Redemption Orders. A Redemption Order shall be deemed to be received on the Business Day on which it is placed provided that the Order is placed in “proper form” (as defined in the Prospectus) prior to Order Cut-Off Time on such date. If the Participant has submitted a redemption request in proper form but is unable to transfer all or part of the Creation Unit to be redeemed to the Fund, at or prior to the date and time specified by the Fund or its custodian, an additional amount of cash shall be required to be deposited with the Fund by the Participant, pending delivery of the missing Shares, to the extent necessary to maintain an amount of cash on deposit with the Fund of at least equal to 105% of the daily marked to market value of any undelivered Shares (the “Additional Cash Amount”), which percentage may be changed by the Fund from time to time. Such Additional Cash Amount, which shall be in addition to the delivery of the available Shares and any Cash Amount (as defined below), must be delivered no later than the date and time specified by the Fund or its custodian and shall be held by such custodian and marked-to-market daily. “Cash Amount” means an amount equal to the difference between the net asset value of the shares being redeemed, as next determined after the receipt of a redemption request in proper form, and the value of Fund Securities. The fees of the Fund’s custodian and any sub-custodians in respect of the delivery, maintenance and redelivery of the Additional Cash Amount shall be payable by the Participant. The Fund, in its discretion, may use the Additional Cash Amount to acquire Shares of the Fund at any time without prior notice to the Participant and subject the Participant to liability for any shortfall between the aggregate of the cost to the Fund of purchasing such Shares, plus the value of the Cash Amount, and the value of the Additional Cash Amount together with liability for related brokerage, borrowings and other charges. The Fund will return any unused portion of the Additional Cash Amount once all of the missing Shares have been properly received by the Fund or purchased by the Fund. The Fund shall charge, and the Participant agrees to pay to the Fund, the applicable transaction fee and any additional fees prescribed in the Prospectus. The delivery of Fund Securities and/or cash in connection with such a Redemption Order will occur no later than the settlement date.
Appears in 6 contracts
Samples: Transfer Agency and Service Agreement (Capital Group International Focus Equity ETF), Transfer Agency and Service Agreement (Capital Group Growth ETF), Transfer Agency and Service Agreement (Capital Group Global Growth Equity ETF)
Redemption Orders. A (a) Except as otherwise provided for herein, all orders to redeem MacroShares pursuant to instructions submitted by an Authorized Participant for cash or for cash and/or Eligible Treasuries shall be made in accordance with the terms of the applicable MacroShares Trust Agreements, these Standard Terms, the applicable Supplement and the Applicable Redemption Procedures contained therein. Each party will comply with such foregoing terms and procedures to the extent applicable. Each Authorized Participant hereby consents to the use of recorded telephone lines whether or not such use is reflected in the Applicable Redemption Procedures. The Administrative Agent may issue additional or other procedures from time to time relating to the manner of redemption of the applicable MacroShares Units which differ from or supplement the Applicable Redemption Procedures, and, upon receiving written notice thereof, each of the applicable Authorized Participants shall thereafter comply with Applicable Redemption Procedures, as so amended. Any Redemption Order with respect to which an Authorized Participant has failed to comply with Applicable Procedures may be rejected by the Administrative Agent and, so long as written notice of any amendment or supplement to such Applicable Procedures has been delivered to such Authorized Participant in accordance with Section 20(c), the Administrative Agent, the applicable Paired Trusts and the other parties to the applicable Participants Agreement shall have no liability for any such rejection.
(b) Each Authorized Participant acknowledges that he can only redeem MacroShares Units of the Paired Trusts for which it acts as an Authorized Participant, as set forth in Schedule I attached hereto and evidenced by its execution of the applicable Supplement for such Paired Trusts. Each Authorized Participant acknowledges and agrees on behalf of itself and any party for which it is acting (whether such party is a customer or otherwise) that each order to redeem MacroShares as one or more MacroShares Units for cash or for cash and/or Eligible Treasuries (a "Redemption Order" and together with a Creation Order, each an "Order") may not be revoked by such Authorized Participant after the placement and acceptance of such order with the Administrative Agent. Each Redemption Order shall be deemed to a binding obligation of the Authorized Participant that placed such Redemption Order. A form of Redemption Order is attached hereto as EXHIBIT C (a "Redemption Order Form"). The Redemption Order Form shall not be received on required if such Redemption Order is conducted through the Business Day on which it is placed provided electronic facilities of the Administrative Agent: provided, however, that the Order is placed in “proper form” (as defined in the Prospectus) prior to Order Cut-Off Time on such date. If the Participant has submitted a redemption request in proper form but is unable to transfer all or part of the Creation Unit to be redeemed to the Fund, at or prior to the date and time specified by the Fund or its custodian, an additional amount of cash shall be required to be deposited with the Fund by the Participant, pending delivery of the missing Shares, to the extent necessary to maintain an amount of cash on deposit with the Fund of at least equal to 105% of the daily marked to market value of any undelivered Shares (the “Additional Cash Amount”), which percentage may be changed by the Fund from time to time. Such Additional Cash Amount, which shall be in addition to the delivery of the available Shares and any Cash Amount (as defined below), must be delivered no later than the date and time specified by the Fund or its custodian and shall be held by such custodian and marked-to-market daily. “Cash Amount” means an amount equal to the difference between the net asset value of the shares being redeemed, as next determined after the receipt of a redemption request in proper form, and the value of Fund Securities. The fees of the Fund’s custodian and any sub-custodians in respect of the delivery, maintenance and redelivery of the Additional Cash Amount shall be payable by the Participant. The FundAdministrative Agent, in its sole discretion, may require the use the Additional Cash Amount to acquire Shares of the Fund at Redemption Order Form for any time without prior notice reason as an alternative for its electronic facilities. The information required by such electronic facilities shall be substantially similar to the information on the Redemption Order Form attached hereto.
(c) The Administrative Agent shall have the absolute right, but shall have no obligation, to reject any Redemption Order (i) if the Administrative Agent determines that the Redemption Order is not in the required form, (ii) if the Administrative Agent determines that the applicable Authorized Participant has deposited an insufficient number of shares with the applicable Trustee, (iii) if the Administrative Agent has determined, or the applicable Depositor has determined and subject has informed the Participant to liability Administrative Agent, based in each case upon advice of counsel, that such Redemption Order would have adverse tax or securities laws consequences for any shortfall between the aggregate one or more of the cost to the Fund of purchasing such Shares, plus the value applicable Paired Trusts or any of the Cash Amount, and the value holders of the Additional Cash Amount together with liability for related brokerage, borrowings and other charges. The Fund will return any unused portion MacroShares or that the fulfillment of such Redemption Order may be unlawful; or (iv) if circumstances outside the control of the Additional Cash Amount once all Administrative Agent make it impractical or not feasible to process the Redemption Order on the Redemption Order Date or on the related Redemption Date. None of the missing Shares have been properly received by the Fund or purchased by the Fund. The Fund shall charge, and the Participant agrees to pay to the Fundapplicable Depositor, the applicable transaction fee and Trustee or the Administrative Agent shall be liable to any additional fees prescribed in Person by reason of the Prospectus. rejection of any Redemption Order.
(d) The delivery Administrative Agent shall suspend the right of Fund Securities and/or cash in connection with such a Redemption Order will occur no later than redemption or postpone the applicable settlement date, (i) for any period during which any of the Applicable Exchanges is closed, or trading on any of such Applicable Exchanges is suspended or restricted, (ii) for any period during which an emergency exists as a result of which delivery or acquisition of Eligible Treasuries by the applicable Paired Trusts is not reasonably practicable, (iii) if any such redemption would cause the applicable Up or Down Investment Amount to equal less than 10 million dollars or (iv) for such other period as the applicable Depositor, the applicable Trustee or the Administrative Agent determines to be necessary for the protection of the Beneficial Owners of any of the applicable MacroShares. None of the applicable Depositor, the Administrative Agent or the applicable Trustee shall be liable to any Person or in any way for any loss or damages that may result from any such suspension or postponement.
Appears in 4 contracts
Samples: Participants Agreement (MacroShares $100 Oil Down Trust), Participants Agreement (MACRO Securities Depositor, LLC), Participants Agreement (MACRO Securities Depositor, LLC)
Redemption Orders. A (a) Except as otherwise provided for herein, all orders to redeem MacroShares pursuant to instructions submitted by an Authorized Participant for cash or for cash and/or Eligible Treasuries shall be made in accordance with the terms of the applicable MacroShares Trust Agreements, these Standard Terms, the applicable Supplement and the Applicable Redemption Procedures contained therein. Each party will comply with such foregoing terms and procedures to the extent applicable. The Administrative Agent may issue additional or revised procedures from time to time relating to the manner of redemption of the applicable MacroShares Units which differ from or supplement the Applicable Redemption Procedures, and, after receiving reasonable advance written notice thereof, each of the applicable Authorized Participants shall thereafter comply with the Applicable Redemption Procedures, as so amended. Any Redemption Order with respect to which an Authorized Participant has failed to comply with the Applicable Procedures may be rejected by the Administrative Agent and, so long as reasonable advance written notice of any amendment or supplement to such Applicable Procedures has been delivered to such Authorized Participant in accordance with Section 19(c), the Administrative Agent, the applicable Paired Trusts and the other parties to the applicable Participants Agreement shall have no liability for any such rejection.
(b) Each Authorized Participant acknowledges that it can only redeem MacroShares Units of the Paired Trusts for which it acts as an Authorized Participant, as set forth in Schedule I attached hereto and evidenced by its execution of the applicable Supplement for such Paired Trusts. Each Authorized Participant acknowledges and agrees on behalf of itself and any party for which it is acting (whether such party is a customer or otherwise) that each order to redeem MacroShares as one or more MacroShares Units for cash or for cash and/or Eligible Treasuries (a "Redemption Order" and together with a Creation Order, each an "Order") may not be revoked by such Authorized Participant after the placement and acceptance of such order with the Administrative Agent. Each Redemption Order shall be deemed a binding obligation of the Authorized Participant that placed such Redemption Order. A form of Redemption Order is attached hereto as EXHIBIT C (a "Redemption Order Form"). The Redemption Order Form shall not be required if such Redemption Order is conducted through the electronic facilities of the Administrative Agent: provided, however, that the Administrative Agent, in its sole discretion, may require the use of the Redemption Order Form for any reason as an alternative for its electronic facilities. The information required by such electronic facilities shall be substantially similar to the information on the Redemption Order Form attached hereto.
(c) The Administrative Agent shall have the absolute right, but shall have no obligation, to reject any Redemption Order (i) if the Administrative Agent determines that the Redemption Order is not in the required form, (ii) if the Administrative Agent determines that the Authorized Participant has deposited an insufficient number of MacroShares with the applicable Trustee, (iii) if the Administrative Agent has determined, or the applicable Depositor has determined and has informed the Administrative Agent, based in each case upon advice of counsel, that such Redemption Order would have adverse tax or securities laws consequences for one or more of the applicable Paired Trusts or any of the holders of the MacroShares or that the fulfillment of such Redemption Order may be unlawful; or (iv) if circumstances outside the control of the Administrative Agent make it impractical or not feasible to process the Redemption Order on the Redemption Order Date or on the related Redemption Date. None of the applicable Depositor, the applicable Trustee or the Administrative Agent shall be liable to any Person by reason of the rejection of any Redemption Order.
(d) The Administrative Agent shall suspend the right of redemption or postpone the applicable settlement date, (i) for any period during which any of the Applicable Exchanges are closed, or trading on any of such Applicable Exchanges is suspended or restricted, (ii) for any period during which an emergency exists as a result of which delivery or acquisition of Eligible Treasuries by the applicable Paired Trusts is not reasonably practicable, (iii) if any such redemption would cause the applicable Up or Down Investment Amount to equal less than 10 million dollars or (iv) for such other period as the applicable Depositor, the applicable Trustee or the Administrative Agent determines to be received on necessary for the Business Day on which it protection of the Beneficial Owners of any of the applicable MacroShares. None of the applicable Depositor, the Administrative Agent or the applicable Trustee shall be liable to any Person or in any way for any loss or damages that may result from any such suspension or postponement.
(e) Each Authorized Participant hereby consents to the use of recorded telephone lines whether or not such use is placed provided reflected in the Applicable Redemption Procedures. In the event that the Order Administrative Agent, applicable Marketing Agent, Depositor, or Trustee, or any of their affiliated persons becomes legally compelled to disclose to any third party any recording involving communications with the Authorized Participant, the Administrative Agent or applicable Marketing Agent, Depositor, or Trustee agrees to provide the Authorized Participant with reasonable advance written notice identifying the recordings to be so disclosed unless prohibited by applicable rule or law, together with copies of such recordings, so that the Authorized Participant may seek a protective order or other appropriate remedy with respect to the recordings or waive its right to do so. In the event that such protective order or other remedy is placed in “proper form” (not obtained, or the Authorized Participant waives its right to seek such protective order or remedy, the Administrative Agent, applicable Marketing Agent, Depositor, or Trustee, or any of their affiliated persons, as defined in the Prospectus) prior case may be, agrees to Order Cut-Off Time on such date. If the Participant has submitted a redemption request in proper form but is unable to transfer all or part furnish only that portion of the Creation Unit to be redeemed to the Fund, at or prior to the date and time specified by the Fund or its custodian, an additional amount of cash shall be recorded conversation that is legally required to be deposited furnished and will exercise its best efforts to obtain a protective order or other reliable assurance that confidential treatment will be accorded the recorded conversation. The Administrative Agent, applicable Marketing Agent, Depositor, and Trustee, and their affiliated persons, shall not otherwise disclose to any third party any recording involving communications with the Fund by Authorized Participant without the Authorized Participant's express written consent, pending delivery of except the missing SharesAdministrative Agent and applicable Marketing Agent, Depositor, or Trustee may disclose to any regulatory or self-regulatory organization, to the extent necessary to maintain an amount of cash on deposit required by applicable rule or law, any recording involving communications with the Fund of at least equal to 105% of the daily marked to market value of any undelivered Shares (the “Additional Cash Amount”), which percentage may be changed by the Fund from time to time. Such Additional Cash Amount, which shall be in addition to the delivery of the available Shares and any Cash Amount (as defined below), must be delivered no later than the date and time specified by the Fund or its custodian and shall be held by such custodian and marked-to-market daily. “Cash Amount” means an amount equal to the difference between the net asset value of the shares being redeemed, as next determined after the receipt of a redemption request in proper form, and the value of Fund Securities. The fees of the Fund’s custodian and any sub-custodians in respect of the delivery, maintenance and redelivery of the Additional Cash Amount shall be payable by the Authorized Participant. The Fund, in its discretion, may use the Additional Cash Amount to acquire Shares of the Fund at any time without prior notice to the Participant and subject the Participant to liability for any shortfall between the aggregate of the cost to the Fund of purchasing such Shares, plus the value of the Cash Amount, and the value of the Additional Cash Amount together with liability for related brokerage, borrowings and other charges. The Fund will return any unused portion of the Additional Cash Amount once all of the missing Shares have been properly received by the Fund or purchased by the Fund. The Fund shall charge, and the Participant agrees to pay to the Fund, the applicable transaction fee and any additional fees prescribed in the Prospectus. The delivery of Fund Securities and/or cash in connection with such a Redemption Order will occur no later than the settlement date.
Appears in 2 contracts
Samples: Participants Agreement (MacroShares Major Metro Housing Up Trust), Participants Agreement (MacroShares Housing Depositor, LLC)
Redemption Orders. A (a) Except as otherwise provided for herein, all orders to redeem MacroShares pursuant to instructions submitted by an Authorized Participant for cash or for cash and/or Eligible Treasuries shall be made in accordance with the terms of the applicable MacroShares Trust Agreements, this Participants Agreement and the Applicable Redemption Procedures. Each party will comply with such foregoing terms and procedures to the extent applicable. Each Authorized Participant hereby consents to the use of recorded telephone lines whether or not such use is reflected in the Applicable Redemption Procedures. The applicable Trustee, the Administrative Agent and the applicable Depositor may issue additional or other procedures from time to time relating to the manner of redeeming the applicable MacroShares Units which differ from or supplement the Applicable Redemption Procedures, and each of the applicable Authorized Participants shall thereafter comply with the Applicable Redemption Procedures, as so amended.
(b) Each Authorized Participant acknowledges that he can only redeem MacroShares Units of the Paired Trusts for which it acts as an Authorized Participant, as set forth in Schedule I attached hereto. Each Authorized Participant acknowledges and agrees on behalf of itself and any party for which it is acting (whether such party is a customer or otherwise) that each order to redeem MacroShares as one or more MacroShares Units for cash or for cash and/or Eligible Treasuries (a "Redemption Order" and together with a Creation Order, each an "Order") may not be revoked by such Authorized Participant after the placement and acceptance of such order with the Administrative Agent. Each Redemption Order shall be deemed to a binding obligation of the Authorized Participant that placed such Redemption Order. A form of Redemption Order is attached hereto as EXHIBIT C (a "Redemption Order Form"). The Redemption Order Form shall not be received on required if such Redemption Order is conducted through the Business Day on which it is placed provided electronic facilities of the Administrative Agent: provided, however, that the Order is placed in “proper form” (as defined in the Prospectus) prior to Order Cut-Off Time on such date. If the Participant has submitted a redemption request in proper form but is unable to transfer all or part of the Creation Unit to be redeemed to the Fund, at or prior to the date and time specified by the Fund or its custodian, an additional amount of cash shall be required to be deposited with the Fund by the Participant, pending delivery of the missing Shares, to the extent necessary to maintain an amount of cash on deposit with the Fund of at least equal to 105% of the daily marked to market value of any undelivered Shares (the “Additional Cash Amount”), which percentage may be changed by the Fund from time to time. Such Additional Cash Amount, which shall be in addition to the delivery of the available Shares and any Cash Amount (as defined below), must be delivered no later than the date and time specified by the Fund or its custodian and shall be held by such custodian and marked-to-market daily. “Cash Amount” means an amount equal to the difference between the net asset value of the shares being redeemed, as next determined after the receipt of a redemption request in proper form, and the value of Fund Securities. The fees of the Fund’s custodian and any sub-custodians in respect of the delivery, maintenance and redelivery of the Additional Cash Amount shall be payable by the Participant. The FundAdministrative Agent, in its sole discretion, may require the use the Additional Cash Amount to acquire Shares of the Fund at Redemption Order Form for any time without prior notice reason as an alternative for its electronic facilities. The information required by such electronic facilities shall be substantially similar to the information on the Redemption Order Form attached hereto.
(c) The Administrative Agent shall have the absolute right, but shall have no obligation, to reject any Redemption Order (i) if the Administrative Agent determines that the Redemption Order is not in the required form, (ii) if the Administrative Agent determines that the applicable Authorized Participant or Authorized Participants have deposited an insufficient number of shares with the applicable Trustee, (iii) if the Administrative Agent or the applicable Depositor has determined (and subject has informed the Participant to liability Administrative Agent), based upon advice of counsel, that such Redemption Order would have adverse tax or securities laws consequences for any shortfall between the aggregate one or more of the cost to the Fund of purchasing such Shares, plus the value applicable Paired Trusts or any of the Cash Amount, and the value holders of the Additional Cash Amount together with liability for related brokerage, borrowings and other charges. The Fund will return any unused portion MacroShares or that the fulfillment of such Redemption Order may be unlawful; or (iv) if circumstances outside the control of the Additional Cash Amount once all Administrative Agent make it impractical or not feasible to process the Redemption Order on the Redemption Order Date or on the related Redemption Date. None of the missing Shares have been properly received by the Fund or purchased by the Fund. The Fund shall charge, and the Participant agrees to pay to the Fundapplicable Depositor, the applicable transaction fee and Trustee or the Administrative Agent shall be liable to any additional fees prescribed in Person by reason of the Prospectus. rejection of any Redemption Order.
(d) The delivery Administrative Agent shall suspend the right of Fund Securities and/or cash in connection with such a Redemption Order will occur no later than redemption or postpone the applicable settlement date, (i) for any period during which any of the applicable Exchanges is closed, or trading on any of such Exchanges is suspended or restricted, (ii) for any period during which an emergency exists as a result of which delivery or acquisition of Eligible Treasuries by the applicable Paired Trusts is not reasonably practicable, (iii) if any such redemption would cause the applicable Up or Down Investment Amount to equal less than 10 million dollars or (iv) for such other period as the applicable Depositor, the applicable Trustee or the Administrative Agent determines to be necessary for the protection of the Beneficial Owners of any of the applicable MacroShares. None of the applicable Depositor, the Administrative Agent or the applicable Trustee shall be liable to any Person or in any way for any loss or damages that may result from any such suspension or postponement.
Appears in 2 contracts
Samples: Participants Agreement, Participants Agreement (MacroShares $100 Oil Up Trust)
Redemption Orders. A Redemption Order Dealer may place redemption orders with RESRV or the Fund for Shares owned by Dealer's customers, but only in accordance with the terms of the applicable Prospectus. Dealer understands and agrees that by placing a redemption order with the Fund or RESRV by wire or telephone, Dealer represents that a request for the redemption of the Shares covered by the redemption order has been delivered to the Dealer by the registered owner(s) of such Shares, and that such request has been executed in the manner and with the signature(s) of such registered owners guaranteed as required by the then current Prospectus of the applicable Fund. Such redemption orders shall be deemed subject to be received on the Business Day on which it is placed provided that following additional conditions:
(a) Dealer shall furnish RESRV or the Order is placed in “proper form” (as defined in Fund with exact registration and account number for the Prospectus) prior to Order Cut-Off Time on such date. If the Participant has submitted a redemption request in proper form but is unable to transfer all or part of the Creation Unit Shares to be redeemed at the time Dealer places a redemption order by wire or telephone and shall tender to RESRV or the Fund, at if requested, within five (5) business days placing such a redemption order: (i) a stock power or letter, duly signed by the registered owner(s) of the Shares which are the subject of the order, duly guaranteed, (ii) any Share certificates required for such redemption, or (iii) any additional documents which may be required by the applicable fund or its transfer agent, in accordance with the terms of the then current Prospectus of the applicable Fund and the policies of the transfer agent. In the alternative, Dealer shall provide a letter of indemnity in a form approved by the Fund and RESRV stating that all necessary authorizations have been received from the registered owner(s) of the Shares.
(b) The redemption price will be the next net asset value per share of the Shares computed after the receipt by RESRV or the Fund, prior to the date and time specified by the Fund or its custodian, an additional amount of cash shall be required to be deposited with the Fund by the Participant, pending delivery close of the missing New York Stock Exchange ("NYSE"), of an order placed by Dealer to redeem such Shares, to except that orders placed by Dealer after the extent necessary to maintain an amount of cash on deposit with the Fund of at least equal to 105% close of the daily marked to market value of any undelivered Shares (NYSE on a business day will be based on the “Additional Cash Amount”), which percentage may be changed by the Fund from time to time. Such Additional Cash Amount, which shall be in addition to the delivery of the available Shares and any Cash Amount (as defined below), must be delivered no later than the date and time specified by the Fund or its custodian and shall be held by such custodian and marked-to-market daily. “Cash Amount” means an amount equal to the difference between the Fund's net asset value per share determined that day, but only if such orders were received by Dealer from the customer prior to the close of business of the shares being redeemedNYSE that day and if Dealer places an redemption order with RESRV or the Fund prior to RESRV's or the Fund's normal close of business that day.
(c) In connection with a redemption order placed, as next determined after if Dealer fails to make delivery of all required documents in a timely manner, RESRV or the receipt Fund has the right to cancel Dealer's redemption order. If any cancellation of a redemption request order or if any error in proper form, and the value of Fund Securities. The fees timing of the Fund’s custodian and any sub-custodians acceptance of a redemption order placed by Dealer shall result in respect of the delivery, maintenance and redelivery of the Additional Cash Amount shall be payable by the Participant. The Fund, in its discretion, may use the Additional Cash Amount a loss to acquire Shares of the Fund at any time without prior notice to the Participant and subject the Participant to liability for any shortfall between the aggregate of the cost to the Fund of purchasing such Shares, plus the value of the Cash Amount, and the value of the Additional Cash Amount together with liability for related brokerage, borrowings and other charges. The Fund will return any unused portion of the Additional Cash Amount once all of the missing Shares have been properly received by the Fund RESRV or purchased by the Fund. The Fund shall charge, and the Participant agrees to pay to the Fund, Dealer shall promptly reimburse RESRV or the applicable transaction fee and any additional fees prescribed in the Prospectus. The delivery of Fund Securities and/or cash in connection with for such a Redemption Order will occur no later than the settlement dateloss.
Appears in 2 contracts
Samples: Registered Dealer Agreement (Reserve Private Equity Series), Registered Dealer Agreement (Reserve Private Equity Series)
Redemption Orders. A (a) Except as otherwise provided for herein, all orders to redeem MacroShares pursuant to instructions submitted by an Authorized Participant for cash or for cash and/or Eligible Treasuries shall be made in accordance with the terms of the applicable MacroShares Trust Agreements, these Standard Terms, the applicable Supplement and the Applicable Redemption Procedures contained therein. Each party will comply with such foregoing terms and procedures to the extent applicable. Each Authorized Participant hereby consents to the use of recorded telephone lines whether or not such use is reflected in the Applicable Redemption Procedures. The Administrative Agent may issue additional or other procedures from time to time relating to the manner of redemption of the applicable MacroShares Units which differ from or supplement the Applicable Redemption Procedures, and, upon receiving written notice thereof, each of the applicable Authorized Participants shall thereafter comply with Applicable Redemption Procedures, as so amended. Any Redemption Order with respect to which an Authorized Participant has failed to comply with Applicable Procedures may be rejected by the Administrative Agent and, so long as written notice of any amendment or supplement to such Applicable Procedures has been delivered to such Authorized Participant in accordance with Section 20(c), the Administrative Agent, the applicable Paired Trusts and the other parties to the applicable Participants Agreement shall have no liability for any such rejection.
(b) Each Authorized Participant acknowledges that he can only redeem MacroShares Units of the Paired Trusts for which it acts as an Authorized Participant, as set forth in Schedule I attached hereto and evidenced by its execution of the applicable Supplement for such Paired Trusts. Each Authorized Participant acknowledges and agrees on behalf of itself and any party for which it is acting (whether such party is a customer or otherwise) that each order to redeem MacroShares as one or more MacroShares Units for cash or for cash and/or Eligible Treasuries (a “Redemption Order” and together with a Creation Order, each an “Order”) may not be revoked by such Authorized Participant after the placement and acceptance of such order with the Administrative Agent. Each Redemption Order shall be deemed to a binding obligation of the Authorized Participant that placed such Redemption Order. A form of Redemption Order is attached hereto as EXHIBIT C (a “Redemption Order Form”). The Redemption Order Form shall not be received on required if such Redemption Order is conducted through the Business Day on which it is placed provided electronic facilities of the Administrative Agent: provided, however, that the Order is placed in “proper form” (as defined in the Prospectus) prior to Order Cut-Off Time on such date. If the Participant has submitted a redemption request in proper form but is unable to transfer all or part of the Creation Unit to be redeemed to the Fund, at or prior to the date and time specified by the Fund or its custodian, an additional amount of cash shall be required to be deposited with the Fund by the Participant, pending delivery of the missing Shares, to the extent necessary to maintain an amount of cash on deposit with the Fund of at least equal to 105% of the daily marked to market value of any undelivered Shares (the “Additional Cash Amount”), which percentage may be changed by the Fund from time to time. Such Additional Cash Amount, which shall be in addition to the delivery of the available Shares and any Cash Amount (as defined below), must be delivered no later than the date and time specified by the Fund or its custodian and shall be held by such custodian and marked-to-market daily. “Cash Amount” means an amount equal to the difference between the net asset value of the shares being redeemed, as next determined after the receipt of a redemption request in proper form, and the value of Fund Securities. The fees of the Fund’s custodian and any sub-custodians in respect of the delivery, maintenance and redelivery of the Additional Cash Amount shall be payable by the Participant. The FundAdministrative Agent, in its sole discretion, may require the use the Additional Cash Amount to acquire Shares of the Fund at Redemption Order Form for any time without prior notice reason as an alternative for its electronic facilities. The information required by such electronic facilities shall be substantially similar to the information on the Redemption Order Form attached hereto.
(c) The Administrative Agent shall have the absolute right, but shall have no obligation, to reject any Redemption Order (i) if the Administrative Agent determines that the Redemption Order is not in the required form, (ii) if the Administrative Agent determines that the applicable Authorized Participant has deposited an insufficient number of shares with the applicable Trustee, (iii) if the Administrative Agent has determined, or the applicable Depositor has determined and subject has informed the Participant to liability Administrative Agent, based in each case upon advice of counsel, that such Redemption Order would have adverse tax or securities laws consequences for any shortfall between the aggregate one or more of the cost to the Fund of purchasing such Shares, plus the value applicable Paired Trusts or any of the Cash Amount, and the value holders of the Additional Cash Amount together with liability for related brokerage, borrowings and other charges. The Fund will return any unused portion MacroShares or that the fulfillment of such Redemption Order may be unlawful; or (iv) if circumstances outside the control of the Additional Cash Amount once all Administrative Agent make it impractical or not feasible to process the Redemption Order on the Redemption Order Date or on the related Redemption Date. None of the missing Shares have been properly received by the Fund or purchased by the Fund. The Fund shall charge, and the Participant agrees to pay to the Fundapplicable Depositor, the applicable transaction fee and Trustee or the Administrative Agent shall be liable to any additional fees prescribed in Person by reason of the Prospectus. rejection of any Redemption Order.
(d) The delivery Administrative Agent shall suspend the right of Fund Securities and/or cash in connection with such a Redemption Order will occur no later than redemption or postpone the applicable settlement date, (i) for any period during which any of the Applicable Exchanges is closed, or trading on any of such Applicable Exchanges is suspended or restricted, (ii) for any period during which an emergency exists as a result of which delivery or acquisition of Eligible Treasuries by the applicable Paired Trusts is not reasonably practicable, (iii) if any such redemption would cause the applicable Up or Down Investment Amount to equal less than 10 million dollars or (iv) for such other period as the applicable Depositor, the applicable Trustee or the Administrative Agent determines to be necessary for the protection of the Beneficial Owners of any of the applicable MacroShares. None of the applicable Depositor, the Administrative Agent or the applicable Trustee shall be liable to any Person or in any way for any loss or damages that may result from any such suspension or postponement.
Appears in 1 contract
Samples: Participants Agreement (MacroShares Major Metro Housing Up Trust)
Redemption Orders. A Redemption Order Dealer may place redemption orders with RESRV or the Fund for Shares owned by Dealer's customers, but only in accordance with the terms of the applicable Fund Prospectus. Dealer understands and agrees that by placing a redemption order with the Fund or RESRV by wire or telephone, Dealer represents that a request for the redemption of the Shares covered by the redemption order has been delivered to the Dealer by the registered owner(s) of such Shares, and that such request has been executed in the manner and with the signature(s) of such registered owners guaranteed as required by the then current Prospectus of the applicable Fund. Such redemption orders shall be deemed subject to be received on the Business Day on which it is placed provided that following additional conditions:
(a) Dealer shall furnish RESRV or the Order is placed in “proper form” (as defined in Fund with exact registration and account number for the Prospectus) prior to Order Cut-Off Time on such date. If the Participant has submitted a redemption request in proper form but is unable to transfer all or part of the Creation Unit Shares to be redeemed at the time Dealer places a redemption order by wire or telephone and shall tender to RESRV or the Fund, at if requested, within five (5) business days placing such a redemption order: (i) a stock power or letter, duly signed by the registered owner(s) of the Shares which are the subject of the order, duly guaranteed, (ii) any Share certificates required for such redemption, or (iii) any additional documents which may be required by the applicable fund or its transfer agent, in accordance with the terms of the then current Prospectus of the applicable Fund and the policies of the transfer agent. In the alternative, Dealer shall provide a letter of indemnity in a form approved by the Fund and RESRV stating that all necessary authorizations have been received from the registered owner(s) of the Shares.
(b) The redemption price will be the next net asset value per share of the Shares computed after the receipt by RESRV or the Fund, prior to the date and time specified by the Fund or its custodian, an additional amount of cash shall be required to be deposited with the Fund by the Participant, pending delivery close of the missing New York Stock Exchange ("NYSE"), of an order placed by Dealer to redeem such Shares, to except that orders placed by Dealer after the extent necessary to maintain an amount of cash on deposit with the Fund of at least equal to 105% close of the daily marked to market value of any undelivered Shares (NYSE on a business day will be based on the “Additional Cash Amount”), which percentage may be changed by the Fund from time to time. Such Additional Cash Amount, which shall be in addition to the delivery of the available Shares and any Cash Amount (as defined below), must be delivered no later than the date and time specified by the Fund or its custodian and shall be held by such custodian and marked-to-market daily. “Cash Amount” means an amount equal to the difference between the Fund's net asset value per share determined that day, but only if such orders were received by Dealer from the customer prior to the close of business of the shares being redeemedNYSE that day and if Dealer places an redemption order with RESRV or the Fund prior to RESRV's or the Fund's normal close of business that day.
(c) In connection with a redemption order placed, as next determined after if Dealer fails to make delivery of all required documents in a timely manner, RESRV or the receipt Fund has the right to cancel Dealer's redemption order. If any cancellation of a redemption request order or if any error in proper form, and the value of Fund Securities. The fees timing of the Fund’s custodian and any sub-custodians acceptance of a redemption order placed by Dealer shall result in respect of the delivery, maintenance and redelivery of the Additional Cash Amount shall be payable by the Participant. The Fund, in its discretion, may use the Additional Cash Amount a loss to acquire Shares of the Fund at any time without prior notice to the Participant and subject the Participant to liability for any shortfall between the aggregate of the cost to the Fund of purchasing such Shares, plus the value of the Cash Amount, and the value of the Additional Cash Amount together with liability for related brokerage, borrowings and other charges. The Fund will return any unused portion of the Additional Cash Amount once all of the missing Shares have been properly received by the Fund RESRV or purchased by the Fund. The Fund shall charge, and the Participant agrees to pay to the Fund, Dealer shall promptly reimburse RESRV or the applicable transaction fee and any additional fees prescribed in the Prospectus. The delivery of Fund Securities and/or cash in connection with for such a Redemption Order will occur no later than the settlement dateloss.
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Samples: Registered Dealer Agreement (Reserve Municipal Money Market Trust)