FT 960
TRUST AGREEMENT
Dated: March 23, 2005
The Trust Agreement among First Trust Portfolios, L.P., as
Depositor, The Bank of New York, as Trustee and First Trust Advisors
L.P., as Evaluator and Portfolio Supervisor, sets forth certain
provisions in full and incorporates other provisions by reference to
the document entitled "Standard Terms and Conditions of Trust for FT
785 and certain subsequent Series, Effective December 9, 2003" (herein
called the "Standard Terms and Conditions of Trust"), and such
provisions as are incorporated by reference constitute a single
instrument. All references herein to Articles and Sections are to
Articles and Sections of the Standard Terms and Conditions of Trust.
WITNESSETH THAT:
In consideration of the premises and of the mutual agreements
herein contained, the Depositor, the Trustee, the Evaluator and the
Portfolio Supervisor agree as follows:
PART I
STANDARD TERMS AND CONDITIONS OF TRUST
Subject to the provisions of Part II and Part III hereof, all the
provisions contained in the Standard Terms and Conditions of Trust are
herein incorporated by reference in their entirety and shall be deemed
to be a part of this instrument as fully and to the same extent as
though said provisions had been set forth in full in this instrument.
PART II
SPECIAL TERMS AND CONDITIONS OF TRUST
STRATEGIC INCOME ADVANTAGE CLOSED-END PORTFOLIO SERIES
The following special terms and conditions are hereby agreed to:
A. The Securities initially deposited in the Trust pursuant to
Section 2.01 of the Standard Terms and Conditions of Trust are set
forth in the Schedules hereto.
B. (1) The aggregate number of Units outstanding for the Trust on
the Initial Date of Deposit and the initial fractional undivided
interest in and ownership of the Trust represented by each Unit
thereof are set forth in the Prospectus in the section "Summary of
Essential Information."
Documents representing this number of Units for the Trust are
being delivered by the Trustee to the Depositor pursuant to Section
2.03 of the Standard Terms and Conditions of Trust.
C. The Percentage Ratio on the Initial Date of Deposit is as set
forth in the Prospectus under "Schedule of Investments."
D. The Record Date shall be as set forth in the prospectus under
"Summary of Essential Information."
E. The Distribution Date shall be as set forth in the Prospectus
under "Summary of Essential Information."
F. The Mandatory Termination Date for the Trust shall be as set
forth in the Prospectus under "Summary of Essential Information."
G. First Trust Advisors L.P.'s compensation as referred to in
Section 4.03 of the Standard Terms and Conditions of Trust shall be an
annual fee in the amount of $.0080 per Unit.
H. The Trustee's Compensation Rate pursuant to Section 6.04 of
the Standard Terms and Conditions of Trust shall be an annual fee
in the amount of $.0096 per Unit, calculated based on the largest
number of Units outstanding during the calendar year except during the
initial offering period as determined in Section 4.01 of this
Indenture, in which case the fee is calculated based on the largest
number of units outstanding during the period for which the
compensation is paid (such annual fee to be pro rated for any calendar
year in which the Trustee provides services during less than the whole
of such year). However, in no event, except as may otherwise be
provided in the Standard Terms and Conditions of Trust, shall the
Trustee receive compensation in any one year from any Trust of less
than $2,000 for such annual compensation.
I. The Initial Date of Deposit for the Trust is March 23, 2005.
J. The minimum amount of Securities to be sold by the Trustee
pursuant to Section 5.02 of the Indenture for the redemption of Units
shall be 100 shares.
K. The minimum number of Units a Unit holder must redeem in order
to be eligible for an in-kind distribution of Securities pursuant to
Section 5.02 shall be 2,500 Units of the Trust. L. The minimum number
of Units a Unit holder must tender in order to be eligible for an
in-kind distribution of Securities pursuant to Section 8.02 shall be
2,500 Units of the Trust.
PART III
A. Notwithstanding anything to the contrary in the Standard Terms
and Conditions of Trust, Section 2.01(e) shall be amended to read as
follows:
"The Trustee is hereby irrevocably authorized to effect
registration or transfer of the Securities in fully registered
form to the name of the Trustee or to the name of its nominee or
to hold the Securities in a clearing agency registered with the
Securities and Exchange Commission, in a book entry system
operated by the Federal Reserve Board, with an Eligible Foreign
Custodian or in an Eligible Securities Depository."
B. Section 2.01 if the Standard Terms shall be amended to
included the following section at the end of Section 2.01:
"(g) Notwithstanding anything to the contrary herein,
subject to the requirements set forth in this Section 2.01(g) and
unless the Prospectus otherwise requires, the Depositor may, on
any Business Day (the "Trade Date"), subscribe for additional
Units as follows:
(i) Prior to the Evaluation Time on such Business Day, the
Depositor shall provide notice (the "Subscription Notice") to the
Trustee, by telephone or by written communication, of the
Depositor's intention to subscribe for additional Units. The
Subscription Notice shall identify the additional Securities to
be acquired (unless such additional Securities are a precise
replication of the then existing portfolio) and shall either (a)
specify the quantity of additional Securities to be deposited by
the Depositor on the settlement date for such subscription or (b)
instruct the Trustee to purchase additional Securities with an
aggregate value as specified in the Subscription Notice.
(ii) Promptly following the Evaluation Time on such Business
Day, the Depositor shall verify with the Trustee the number of
additional Units to be created.
(iii) Not later than the time on the settlement date for such
subscription when the Trustee is to deliver or assign the
additional Units created hereby, the Depositor shall deposit with
the Trustee (a) any additional Securities specified in the
Subscription Notice (or contracts to purchase such additional
Securities together with cash or a Letter of Credit in the amount
necessary to settle such contracts) or (b) cash or a Letter of
Credit in an amount equal to the aggregate value of the
additional Securities specified in the Subscription Notice to be
purchased by the Trustee, and adding and subtracting the amounts
specified in the first and second sentences of Section 5.01,
computed as of the Evaluation Time on the Business Day preceding
the Trade Date divided by the number of Units outstanding as of
the Evaluation Time on the Business Day preceding the Trade Date,
times the number of additional Units to be created.
(iv) On the settlement date for such subscription, the Trustee
shall, in exchange for the Securities and cash, cash or Letter of
Credit described above, deliver to, or assign in the name of or
on the order of, the Depositor the number of Units verified by
the Depositor with the Trustee.
(v) In the event the Depositor fails to take such action
required by paragraph (iii) above, the Trustee shall, on the
settlement date for such subscription, settle the securities
transactions specified in the Subscription Notice.
(vi) Neither the Trust nor Unit holders of the Trust will be
responsible for any loss resulting from the failure of the
Depositor to take such action required by paragraph (iii) above."
C. Notwithstanding anything to the contrary in the Standard
Terms and Condition of Trust, Section 6.01(e) shall be amended to read
as follows:
"(e) (1) Subject to the provisions of subparagraph (2) of this
paragraph, the Trustee may employ agents, sub- custodians,
attorneys, accountants and auditors and shall not be answerable
for the default or misconduct of any such agents, sub-custodians,
attorneys, accountants or auditors if such agents,
sub-custodians, attorneys, accountants or auditors shall have
been selected with reasonable care. The Trustee shall be fully
protected in respect of any action under this Indenture taken or
suffered in good faith by the Trustee in accordance with the
opinion of counsel, which may be counsel to the Depositor
acceptable to the Trustee, provided, however that this disclaimer
of liability shall not excuse the Trustee from the
responsibilities specified in subparagraph (2) below. The fees
and expenses charged by such agents, sub-custodians, attorneys,
accountants or auditors shall constitute an expense of the Trust
reimbursable from the Income and Capital Accounts of the Trust as
set forth in section 7.04 hereof.
(2)To the extent permitted under the Investment Company Act of
1940 as evidenced by an opinion of counsel to the Depositor
satisfactory to the Trustee or "no-action" letters or exemptive
orders issued by the Securities and Exchange Commission or its
staff, the Trustee may place and maintain in the care of an
Eligible Foreign Custodian (which is employed by the Trustee as a
sub-custodian as contemplated by subparagraph (1) of this
paragraph (e) and which may be an affiliate or subsidiary of the
Trustee or any other entity in which the Trustee may have an
ownership interest) or an Eligible Securities Depository the
Trust's investments (including foreign currencies) for which the
primary market is outside the United States, and such cash and
cash equivalents in amounts reasonably necessary to effect the
Trust's transactions in such investments, provided that:
(A) The Trustee shall indemnify the Trust and hold the
Trust harmless from and against any risk of loss of Trust
assets held with an Eligible Foreign Custodian in accordance
with the foreign custody contract.
(B) The Trustee shall exercise reasonable care, prudence
and diligence such as a person having responsibility for the
safekeeping of Trust assets would exercise, and shall be liable
to the Trust for any loss occurring as a result of its failure
to do so.
(C) The Trustee shall perform all duties assigned to the
Foreign Custody Manager by Rule 17f-5 under the Investment
Company Act of 1940 (17 CFR ss. 270.17f-5), as now in effect or
as such rule may be amended in the future ("Rule 17f-5"). The
Trustee shall not delegate such duties.
(D) The Trustee shall (i) provide the Depositor with an
analysis of the custody risks associated with maintaining
assets with an Eligible Securities Depository; (ii) monitor the
custody risks associated with maintaining assets with the
Eligible Securities Depository on a continuing basis and
promptly notify the Depositor of any material change in such
risks; and (iii) exercise reasonable care, prudence and
diligence in performing the foregoing duties. The Depositor
shall instruct the Trustee to take such action as the Depositor
deems appropriate in response to a notification by the Trustee
provided pursuant to (ii) in the preceding sentence.
(E) The Trust's Prospectus shall contain such disclosure
regarding foreign securities and foreign custody as is required
for management investment companies by Forms N-1A and N-2. Such
Prospectus shall also contain disclosure concerning the
Depositor's responsibilities described in (C) above.
(F) The Trustee shall maintain and keep current written
records regarding the basis for the choice or continued use of
a particular Eligible Foreign Custodian pursuant to this
subparagraph for a period of not less than six years from the
end of the fiscal year in which the Trust was terminated, the
first two years in an easily accessible place. Such records
shall be available for inspection by Unitholders and the
Securities and Exchange Commission at the Trustee's corporate
trust office during its usual business hours."
D. Section 4.05 shall be amended to add the following paragraph
as the third paragraph of Section 4.05 of the Standard Terms and
Condition of Trust:
The Portfolio Supervisor may employ one or more sub- Portfolio
Supervisors to assist in performing the services set forth in
this Section 4.05 and shall not be answerable for the default of
any such sub-Portfolio Supervisors if such sub-Portfolio
Supervisors shall have been selected with reasonable care,
provided, however, that the Portfolio Supervisor will indemnify
and hold the Trust harmless from and against any loss occurring
as a result of a sub- Portfolio Supervisor's willful misfeasance,
reckless disregard, bad faith, or gross negligence in performing
supervisory duties. The fees and expenses charged by such
sub-Portfolio Supervisors shall be paid by the Portfolio
Supervisor out of proceeds received by the Portfolio Supervisor
in accordance with Section 4.03 hereof.
IN WITNESS WHEREOF, First Trust Portfolios, L.P., The Bank of New
York and First Trust Advisors L.P. have each caused this Trust
Agreement to be executed and the respective corporate seal to be
hereto affixed and attested (if applicable) by authorized officers;
all as of the day, month and year first above written.
FIRST TRUST PORTFOLIOS,
L.P., Depositor
By Xxxxx X. Xxxxx
Senior Vice President
THE BANK OF NEW YORK,
Trustee
By Xxxxx Xxxxxx
Vice President
[SEAL]
ATTEST:
Xxxxx Xxxxxxx
Assistant Vice President
FIRST TRUST ADVISORS L.P.,
Evaluator
By Xxxxx X. Xxxxx
Senior Vice President
FIRST TRUST ADVISORS L.P.,
Portfolio Supervisor
By Xxxxx X. Xxxxx
Senior Vice President
SCHEDULE A TO TRUST AGREEMENT
Securities Initially Deposited
FT 960
(Note: Incorporated herein and made a part hereof for the
Trust is the "Schedule of Investments" for the Trust as set forth
in the Prospectus.)