order endorsed “Accepted” by the end of such later Business Day, not Trustee and indicating the Basket Gold Amount that the Custodian shall Deliver to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Redemption Order is placed, confirm in writing to the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basis. (d) The Sponsor shall have the absolute right to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) Redemption Orders the acceptance of which would, in the opinion of counsel to the Sponsor result in a violation of law, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placed, or (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, Shares or components of the Portfolio impossible or impracticaleach Basket being redeemed. None of the Sponsor, the Processing Agent, the Trust or any of their agents shall be liable to any person for rejecting a Redemption Order. (e) The Sponsor may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponement. (f) Prior to the transmission by of the Processing Agent via facsimile or electronic mail message of confirmation of Trustee’s acceptance thereofas specified above, a Redemption Order will only represent the Redeeming Authorized Participant’s unilateral offer to surrender deposit Baskets in exchange for redemption the Redeemed Baskets specified in such Redemption Order a Delivery of Gold and will have no binding effect upon the Trust, the Processing Agent Trust or any other party. Upon Following the Redeeming Authorized Participanttransmission of the Trustee’s transfer of Shares to the Settlement Agent’s account at DTC, acceptance as provided in paragraph “(c)” specified above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order will be a binding agreement among the Trust and the Authorized Participant for the redemption of Baskets and the Delivery of Gold pursuant to the terms of the Redemption Order and these Procedures. If a Redemption Order is rejected, the Trustee shall become irrevocable. send to the Authorized Participant (g) Provided that by 11:00 a.m. with copy to the Custodian), via facsimile or electronic mail message, as soon as reasonably practicable, but not later than 5:30 p.m. (New York time) on the Order Date for such Redemption Order, a copy of the corresponding Redemption Order endorsed “Declined” by the Trustee and indicating the reason. The preceding sentence notwithstanding, Redemption Orders not accepted by 5:30 p.m. (New York time) on the Order Date shall be deemed cancelled. A Redemption Order which is not properly completed will be deemed invalid and rejected by the Trustee; the Authorized Participant may submit a corrected Redemption Order within the time period specified in Section 1.09 of the Standard Terms, currently not later than the earlier of (i) within fifteen (15) minutes of such contact with the Authorized Participant or (ii) thirty (30) minutes after the Order Cutoff Time. d. The Trustee shall, by 9:30 a.m. on the third Business Day following the Order Date of a Redemption Order, confirm in writing to the Custodian whether each of the following has occurred: (i) the Redeeming Authorized Participant has (1) Delivered by 9:00 a.m. on the third Business Day following the Order Date to the Settlement AgentTrustee’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in to be redeemed by such Redemption Order and (2) paid the Transaction Fee applicable Authorized Participant pursuant to such Redemption Order; and (ii) the Authorized Participant has paid or agreed to pay the Trustee the Transaction Fee, if applicable, and all taxes, governmental charges and fees payable in connection with such deposit, the transfer of Gold and the issuance and Delivery of Shares, as well as any expense associated with the Delivery of Gold other than by credit to an account of the Authorized Participant maintained by the Custodian on an Unallocated Basis. Provided that the Custodian has received written confirmation from the Trustee that the conditions to the Redemption under the Trust Agreement set forth in clauses (i) and (ii) of Section 3.01d. above have been satisfied, the Settlement Agent willCustodian shall, on the next following London Business Day, Deliver, as applicable to the specific Redemption Order, unallocated Gold in the amounts specified in the communication sent in compliance with Section 3.01c. above, to the account indicated by the redeeming Authorized Participant in its Redemption Order (which shall be an appropriate gold account in London with the Custodian or another LBMA member custodian). Having made such dayDelivery, credit the Custodian shall send written confirmation thereof to the Trustee who shall then cancel the Shares so redeemed. The Authorized Participant shall bear all risk of any loss from the time the Gold is transferred from the Trust Unallocated Account to the unallocated account of the Redeeming Authorized Participant at DTC with immediately available funds Participant. e. In all other cases, Delivery must be completed by the Custodian as soon as, in an amount the reasonable judgment of the Custodian, it is practicable following receipt of written confirmation from the Trustee that the conditions set forth in clauses (i) and (ii) of Section 3.01d. above have been satisfied. f. The foregoing provisions notwithstanding, neither the Trustee nor the Custodian shall be liable for any failure or delay in making Delivery of Gold in respect of a Redemption Order arising from nuclear fission or fusion, radioactivity, war, terrorist event, invasion, insurrection, civil commotion, riot, strike, act of government, public authority, public service or utility problems, power outages resulting in telephone, telecopy and computer failures, act of God such as fires, floods or extreme weather conditions, market conditions or activities causing trading halts, systems failures involving computer or other information systems affecting the Trust, the Trustee, the Custodian or sub-custodian and similar extraordinary events beyond the Custodian’s and the Trustee’s reasonable control. In the event of any such delay, the time to complete Delivery in respect of a Redemption Order will be extended for a period equal to that during which the aggregate Order Execution Price corresponding inability to the total number of Redeemed Baskets specified in such Redemption Order (the “Redemption Distribution”)perform continues. (h) g. In the event that, by 6:00 p.m. 9:00 a.m. (New York time) on the Redemption third Business Day following the Order Date of a Redemption Order, the Settlement AgentTrustee’s account at DTC shall not have been credited with the total number of Shares comprising corresponding to the Redeemed total number of Baskets specified in to be redeemed pursuant to such Redemption Order, the Trust will, (i) deliver the Redemption Distribution but only Trustee shall send to the extent Authorized Participant and the Custodian via fax or electronic mail message notice of whole Redeemed Baskets received; such fact and any remainder the Authorized Participant shall have two (2) Business Days following receipt of such notice to correct such failure. If such failure is not cured within such two (2) Business Day period, the Trustee (in consultation with the Sponsor) will cancel such Redemption Order and will send via fax or electronic mail message notice of such cancellation to the Authorized Participant and the Custodian, and the Authorized Participant will be solely responsible for all damages, losses, costs and expenses incurred by the Trust, the Sponsor, the Trustee or the Custodian related to the cancelled Order. h. The redemption of Shares may be suspended or rejected under the circumstances specified in the Trust Agreement, these Procedures or the Standard Terms. i. Except as provided in Section 3.02c., 3.02g. and the Standard Terms, none of the Trustee, the Sponsor or the Custodian are under any duty to give notification of any defects or irregularities in any Redemption Distribution will be delivered on Order or the next Business Day after the Redemption Date to the extent of remaining whole Redeemed Baskets received if the Settlement Agent receives a fee applicable to the extension Delivery of the Redemption Date which Shares, and shall not incur any liability for the Processing Agent may, from time failure to time, determine and the remaining Redeemed Baskets to be redeemed are credited to the Trust’s DTC account give any such notification. [Signatures Follow on such next Business Day; andNext Page]

Appears in 1 contract

Samples: Authorized Participant Agreement (Merk Gold Trust)

Redemption of Shares. Redemptions Redemption of Shares of a specified Trust shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An : a Authorized Participant Participants wishing to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order with the Processing Agent Trustee no later than 3:59:59 p.m. (New York time) on an Eligible any Business DayDay on which the Benchmark Price is announced. Redemption Orders received by the Processing Agent prior to the Order Cut-Off Time on an Eligible Business Day shall have the date of such Eligible Business Day as the “Order Date”. Redemption Orders received by the Processing Agent Trustee on or after the Order Cut-Off Cutoff Time on an Eligible Business Day, on a Business Day other than an Eligible any Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have as their Order Date on which the date of such next Eligible Business Day. (b) Benchmark Price is not announced, will not be accepted. b For purposes of paragraph “a” Section 3.01a. above, a Redemption Order shall be deemed “received” by the Processing Agent Trustee only when each either of the following has occurred:occurred no later than 3:59:59 p.m. (New York time): (i) Telephone/fax Order — An Authorized Representative of the Redeeming Authorized Participant shall have placed a telephone call to the Trustee’s Creation and Redemption Line and has received an Order Number from the Trustee for insertion in the Redemption Order, or (ii) Web-based Order — An Authorized Representative shall have accessed the Trustee’s online services (hxxxx://xxxxxx.xxxxxxxxx.xxxx), the use of which is subject to the terms and conditions of the Order Entry System Terms and Conditions set forth on Annex II to these Procedures, in either case informing the Processing Agent Trustee that such Redeeming the Authorized Participant wishes to place a Redemption Order for a specified number of Baskets (and, in the “Redeemed Baskets”); and (ii) The Processing Agent case of a telephone order, within 15 minutes following such telephone call, the Trustee shall have sentreceived a duly completed, irrevocable Redemption Order in the form set out in Annex I to these Procedures executed by an Authorized Representative of such Authorized Participant, via facsimile or electronic mail message, an affirmation to at the Redeeming Authorized Participant that a Redemption Order for a specified number of Baskets has been received by the Processing Agent from an Authorized Representative for such Redeeming Authorized Participant’s account. (c) With respect to each Redeemed Basket specified in a Redemption Order, the Redeeming Authorized Participant shall, not later than 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Redemption Order is placed, confirm in writing to the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basis. (d) The Sponsor shall have the absolute right to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) Redemption Orders the acceptance of which would, in the opinion of counsel to the Sponsor result in a violation of law, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placed, or (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, Shares or components of the Portfolio impossible or impractical. None of the Sponsor, the Processing Agent, the Trust or any of their agents shall be liable to any person for rejecting a Redemption Order. (e) The Sponsor may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponement. (f) Prior to the transmission by the Processing Agent via facsimile or electronic mail message of confirmation of acceptance thereof, a Redemption Order will only represent the Redeeming Authorized Participant’s unilateral offer to surrender for redemption the Redeemed Baskets specified in such Redemption Order and will have no binding effect upon the Trust, the Processing Agent or any other party. Upon the Redeeming Authorized Participant’s transfer of Shares to the Settlement Agent’s account at DTC, as provided in paragraph “(c)” above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order shall become irrevocable. (g) Provided that by 11:00 a.m. (New York time) on the Redemption Date of a Redemption Order: (i) the Redeeming Authorized Participant has (1) Delivered to the Settlement Agent’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in such Redemption Order and (2) paid the Transaction Fee applicable to such Redemption Order; and (ii) any other conditions to the Redemption under the Trust Agreement have been satisfied, the Settlement Agent will, on such day, credit the account of the Redeeming Authorized Participant at DTC with immediately available funds in an amount equal to the aggregate Order Execution Price corresponding to the total number of Redeemed Baskets specified in such Redemption Order (the “Redemption Distribution”). (h) In the event that, by 6:00 p.m. (New York time) on the Redemption Date of a Redemption Order, the Settlement Agent’s account at DTC shall not have been credited with the total number of Shares comprising the Redeemed Baskets specified in such Redemption Order, the Trust will, (i) deliver the Redemption Distribution but only to the extent of whole Redeemed Baskets received; and any remainder of the Redemption Distribution will be delivered on the next Business Day after the Redemption Date to the extent of remaining whole Redeemed Baskets received if the Settlement Agent receives a fee applicable to the extension of the Redemption Date which the Processing Agent may, from time to time, determine and the remaining Redeemed Baskets to be redeemed are credited to the Trust’s DTC account on such next Business Day; andAnnex I.

Appears in 1 contract

Samples: Authorized Participant Agreement (GraniteShares Gold Trust)

Redemption of Shares. Redemptions Redemption of Shares of a specified Trust shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An a. Authorized Participant Participants wishing to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order with the Processing Agent Trustee no later than 3:59:59 p.m. (New York time) on an Eligible any Business Day. Redemption Orders received by the Processing Agent prior to the Order Cut-Off Time on an Eligible Business Day shall have the date of such Eligible Business Day as the “Order Date”. Redemption Orders received by the Processing Agent Trustee on or after the Order Cut-Off Cutoff Time on an Eligible Business Day, on a any Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have as their Order Date the date of such next Eligible Business Day. (b) b. For purposes of paragraph “a” Section 3.01a. above, a Redemption Order shall be deemed “received” by the Processing Agent Trustee only when each either of the following has occurred:occurred no later than 3:59:59 p.m. (New York time): (i) Telephone/fax Order – An Authorized Representative of the Redeeming Authorized Participant shall have placed a telephone call to the Trustee’s Creation and Redemption Line and has received an Order Number from the Trustee for insertion in the Redemption Order, or (ii) Web-based Order – An Authorized Representative shall have accessed the Trustee’s online services (xxx.xxxxxxxxxxx.xxxxxxxx.xxx) in either case informing the Processing Agent Trustee that such Redeeming the Authorized Participant wishes to place a Redemption Order for a specified number of Baskets (and, in the “Redeemed Baskets”); and (ii) The Processing Agent case of a telephone order, within 15 minutes following such telephone call the Trustee shall have sentreceived a duly completed, irrevocable Redemption Order in the form set out in Annex I to these Procedures executed by an Authorized Representative of such Authorized Participant, via facsimile at the number specified in such Annex I. c. Upon receipt of a properly completed Redemption Order, the Trustee shall send to the Authorized Participant (with copy to the Custodian), via facsimile or electronic mail message, an affirmation to the Redeeming Authorized Participant that a Redemption Order for a specified number of Baskets has been received by the Processing Agent from an Authorized Representative for such Redeeming Authorized Participant’s account. (c) With respect to each Redeemed Basket specified in a Redemption Orderas soon as reasonably practicable, the Redeeming Authorized Participant shall, but not later than 6:00 5:30 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Redemption Order is placed, confirm in writing to the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basis. (d) The Sponsor shall have the absolute right to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) Redemption Orders the acceptance of which would, in the opinion of counsel to the Sponsor result in a violation of law, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placed, or (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, Shares or components of the Portfolio impossible or impractical. None of the Sponsor, the Processing Agent, the Trust or any of their agents shall be liable to any person for rejecting a Redemption Order. (e) The Sponsor may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponement. (f) Prior to the transmission by the Processing Agent via facsimile or electronic mail message of confirmation of acceptance thereof, a Redemption Order will only represent the Redeeming Authorized Participant’s unilateral offer to surrender for redemption the Redeemed Baskets specified in such Redemption Order and will have no binding effect upon the Trust, the Processing Agent or any other party. Upon the Redeeming Authorized Participant’s transfer of Shares to the Settlement Agent’s account at DTC, as provided in paragraph “(c)” above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order shall become irrevocable. (g) Provided that by 11:00 a.m. (New York time) on the Order Date for such Redemption Order a copy of the corresponding Redemption Order endorsed “Accepted” by the Trustee and indicating the Basket Amount that the Custodian shall Deliver to the Authorized Participant in respect of each Basket being redeemed. d. The Trustee shall, by the Trustee’s close of business on the second Business Day following the Order Date of a Redemption Order, confirm in writing to the Custodian whether each of the following has occurred: (i) the Redeeming Authorized Participant has (1) Delivered to the Settlement AgentTrustee’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in to be redeemed by such Redemption Order and (2) paid the Transaction Fee applicable Authorized Participant pursuant to such Redemption Order; and (ii) any other the Authorized Participant has paid or agreed to pay the Trustee a per order transaction fee of US$500, if applicable. Provided that the Custodian has received written confirmation from the Trustee that the conditions to the Redemption under the Trust Agreement set forth in clauses (i) and (ii) of Section 3.01d. above have been satisfied, the Settlement Agent willCustodian shall, on such daythe next following London Business Day, credit Deliver, as applicable to the specific Redemption Order, unallocated Silver loco London or unallocated Gold, Platinum or Palladium loco Zurich or loco London in the amounts specified in the communication sent in compliance with Section 3.01c. above, to the account of indicated by the Redeeming redeeming Authorized Participant at DTC with immediately available funds in an amount equal to the aggregate Order Execution Price corresponding to the total number of Redeemed Baskets specified in such its Redemption Order (which shall be an appropriate bullion account with an LBMA member or LPPM member, as applicable for the “Redemption Distribution”type of Bullion involved). With respect to Gold and where the Authorized Participant elects loco London, the Authorized Participant must first agree to the cost of the loco swap with the Custodian and reimburse the Custodian for any amount owed under such swap. Having made such Delivery, the Custodian shall send written confirmation thereof to the Trustee who shall then cancel the Shares so redeemed. e. In all other cases, Delivery must be completed by the Custodian as soon as, in the reasonable judgment of the Custodian, it is practicable following receipt of written confirmation from the Trustee that the conditions set forth in clauses (hi) and (ii) of Section 3.01d. above have been satisfied. f. The foregoing provisions notwithstanding, neither the Trustee nor the Custodian shall be liable for any failure or delay in making Delivery of Bullion in respect of a Redemption Order arising from nuclear fission or fusion, radioactivity, war, terrorist event, invasion, insurrection, civil commotion, riot, strike, act of government, public authority, public service or utility problems, power outages resulting in telephone, telecopy and computer failures, act of God such as fires, floods, extreme weather conditions, market conditions or activities causing trading halts, systems failures involving computer or other information systems affecting a Trust, the Trustee, the Custodian or sub-custodian and similar extraordinary events beyond the Trustee’s control. In the event of any such delay, the time to complete Delivery in respect of a Redemption Order will be extended for a period equal to that during which the inability to perform continues. g. In the event that, by 6:00 4:00 p.m. (New York time) on the Redemption second Business Day following the Order Date of a Redemption Order, the Settlement AgentTrustee’s account at DTC shall not have been credited with the total number of Shares comprising corresponding to the Redeemed total number of Baskets specified in to be redeemed pursuant to such Redemption Order, the Trust will, (i) deliver the Redemption Distribution but only Trustee shall send to the extent Authorized Participant and the Custodian via fax or electronic mail message notice of whole Redeemed Baskets received; such fact and any remainder the Authorized Participant shall have two (2) Business Days following receipt of such notice to correct such failure. If such failure is not cured within such two (2) Business Day period, the Trustee (in consultation with the Sponsor) will cancel such Redemption Distribution Order and will send via fax or electronic mail message notice of such cancellation to the Authorized Participant and the Custodian, and the Authorized Participant will be delivered on solely responsible for all costs incurred by the next Business Day after Trust, the Redemption Date Trustee or the Custodian related to the extent cancelled Order. h. The Custodian is not a clearing bank for platinum and palladium and will be reliant on its clearing agent in Zurich to credit its own account at that bank in order to effect creations and redemptions of remaining whole Redeemed Baskets received if Shares involving Platinum or Palladium. In the Settlement Agent receives a fee applicable to the extension case of the Redemption Date which the Processing Agent mayredemptions, from time to time, determine and the remaining Redeemed Baskets it may take longer than three business days for Platinum or Palladium to be redeemed are credited to such account and if so the Trust’s DTC account on such next Business Day; andsettlement will be delayed. i. The redemption of Shares may be suspended under the circumstances specified in the applicable Prospectus.

Appears in 1 contract

Samples: Authorized Participant Agreement (Etfs Silver Trust)

Redemption of Shares. Redemptions Redemption of Shares of a specified Trust shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An a. Authorized Participant Participants wishing to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order with the Processing Agent Trustee no later than 3:59:59 p.m. (New York time) on an Eligible any Business DayDay on which the Benchmark Price is announced. Redemption Orders received by the Processing Agent prior to the Order Cut-Off Time on an Eligible Business Day shall have the date of such Eligible Business Day as the “Order Date”. Redemption Orders received by the Processing Agent Trustee on or after the Order Cut-Off Cutoff Time on an Eligible Business Day, on a Business Day other than an Eligible any Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have as their Order Date on which the date of such next Eligible Business DayBenchmark Price is not announced, will not be accepted. (b) b. For purposes of paragraph “a” Section 3.01a. above, a Redemption Order shall be deemed “received” by the Processing Agent Trustee only when each either of the following has occurred:occurred no later than 3:59:59 p.m. (New York time): (i) Telephone/fax Order — An Authorized Representative of the Redeeming Authorized Participant shall have placed a telephone call to the Trustee’s Creation and Redemption Line and has received an Order Number from the Trustee for insertion in the Redemption Order, or (ii) Web-based Order — An Authorized Representative shall have accessed the Trustee’s online services (xxxxx://xxxxxx.xxxxxxxxx.xxxx), the use of which is subject to the terms and conditions of the Order Entry System Terms and Conditions set forth on Annex II to these Procedures, in either case informing the Processing Agent Trustee that such Redeeming the Authorized Participant wishes to place a Redemption Order for a specified number of Baskets (and, in the “Redeemed Baskets”); and (ii) The Processing Agent case of a telephone order, within 15 minutes following such telephone call, the Trustee shall have sentreceived a duly completed, irrevocable Redemption Order in the form set out in Annex I to these Procedures executed by an Authorized Representative of such Authorized Participant, via facsimile at the number specified in such Annex I. c. The Trustee shall provide a written summary to the Sponsor and the Custodian of all accepted Redemption Orders for such Order Date no later than 5:30 p.m. (New York time). d. Upon receipt of a properly completed Redemption Order, the Trustee shall send to the Authorized Participant (with copy to the Custodian), via facsimile or electronic mail message, an affirmation to the Redeeming Authorized Participant that a Redemption Order for a specified number of Baskets has been received by the Processing Agent from an Authorized Representative for such Redeeming Authorized Participant’s account. (c) With respect to each Redeemed Basket specified in a Redemption Orderas soon as reasonably practicable, the Redeeming Authorized Participant shall, but not later than 6:00 5:30 p.m. (New York time) of the next Business Day following on the Order Date or for such Redemption Order a copy of the corresponding Redemption Order endorsed “Accepted” by the end of such later Business Day, not Trustee and indicating the Basket Amount that the Custodian shall Deliver to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Redemption Order is placed, confirm in writing to the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basis. (d) The Sponsor shall have the absolute right to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) Redemption Orders the acceptance of which would, in the opinion of counsel to the Sponsor result in a violation of law, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placed, or (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, Shares or components of the Portfolio impossible or impracticaleach Basket being redeemed. None of the Sponsor, the Processing Agent, the Trust or any of their agents shall be liable to any person for rejecting a Redemption Order. (e) The Sponsor may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponement. (f) Prior to the transmission by of the Processing Agent via facsimile or electronic mail message of confirmation of Trustee’s acceptance thereofas specified above, a Redemption Order will only represent the Redeeming Authorized Participant’s unilateral offer to surrender deposit Baskets in exchange for redemption the Redeemed Baskets specified in such Redemption Order a Delivery of Bullion and will have no binding effect upon the Trust, the Processing Agent relevant Trust or any other party. Upon Following the Redeeming Authorized Participanttransmission of the Trustee’s transfer of Shares to the Settlement Agent’s account at DTC, acceptance as provided in paragraph “(c)” specified above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order shall become irrevocable. will be a binding agreement among the relevant Trust and the Authorized Participant for the redemption of Baskets and the Delivery of Bullion pursuant to the terms of the Redemption Order and these Procedures. If a Redemption Order is rejected, the Trustee shalt send to the Authorized Participant (g) Provided that by 11:00 a.m. with copy to the Custodian), via facsimile or electronic mail message, as soon as reasonably practicable, but not later than 5:30 p.m. (New York time) on the Order Date for such Redemption Order, a copy of the corresponding Redemption Order endorsed “Declined” by the Trustee and indicating the reason. The preceding sentence notwithstanding, Redemption Orders not accepted by 5:30 p.m. (New York time) on the Order Date shall be deemed cancelled. A Redemption Order which is not properly completed will be deemed invalid and rejected by the Trustee; the Authorized Participant may submit a corrected Redemption Order within the time period specified in Section 1.09 of the Standard Terms, currently within fifteen (15) minutes of such contact with the Authorized Participant, provided that the corrected Redemption Order is received by the Trustee prior to the Order Cutoff Time. e. The Trustee shall, by 10:00 a.m. (New York Time) on the third Business Day following the Order Date of a Redemption Order, confirm in writing to the Custodian whether each of the following has occurred: (i) the Redeeming Authorized Participant has (1) Delivered by 10:00 a.m. on the third Business Day following the Order Date to the Settlement AgentTrustee’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in to be redeemed by such Redemption Order and (2) paid the Transaction Fee applicable Authorized Participant pursuant to such Redemption Order; (ii) the Trustee shall have received from the Authorized Participant the applicable Transaction Fee; (iii) the Authorized Participant shall have paid or agreed to pay, or reimbursed or agreed to reimburse the Custodian, the Trustee or the relevant Trust for, the amount of any applicable taxes (including, without limitation, any VAT), governmental charges and fees which are or become due in connection with the Delivery of Shares to the Trustee and the Delivery of Bullion to the Authorized Participant, as well as any expense associated with the Delivery of Bullion to the Authorized Participant other than by a credit to an account of the Authorized Participant maintained by the Custodian on an Unallocated Basis; and (iiiv) any other conditions to the Redemption redemption of Shares under the Trust Agreement shall have been satisfied. Provided that the Custodian has received written confirmation from the Trustee that the conditions set forth in clauses (i), (ii), (iii) and (iv) of Section 3.01e. above have been satisfied, the Settlement Agent willCustodian shall, on such day, credit Deliver, as applicable to the specific Redemption Order: - unallocated Gold loco London; - unallocated Silver loco London; - unallocated Platinum loco London; or - unallocated Palladium loco London in the amounts specified in the communication sent in compliance with Section 3.01d. above to the account indicated by the redeeming Authorized Participant in its Redemption Order (which shall be an appropriate Bullion account in London with the Custodian or another LPMCL clearing bank. Having made such Delivery, the Custodian shall send written confirmation thereof to the Trustee who shall then cancel the Shares so redeemed. The Authorized Participant shall bear all risk of any loss from the time the Bullion is transferred from the relevant Trust Unallocated Account to the account of the Redeeming Authorized Participant at DTC with immediately available funds maintained on an Unallocated Basis. f. In all other cases, Delivery must be completed by the Custodian as soon as, in an amount the reasonable judgment of the Custodian, it is practicable following receipt of written confirmation from the Trustee that the conditions set forth in clauses (i), (ii), (iii) and (iv) of Section 3.01e. above have been satisfied. g. The foregoing provisions notwithstanding, neither the Trustee nor the Custodian shall be liable for any failure or delay in making Delivery of Bullion in respect of a Redemption Order arising from nuclear fission or fusion, radioactivity, war, terrorist event, invasion, insurrection, civil commotion, riot, strike, act of government, public authority, public service or utility problems, power outages resulting in telephone, telecopy and computer failures, act of God such as fires, floods or extreme weather conditions, market conditions or activities causing trading halts, systems failures involving computer or other information systems affecting a Trust, the Trustee, the Custodian or sub-custodian and similar extraordinary events beyond the Custodian’s and the Trustee’s reasonable control. In the event of any such delay, the time to complete Delivery in respect of a Redemption Order will be extended for a period equal to that during which the aggregate Order Execution Price corresponding inability to perform continues as determined by the total number of Redeemed Baskets specified Trustee in such Redemption Order (the “Redemption Distribution”)its sole discretion. (h) h. In the event that, by 6:00 p.m. 10:00 a.m. (New York time) on the Redemption third Business Day following the Order Date of a Redemption Order, the Settlement AgentTrustee’s account at DTC shall not have been credited with the total number of Shares comprising corresponding to the Redeemed total number of Baskets specified in to be redeemed pursuant to such Redemption Order, the Trust will, (i) deliver the Redemption Distribution but only Trustee shall send to the extent Authorized Participant and the Custodian via fax or electronic mail message notice of whole Redeemed Baskets received; such fact and any remainder the Authorized Participant shall have one (1) Business Day following receipt of such notice to correct such failure. If such failure is not cured within such one (1) Business Day period, the Trustee (in consultation with the Sponsor) will cancel such Redemption Order and will send via electronic mail message notice of such cancellation to the Authorized Participant and the Custodian. The Authorized Participant will be solely responsible for all damages, losses, costs and expenses incurred by the relevant Trust, the Sponsor, the Trustee or the Custodian related to the cancelled Redemption Order. i. The redemption of Shares may be suspended or rejected under the circumstances specified in the relevant Trust Agreement, these Procedures or the Standard Terms. j. Except as provided in Sections 3.02d., 3.02h. and the Standard Terms, none of the Trustee, the Sponsor or the Custodian are under any duty to give notification of any defects or irregularities in any Redemption Distribution will be delivered on Order or the next Business Day after the Redemption Date to the extent of remaining whole Redeemed Baskets received if the Settlement Agent receives a fee applicable to the extension Delivery of the Redemption Date which Shares, and shall not incur any liability for the Processing Agent may, from time failure to time, determine and the remaining Redeemed Baskets to be redeemed are credited to the Trust’s DTC account give any such notification. [Signatures Follow on such next Business Day; andNext Page]

Appears in 1 contract

Samples: Authorized Participant Agreement

Redemption of Shares. Redemptions Redemption of Shares shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An a. Authorized Participant Participants wishing to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order with the Processing Transfer Agent no later than the Order Cutoff Time on an Eligible any Business Day. Redemption Orders received by the Processing Agent prior to the Order Cut-Off Time on an Eligible Business Day shall have the date of such Eligible Business Day as the “Order Date”. Redemption Orders received by the Processing Transfer Agent on or after the Order Cut-Off Cutoff Time on an Eligible Business Day, on a any Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have as their Order Date the date of such next Eligible Business Day. (b) b. For purposes of paragraph “a” Section 3.01a. above, a Redemption Order shall be deemed “received” by the Processing Transfer Agent only when each either of the following has occurredoccurred no later than the Order Cutoff Time: (i) Telephone/fax Order — An Authorized Representative of the Redeeming Authorized Participant shall have placed a telephone call to the Trust’s Creation and Redemption Line informing and has received an Order Number from the Processing Transfer Agent for insertion in the Redemption Order, or (ii) Web-based Order — An Authorized Representative shall have accessed the Trust’s online services (nxxxx.xxxxxxxxx.xxx) and informed the Transfer Agent that such Redeeming the Authorized Participant wishes to place a Redemption Order for a specified number of Baskets (and, in the “Redeemed Baskets”); and (ii) The Processing case of a telephone order, within 30 minutes following such telephone call the Transfer Agent shall have sentreceived a duly completed, irrevocable Redemption Order in the form set out in Annex I to these Procedures executed by an Authorized Representative of such Authorized Participant, via facsimile or electronic mail message, an affirmation at the number specified in such Axxxx X. c. The Transfer Agent shall provide a written summary to the Redeeming Authorized Participant that a Sponsor and the Custodian of all accepted Redemption Order for a specified number of Baskets has been received by the Processing Agent from an Authorized Representative Orders for such Redeeming Authorized Participant’s account. (c) With respect to each Redeemed Basket specified in a Redemption Order, the Redeeming Authorized Participant shall, not Order Date no later than 6:00 6:30 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Redemption Order is placed, confirm in writing to the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basis. (d) The Sponsor shall have the absolute right to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) Redemption Orders the acceptance of which would, in the opinion of counsel to the Sponsor result in a violation of law, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placed, or (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, Shares or components of the Portfolio impossible or impractical. None of the Sponsor, the Processing Agent, the Trust or any of their agents shall be liable to any person for rejecting a Redemption Order. (e) The Sponsor may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponement. (f) Prior to the transmission by the Processing Agent via facsimile or electronic mail message of confirmation of acceptance thereof, a Redemption Order will only represent the Redeeming Authorized Participant’s unilateral offer to surrender for redemption the Redeemed Baskets specified in such Redemption Order and will have no binding effect upon the Trust, the Processing Agent or any other party. Upon the Redeeming Authorized Participant’s transfer of Shares to the Settlement Agent’s account at DTC, as provided in paragraph “(c)” above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order shall become irrevocable. (g) Provided that by 11:00 a.m. (New York time) on the Redemption Date of a Redemption Order: (i) the Redeeming Authorized Participant has (1) Delivered to the Settlement Agent’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in such Redemption Order and (2) paid the Transaction Fee applicable to such Redemption Order; and (ii) any other conditions to the Redemption under the Trust Agreement have been satisfied, the Settlement Agent will, on such day, credit the account of the Redeeming Authorized Participant at DTC with immediately available funds in an amount equal to the aggregate Order Execution Price corresponding to the total number of Redeemed Baskets specified in such Redemption Order (the “Redemption Distribution”). (h) In the event that, by 6:00 p.m. (New York time) on the Redemption Date of a Redemption Order, the Settlement Agent’s account at DTC shall not have been credited with the total number of Shares comprising the Redeemed Baskets specified in such Redemption Order, the Trust will, (i) deliver the Redemption Distribution but only to the extent of whole Redeemed Baskets received; and any remainder of the Redemption Distribution will be delivered on the next Business Day after the Redemption Date to the extent of remaining whole Redeemed Baskets received if the Settlement Agent receives a fee applicable to the extension of the Redemption Date which the Processing Agent may, from time to time, determine and the remaining Redeemed Baskets to be redeemed are credited to the Trust’s DTC account on such next Business Day; and

Appears in 1 contract

Samples: Authorized Participant Agreement (Bitwise Ethereum ETF)

Redemption of Shares. Redemptions Redemption of Shares of a specified Trust shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An a. Authorized Participant Participants wishing to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order with the Processing Agent Trustee no later than 3:59:59 p.m. (New York time) on an Eligible any Business Day. Redemption Orders received by the Processing Agent prior to the Order Cut-Off Time on an Eligible Business Day shall have the date of such Eligible Business Day as the “Order Date”. Redemption Orders received by the Processing Agent Trustee on or after the Order Cut-Off Cutoff Time on an Eligible Business Day, on a any Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have as their Order Date the date of such next Eligible Business Day. (b) b. For purposes of paragraph “a” Section 3.01a. above, a Redemption Order shall be deemed “received” by the Processing Agent Trustee only when each either of the following has occurred:occurred no later than 3:59:59 p.m. (New York time): (i) Telephone/fax Order — An Authorized Representative of the Redeeming Authorized Participant shall have placed a telephone call to the Trustee’s Creation and Redemption Line and has received an Order Number from the Trustee for insertion in the Redemption Order, or (ii) Web-based Order — An Authorized Representative shall have accessed the Trustee’s online services (xxx.xxxxxxxxxxx.xxxxxxxx.xxx) in either case informing the Processing Agent Trustee that such Redeeming the Authorized Participant wishes to place a Redemption Order for a specified number of Baskets (and, in the “Redeemed Baskets”); and (ii) The Processing Agent case of a telephone order, within 15 minutes following such telephone call the Trustee shall have sentreceived a duly completed, irrevocable Redemption Order in the form set out in Annex I to these Procedures executed by an Authorized Representative of such Authorized Participant, via facsimile at the number specified in such Annex I. c. Upon receipt of a properly completed Redemption Order, the Trustee shall send to the Authorized Participant (with copy to the Custodian), via facsimile or electronic mail message, an affirmation to the Redeeming Authorized Participant that a Redemption Order for a specified number of Baskets has been received by the Processing Agent from an Authorized Representative for such Redeeming Authorized Participant’s account. (c) With respect to each Redeemed Basket specified in a Redemption Orderas soon as reasonably practicable, the Redeeming Authorized Participant shall, but not later than 6:00 5:30 p.m. (New York time) of the next Business Day following on the Order Date or for such Redemption Order a copy of the corresponding Redemption Order endorsed “Accepted” by the end of such later Business Day, not Trustee and indicating the Basket Amount that the Custodian shall Deliver to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Redemption Order is placed, confirm in writing to the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basis. (d) The Sponsor shall have the absolute right to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) Redemption Orders the acceptance of which would, in the opinion of counsel to the Sponsor result in a violation of law, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placed, or (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, Shares or components of the Portfolio impossible or impractical. None of the Sponsor, the Processing Agent, the Trust or any of their agents shall be liable to any person for rejecting a Redemption Ordereach Basket being redeemed. (e) d. The Sponsor mayTrustee shall, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponement. (f) Prior to the transmission by the Processing Agent via facsimile or electronic mail message of confirmation of acceptance thereof, a Redemption Order will only represent the Redeeming Authorized Participant’s unilateral offer to surrender for redemption the Redeemed Baskets specified in such Redemption Order and will have no binding effect upon the Trust, the Processing Agent or any other party. Upon the Redeeming Authorized Participant’s transfer of Shares to the Settlement Agent’s account at DTC, as provided in paragraph “(c)” above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order shall become irrevocable. (g) Provided that by 11:00 a.m. (New York time) on the second Business Day following the Order Date of a Redemption Order, confirm in writing to the Custodian whether each of the following has occurred by 10:00 a.m. (New York time) on the second Business Day following the Order Date of a Redemption Order: (i) the Redeeming Authorized Participant has (1) Delivered to the Settlement AgentTrustee’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in to be redeemed by such Redemption Order and (2) paid the Transaction Fee applicable Authorized Participant pursuant to such Redemption Order; and (ii) any other the Authorized Participant has paid or agreed to pay the Trustee a per order transaction fee of US$500, if applicable. Provided that the Custodian has received written confirmation from the Trustee that the conditions to the Redemption under the Trust Agreement set forth in clauses (i) and (ii) of Section 3.01d. above have been satisfied, the Settlement Agent willCustodian shall:  (1) on the same Business Day, on such dayDeliver: ● unallocated Silver loco London; ● unallocated Gold loco London (for the ETFS Precious Metals Basket Trust only); ● unallocated Gold loco Zurich (for the ETFS Gold Trust only); ● unallocated Platinum loco Zurich; ● unallocated Platinum loco London; ● unallocated Palladium loco Zurich; and/or ● unallocated Palladium loco London (as applicable to the specific Redemption Order); and (2) within the next following two Business Days, credit Deliver: ● unallocated Gold loco London (for the ETFS Gold Trust only) (as applicable to the specific Redemption Order)  in the amounts specified in the communication sent in compliance with Section 3.01c. above, to the account of indicated by the Redeeming redeeming Authorized Participant at DTC with immediately available funds in an amount equal to the aggregate Order Execution Price corresponding to the total number of Redeemed Baskets specified in such its Redemption Order (which shall be an appropriate bullion account with an LBMA member or LPPM member, as applicable for the “Redemption Distribution”type of Bullion involved). With respect to Gold from the ETFS Gold Trust and where the Authorized Participant elects loco London delivery, the Authorized Participant must first agree to the cost of the loco swap with the Custodian and reimburse the Custodian for any amount owed under such swap. Having made such Delivery, the Custodian shall send written confirmation thereof to the Trustee who shall then cancel the Shares so redeemed. x. Xx all other cases, Delivery must be completed by the Custodian as soon as, in the reasonable judgment of the Custodian, it is practicable following receipt of written confirmation from the Trustee that the conditions set forth in clauses (hi) and (ii) of Section 3.01d. above have been satisfied. f. The foregoing provisions notwithstanding, neither the Trustee nor the Custodian shall be liable for any failure or delay in making Delivery of Bullion in respect of a Redemption Order arising from nuclear fission or fusion, radioactivity, war, terrorist event, invasion, insurrection, civil commotion, riot, strike, act of government, public authority, public service or utility problems, power outages resulting in telephone, telecopy and computer failures, act of God such as fires, floods, extreme weather conditions, market conditions or activities causing trading halts, systems failures involving computer or other information systems affecting a Trust, the Trustee, the Custodian or sub-custodian, metal clearing bank delays and similar extraordinary events beyond the Trustee’s control. In the event of any such delay, the time to complete Delivery in respect of a Redemption Order will be extended for a period equal to that during which the inability to perform continues. x. Xx the event that, by 6:00 p.m. 10:00 a.m. (New York time) on the Redemption second Business Day following the Order Date of a Redemption Order, the Settlement AgentTrustee’s account at DTC shall not have been credited with the total number of Shares comprising corresponding to the Redeemed total number of Baskets specified in to be redeemed pursuant to such Redemption Order, the Trust will, (i) deliver the Redemption Distribution but only Trustee shall send to the extent Authorized Participant and the Custodian via fax or electronic mail message notice of whole Redeemed Baskets received; such fact and any remainder the Authorized Participant shall have two (2) Business Days following receipt of such notice to correct such failure. If such failure is not cured within such two (2) Business Day period, the Trustee (in consultation with the Sponsor) will cancel such Redemption Distribution Order and will send via fax or electronic mail message notice of such cancellation to the Authorized Participant and the Custodian, and the Authorized Participant will be delivered on solely responsible for all costs incurred by the next Business Day after Trust, the Redemption Date Trustee or the Custodian related to the extent of remaining whole Redeemed Baskets received if cancelled Order. The Trustee is authorized to Deliver the Settlement Agent receives Basket Amount for a fee applicable to Redemption Order notwithstanding that the extension of the Redemption Date which the Processing Agent may, from time to time, determine and the remaining Redeemed Baskets Basket(s) to be redeemed are not credited to the TrustTrustee’s DTC account by 10:00 a.m. (New York time) on the second Business Day following the Order Date of a Redemption Order if the Authorized Participant has collateralized its obligation to deliver the Baskets through DTC’s book entry system on such next Business Day; andterms as the Sponsor and the Trustee may from time to time agree upon. h. The redemption of Shares may be suspended or rejected under the circumstances specified in the applicable Prospectus. [Signatures Follow on Next Page]  

Appears in 1 contract

Samples: Authorized Participant Agreement

Redemption of Shares. Redemptions Redemption of Shares of a specified Trust shall take place only in integral numbers of Baskets in compliance with the following rules: (a) An a. Authorized Participant Participants wishing to redeem one or more Baskets (such Authorized Participant, a “Redeeming Authorized Participant”) shall place a Redemption Order with the Processing Agent Trustee no later than 3:59:59 p.m. (New York time) on an Eligible any Business Day. Redemption Orders received by the Processing Agent prior to the Order Cut-Off Time on an Eligible Business Day shall have the date of such Eligible Business Day as the “Order Date”. Redemption Orders received by the Processing Agent Trustee on or after the Order Cut-Off Cutoff Time on an Eligible Business Day, on a any Business Day other than an Eligible Business Day, or on a day other than a Business Day, shall be considered received at the opening of business on the next Eligible Business Day and shall have as their Order Date the date of such next Eligible Business Day. (b) b. For purposes of paragraph “a” Section 3.01a. above, a Redemption Order shall be deemed “received” by the Processing Agent Trustee only when each either of the following has occurred:occurred no later than 3:59:59 p.m. (New York time): (i) Telephone/fax Order – An Authorized Representative of the Redeeming Authorized Participant shall have placed a telephone call to the Trustee’s Creation and Redemption Line and has received an Order Number from the Trustee for insertion in the Redemption Order, or (ii) Web-based Order – An Authorized Representative shall have accessed the Trustee’s online services (xxx.xxxxxxxxxxx.xxxxxxxx.xxx) in either case informing the Processing Agent Trustee that such Redeeming the Authorized Participant wishes to place a Redemption Order for a specified number of Baskets (and, in the “Redeemed Baskets”); and (ii) The Processing Agent case of a telephone order, within 15 minutes following such telephone call the Trustee shall have sentreceived a duly completed, irrevocable Redemption Order in the form set out in Annex I to these Procedures executed by an Authorized Representative of such Authorized Participant, via facsimile at the number specified in such Annex I. c. Upon receipt of a properly completed Redemption Order, the Trustee shall send to the Authorized Participant (with copy to the Custodian), via facsimile or electronic mail message, an affirmation to the Redeeming Authorized Participant that a Redemption Order for a specified number of Baskets has been received by the Processing Agent from an Authorized Representative for such Redeeming Authorized Participant’s account. (c) With respect to each Redeemed Basket specified in a Redemption Orderas soon as reasonably practicable, the Redeeming Authorized Participant shall, but not later than 6:00 5:30 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the Redemption Order is placed, confirm in writing to the Settlement Agent that the Shares comprising the Redeeming Baskets have been transferred by the Redeeming Authorized Participant from its account at DTC to the Settlement Agent’s account at DTC. A Redemption Order shall be deemed automatically cancelled if the Redeeming Authorized Participant has not complied with this paragraph on a timely basis. (d) The Sponsor shall have the absolute right to reject any Redemption Order, including without limitation, (i) Redemption Orders that the Processing Agent has determined are not in proper form, (ii) Redemption Orders the acceptance of which would, in the opinion of counsel to the Sponsor result in a violation of law, (iii) Redemption Orders in respect of which the Redeeming Authorized Participant has not complied with the provisions of paragraph “(c)” above by 6:00 p.m. (New York time) of the next Business Day following the Order Date or by the end of such later Business Day, not to exceed three Business Days after the Order Date, as agreed to between the Authorized Participant and the Settlement Agent when the redemption order is placed, or (iv) Redemption Orders received during any period in which circumstances make transactions in, or settlement or Delivery of, Shares or components of the Portfolio impossible or impractical. None of the Sponsor, the Processing Agent, the Trust or any of their agents shall be liable to any person for rejecting a Redemption Order. (e) The Sponsor may, in its discretion, suspend the right of redemption, or postpone the Redemption Date of a Redemption Order, (1) for any period during which NYSE Arca or any exchange on which the Trust’s assets are regularly traded is closed other than for customary weekend or holiday closings, or trading is suspended or restricted, (2) for any period during which an emergency exists as a result of which the delivery, disposal or evaluation of the Trust’s assets is not reasonably practicable, or (3) for such other period as the Processing Agent determines to be necessary for the protection of owners of the Shares. None of the Sponsor, the Processing Agent, the Trust or any of their agents will be liable to any person for such suspension or postponement. (f) Prior to the transmission by the Processing Agent via facsimile or electronic mail message of confirmation of acceptance thereof, a Redemption Order will only represent the Redeeming Authorized Participant’s unilateral offer to surrender for redemption the Redeemed Baskets specified in such Redemption Order and will have no binding effect upon the Trust, the Processing Agent or any other party. Upon the Redeeming Authorized Participant’s transfer of Shares to the Settlement Agent’s account at DTC, as provided in paragraph “(c)” above, the Redeeming Authorized Participant’s offer to surrender for redemption the Redeemed Baskets specified in a Redemption Order shall become irrevocable. (g) Provided that by 11:00 a.m. (New York time) on the Order Date for such Redemption Order a copy of the corresponding Redemption Order endorsed “Accepted” by the Trustee and indicating the Basket Amount that the Custodian shall Deliver to the Authorized Participant in respect of each Basket being redeemed. d. The Trustee shall, by the Trustee’s close of business on the second Business Day following the Order Date of a Redemption Order, confirm in writing to the Custodian whether each of the following has occurred: (i) the Redeeming Authorized Participant has (1) Delivered to the Settlement AgentTrustee’s account at DTC the total number of Shares comprising the Redeemed Baskets specified in to be redeemed by such Redemption Order and (2) paid the Transaction Fee applicable Authorized Participant pursuant to such Redemption Order; and (ii) any other the Authorized Participant has paid or agreed to pay the Trustee a per order transaction fee of US$500, if applicable. Provided that the Custodian has received written confirmation from the Trustee that the conditions to the Redemption under the Trust Agreement set forth in clauses (i) and (ii) of Section 3.01d. above have been satisfied, the Settlement Agent willCustodian shall: (1) on the next following Business Day, on such dayDeliver: • unallocated Silver loco London; • unallocated Gold loco Zurich; • unallocated Platinum loco Zurich; • unallocated Platinum loco London; • unallocated Palladium loco Zurich; or • unallocated Palladium loco London (as applicable to the specific Redemption Order); and (2) within the next following three Business Days, credit Deliver: • unallocated Gold loco London; (as applicable to the specific Redemption Order for Gold loco London only) in the amounts specified in the communication sent in compliance with Section 3.01c. above, to the account of indicated by the Redeeming redeeming Authorized Participant at DTC with immediately available funds in an amount equal to the aggregate Order Execution Price corresponding to the total number of Redeemed Baskets specified in such its Redemption Order (which shall be an appropriate bullion account in London with an LBMA member or LPPM member, as applicable for the “Redemption Distribution”type of Bullion involved). Having made such Delivery, the Custodian shall send written confirmation thereof to the Trustee who shall then cancel the Shares so redeemed. e. In all other cases, Delivery must be completed by the Custodian as soon as, in the reasonable judgment of the Custodian, it is practicable following receipt of written confirmation from the Trustee that the conditions set forth in clauses (hi) and (ii) of Section 3.01d. above have been satisfied. f. The foregoing provisions notwithstanding, neither the Trustee nor the Custodian shall be liable for any failure or delay in making Delivery of Bullion in respect of a Redemption Order arising from nuclear fission or fusion, radioactivity, war, terrorist event, invasion, insurrection, civil commotion, riot, strike, act of government, public authority, public service or utility problems, power outages resulting in telephone, telecopy and computer failures, act of God such as fires, floods, extreme weather conditions, market conditions or activities causing trading halts, systems failures involving computer or other information systems affecting a Trust, the Trustee, the Custodian or sub-custodian and similar extraordinary events beyond the Trustee’s control. In the event of any such delay, the time to complete Delivery in respect of a Redemption Order will be extended for a period equal to that during which the inability to perform continues. g. In the event that, by 6:00 4:00 p.m. (New York time) on the Redemption second Business Day following the Order Date of a Redemption Order, the Settlement AgentTrustee’s account at DTC shall not have been credited with the total number of Shares comprising corresponding to the Redeemed total number of Baskets specified in to be redeemed pursuant to such Redemption Order, the Trust will, (i) deliver the Redemption Distribution but only Trustee shall send to the extent Authorized Participant and the Custodian via fax or electronic mail message notice of whole Redeemed Baskets received; such fact and any remainder the Authorized Participant shall have two (2) Business Days following receipt of such notice to correct such failure. If such failure is not cured within such two (2) Business Day period, the Trustee (in consultation with the Sponsor) will cancel such Redemption Distribution Order and will send via fax or electronic mail message notice of such cancellation to the Authorized Participant and the Custodian, and the Authorized Participant will be delivered on solely responsible for all costs incurred by the next Business Day after Trust, the Redemption Date Trustee or the Custodian related to the extent of remaining whole Redeemed Baskets received if cancelled Order. The Trustee is authorized to Deliver the Settlement Agent receives Basket Amount for a fee applicable to Redemption Order notwithstanding that the extension of the Redemption Date which the Processing Agent may, from time to time, determine and the remaining Redeemed Baskets Basket(s) to be redeemed are not credited to the TrustTrustee’s DTC account by 9:00 a.m. (New York time) on the third Business Day following the Order Date of a Redemption Order if the Authorized Participant has collateralized its obligation to deliver the Baskets through DTC’s book entry system on such next Business Day; andterms as the Sponsor and the Trustee may from time to time agree upon. h. The Custodian is not a clearing bank for platinum and palladium and will be reliant on its clearing agent in Zurich to credit its own account at that bank in order to effect creations and redemptions of Shares involving Platinum or Palladium. In the case of redemptions involving Platinum or Palladium, it may take longer than three business days for Platinum or Palladium to be credited to such account and if so the settlement will be delayed. The Custodian will be reliant on its Zurich sub-custodian for Gold in order to effect creations and redemptions of Shares involving Gold. In the case of loco London redemptions involving Gold, it may take longer than three business days, but no more than five business days, for Gold to be credited to accounts of Authorized Participants redeeming Shares involving Gold loco London. i. The redemption of Shares may be suspended under the circumstances specified in the applicable Prospectus.

Appears in 1 contract

Samples: Authorized Participant Agreement (ETFS Gold Trust)

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