EXHIBIT 1.1
XXXXXX UNIT INVESTMENT TRUSTS
SERIES 53
TRUST AGREEMENT
This Trust Agreement dated as of January 7, 1997 between Xxxxxx &
Associates, Inc., as Depositor, and The Bank of New York, as Trustee, sets
forth certain provisions in full and incorporates other provisions by
reference to the document entitled "Standard Terms and Conditions of Trust
For Equity Trusts Sponsored by Xxxxxx & Associates, Inc., Effective January
7, 1997" (herein called the "Standard Terms and Conditions of Trust"), and
such provisions as are set forth in full and such provisions as are
incorporated by reference constitute a single instrument.
WITNESSETH THAT:
In consideration of the premises and of the mutual agreements herein
contained, the Depositor and the Trustee agree as follows:
PART I
STANDARD TERMS AND CONDITIONS OF TRUST
Subject to the provisions of Part II 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 this instrument.
PART II
SPECIAL TERMS AND CONDITIONS OF TRUST
The following special terms and conditions are hereby agreed to:
(1) The equity securities listed in the Schedule hereto have been
deposited in trust under this Trust Agreement as indicated in each
Trust named on the attached Schedule.
(2) For the purposes of the definition of the term "Unit" in
Article I, it is hereby specified that the fractional undivided
interest in and ownership of a Trust is the amount set forth in the
section captioned "Essential Information" in the final Prospectus of
the Trust (the "Prospectus") contained in Amendment No. 1 to the
Trust's Registration Statement (Registration No. 333-17811) as filed
with the Securities and Exchange Commission on January 7, 1997. The
fractional undivided interest may (a) increase by the number of any
additional Units issued pursuant to Section 2.03, (b) increase or
decrease in connection with an adjustment to the number of Units
pursuant to Section 2.03, or (c) decrease by the number of Units
redeemed pursuant to Section 5.02.
(3) The term "Deferred Sales Charge" shall mean the "deferred
sales charge" as described in the Prospectus.
(4) The terms "Income Account Record Date" and "Capital Account
Record Date" shall mean the dates set forth under "Essential
Information_Record and Computation Dates" in the Prospectus.
(5) The terms "Income Account Distribution Date" and "Capital
Account Distribution Date" shall mean the dates set forth under
"Essential Information_Distribution Dates" in the Prospectus.
(6) The term "Initial Date of Deposit" shall mean the date of this
Trust Agreement as set forth above.
(7) The number of Units of a Trust referred to in Section 2.03 is
as set forth under "Essential Information_Number of Units" in the
Prospectus.
(8) For the purposes of Section 6.01(g), the liquidation amount is
the amount set forth under "Essential Information_Minimum Value of
Trust under which Trust Agreement may be Terminated" in the Prospectus.
(9) Notwithstanding anything to the contrary herein, the total
annual expenses paid by a Trust in accordance with Section 3.05(a),
excluding amounts specified by Section 3.05(a)(v) with respect to a
deferred sales charge, shall not exceed $0.035 per Unit of such Trust
then outstanding; to the extent such annual expenses to be charged to a
Trust exceed such amount, the excess shall be paid by the Depositor at
its own expense and not by the Trust.
-2-
IN WITNESS WHEREOF, the parties hereto have caused this Trust Agreement
to be duly executed.
XXXXXX & ASSOCIATES, INC.,
Depositor
By /s/ XXXXX X. XXXXXXXXX
___________________________
Xxxxx X. Xxxxxxxxx
THE BANK OF NEW YORK,
Trustee
By /s/ Xxx Xxxxxx
___________________________
Vice President
SCHEDULE A TO TRUST AGREEMENT
SECURITIES INITIALLY DEPOSITED
XXXXXX UNIT INVESTMENT TRUSTS
SERIES 53
(Note: Incorporated herein and made a part hereof are the "Portfolios"
as set forth in the Prospectus.)
