Common use of Termination Reorganization Clause in Contracts

Termination Reorganization. Section 8.01 Termination of the Trust or any Series or Class. (a) The Sponsor may terminate the Trust or any Series or Class at any time for any reason in its sole discretion, however, notwithstanding the foregoing, if the Trust (or a Series as the case may be) fails to qualify for treatment or ceases to be treated as a “grantor trust” under the Code or any comparable provision of the laws of any State or other jurisdiction where that treatment is sought, the Sponsor will evaluate whether it is advisable and the best interest of the Shareholders to terminate the Trust or any Series thereof as a result of such tax treatment or change in tax treatment, reorganize a Series into a new Series of the Trust or continue the Trust and Series without further action. (b) Written notice of termination with respect to the Trust, Series or Class, specifying the anticipated date of termination and the anticipated period during which the assets of the Trust or such Series will be liquidated, generally shall be given by the Sponsor to Shareholders of the Trust or Series, as applicable, at least thirty (30) days prior to termination of the Trust, Series or Class. Within a reasonable period of time after such termination the Sponsor shall, subject to any applicable provisions of law, sell all of the Bitcoin or other Digital Assets not already distributed to Authorized Participants redeeming Creation Units, as provided herein, if any, in such a manner so as to effectuate orderly sales and a minimal market impact, and may thereafter hold the net proceeds of any such sale, together with any other cash then held by it under this Trust Agreement, uninvested and without liability for interest, for the pro rata benefit of the beneficial owners of Shares that had not theretofore been redeemed. The Sponsor shall not be liable for or responsible in any way for depreciation or loss incurred by reason of any sale or sales made in accordance with the provisions of this Section 8.01. The Sponsor may suspend its sales of Bitcoin or other Digital Assets upon the occurrence of unusual or unforeseen circumstances, including, but not limited to, a suspension in trading of Bitcoin or other Digital Assets. Upon receipt of proceeds from the sale of the last Bitcoin or other Digital Assets held hereunder, the Sponsor shall: (i) pay to itself individually from the Trust an amount equal to the sum of (1) any compensation due it for extraordinary or other services, (2) any advances made but not yet repaid and (3) reimbursement of any other disbursements as provided herein; (ii) pay to the Trustee any outstanding fees, expenses and indemnities due and owing; (iii) deduct from the Trust any amounts which it, in its sole discretion, shall deem necessary or appropriate to pay on behalf of the Trust and each Series or Class, any applicable taxes or other governmental charges that may be payable by the Trust or such Series and any other contingent or future liabilities of the Trust or a Series or Class; (iv) distribute each Shareholder’s interest in the remaining assets of the Trust; and (v) disseminate to each Shareholder a final statement as of the date of the computation of the amount distributable to the Shareholders. (c) Upon termination of the Trust, following completion of winding up of its business, the Trustee, upon written direction and expenseof the Sponsor, shall cause a certificate of cancellation of the Trust’s Certificate of Trust to be filed in accordance with the Delaware Act.

Termination Reorganization. Section 8.01 Termination of the Trust or any Series or Class. (a) The Sponsor may terminate the Trust or any Series or Class at any time for any reason in its sole discretion, however, notwithstanding the foregoing, if the Trust (or a Series as the case may be) fails to qualify for treatment or ceases to be treated as a “grantor trust” under the Code or any comparable provision of the laws of any State or other jurisdiction where that treatment is sought, the Sponsor will evaluate whether it is advisable and the best interest of the Shareholders to terminate the Trust or any Series thereof as a result of such tax treatment or change in tax treatment, reorganize a Series into a new Series of the Trust or continue the Trust and Series without further action. (b) Written notice of termination with respect to the Trust, Series or Class, specifying the anticipated date of termination and the anticipated period during which the assets of the Trust or such Series will be liquidated, generally shall be given by the Sponsor to Shareholders of the Trust or Series, as applicable, at least thirty (30) days prior to termination of the Trust, Series or Class. Within a reasonable period of time after such termination the Sponsor shall, subject to any applicable provisions of law, sell all of the Bitcoin Ethereum or other Digital Assets not already distributed to Authorized Participants redeeming Creation Units, as provided herein, if any, in such a manner so as to effectuate orderly sales and a minimal market impact, and may thereafter hold the net proceeds of any such sale, together with any other cash then held by it under this Trust Agreement, uninvested and without liability for interest, for the pro rata benefit of the beneficial owners of Shares that had not theretofore been redeemed. The Sponsor shall not be liable for or responsible in any way for depreciation or loss incurred by reason of any sale or sales made in accordance with the provisions of this Section 8.01. The Sponsor may suspend its sales of Bitcoin Ethereum or other Digital Assets upon the occurrence of unusual or unforeseen circumstances, including, but not limited to, a suspension in trading of Bitcoin Ethereum or other Digital Assets. Upon receipt of proceeds from the sale of the last Bitcoin Ethereum or other Digital Assets held hereunder, the Sponsor shall: (i) pay to itself individually from the Trust an amount equal to the sum of (1) any compensation due it for extraordinary or other services, (2) any advances made but not yet repaid and (3) reimbursement of any other disbursements as provided herein; (ii) pay to the Trustee any outstanding fees, expenses and indemnities due and owing; (iii) deduct from the Trust any amounts which it, in its sole discretion, shall deem necessary or appropriate to pay on behalf of the Trust and each Series or Class, any applicable taxes or other governmental charges that may be payable by the Trust or such Series and any other contingent or future liabilities of the Trust or a Series or Class; (iv) distribute each Shareholder’s interest in the remaining assets of the Trust; and (v) disseminate to each Shareholder a final statement as of the date of the computation of the amount distributable to the Shareholders. (c) Upon termination of the Trust, following completion of winding up of its business, the Trustee, upon written direction and expenseof expense of the Sponsor, shall cause a certificate of cancellation of the Trust’s Certificate of Trust to be filed in accordance with the Delaware Act.

Termination Reorganization. Section 8.01 Termination of the Trust or any Series or ClassSeries. (a) The Sponsor may terminate the Trust or any Series or Class at any time for any reason in its sole discretion, however, notwithstanding the foregoing, if the Trust (or a Series as the case may be) fails to qualify for treatment or ceases to be treated as a “grantor trust” under the Code or any comparable provision of the laws of any State or other jurisdiction where that treatment is sought, the Sponsor will evaluate whether it is advisable and the best interest of the Shareholders to terminate the Trust or any Series thereof as a result of such tax treatment or change in tax treatment, reorganize a Series into a new Series of the Trust or continue the Trust and Series without further action. (b) Written notice of termination with respect to the Trust, Series Trust or Classa Series, specifying the anticipated date of termination and the anticipated period during which the assets of the Trust or such Series will be liquidated, generally shall be given by the Sponsor to Shareholders of the Trust or Series, as applicable, at least thirty (30) days prior to termination of the Trust, Series Trust or Classsuch Series. Within a reasonable period of time after such termination the Sponsor shall, subject to any applicable provisions of law, sell all of the Bitcoin or other Digital Assets Gold not already distributed to Authorized Participants redeeming Creation UnitsBaskets, as provided herein, if any, in such a manner so as to effectuate orderly sales and a minimal market impact, and may thereafter hold the net proceeds of any such sale, together with any other cash then held by it under this Trust AgreementDeclaration of Trust, uninvested and without liability for interest, for the pro rata benefit of the beneficial owners of Shares that had not theretofore been redeemed. The Sponsor shall not be liable for or responsible in any way for depreciation or loss incurred by reason of any sale or sales made in accordance with the provisions of this Section 8.01. The Sponsor may suspend its sales of Bitcoin or other Digital Assets the Gold upon the occurrence of unusual or unforeseen circumstances, including, but not limited to, a suspension in trading of Bitcoin or other Digital Assetsgold. Upon receipt of proceeds from the sale of the last Bitcoin or other Digital Assets Gold held hereunder, the Sponsor shall: (i) pay to itself individually from the Trust an amount equal to the sum of (1) any compensation due it for extraordinary or other services, (2) any advances made but not yet repaid and (3) reimbursement of any other disbursements as provided herein; (ii) pay to the Trustee any outstanding fees, expenses and indemnities due and owing; (iii) deduct from the Trust any amounts which it, in its sole discretion, shall deem necessary or appropriate to pay on behalf of the Trust and each Series or Class, any applicable taxes or other governmental charges that may be payable by the Trust or such Series and any other contingent or future liabilities of the Trust or a Series or ClassSeries; (iviii) distribute each Shareholder’s interest in the remaining assets of the Trust; and (viv) disseminate to each Shareholder a final statement as of the date of the computation of the amount distributable to the Shareholders. (c) Upon termination of the Trust, following completion of winding up of its business, the Trustee, upon written direction and expenseof directions of the Sponsor, shall cause a certificate of cancellation of the Trust’s Certificate of Trust to be filed in accordance with the Delaware ActTrust Statute.