Agreement and Declaration of Trust of OWLshares Trust a Delaware Statutory TrustAgreement and Declaration of Trust • July 12th, 2016 • OWLshares Trust • Delaware
WHEREAS, the Trust was established pursuant to a Certificate of Trust filed with the Secretary of State of the State of Delaware on March 24, 2015; and
Master Custodian AgreementMaster Custodian Agreement • July 12th, 2016 • OWLshares Trust • Massachusetts
This Agreement is made as of June 1, 2016 (this “Agreement”), between each management investment company identified on Appendix A and each management investment company which becomes a party to this Agreement in accordance with the terms hereof (in each case, a “Fund”), including, if applicable, each series of the Fund identified on Appendix A and each series which becomes a party to this Agreement in accordance with the terms hereof, and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).
PENSERRA CAPITAL MANAGEMENT LLC SUB-ADVISORY AGREEMENTSub-Advisory Agreement • July 12th, 2016 • OWLshares Trust • New York
Sub-Advisory Agreement (this “Agreement”) entered into as of the 1st day of June, 2016, by and between New Millennium Macro, LLC d/b/a OWLshares Advisors, a Nevada limited liability company with its principal place of business at 312 Arizona Avenue, Santa Monica, California 90401 (the “Adviser”), and Penserra Capital Management LLC, a registered investment advisor organized under the laws of the State of New York (the “Sub-Adviser”).
TRANSFER AGENCY AND SERVICE AGREEMENTTransfer Agency and Service Agreement • July 12th, 2016 • OWLshares Trust • Massachusetts
THIS AGREEMENT is made as of the 1st day of June 2016, by and between STATE STREET BANK AND TRUST COMPANY, Massachusetts trust company having its principal office and place of business at One Lincoln Street, Boston, Massachusetts 02111 (“State Street” or the “Transfer Agent”), and OWLsharesTM Trust, a Delaware business trust having its principal office and place of business at 312 Arizona Avenue, Santa Monica 90401, CA (the “Trust”).
DISTRIBUTION AGREEMENTDistribution Agreement • July 12th, 2016 • OWLshares Trust • Colorado
THIS AGREEMENT is made as of June 22, 2016, between OWLshares Trust, a Delaware Statutory Trust (the “Trust”), and ALPS Distributors, Inc., a Colorado corporation (“ALPS”).
OWLshares ETF TRUST PARTICIPANT AGREEMENTParticipant Agreement • July 12th, 2016 • OWLshares Trust • Colorado
This Participant Agreement (the “Agreement”) is entered into by and among ALPS Distributors, Inc. (the “Distributor”) and ________________ [Participant’s Name and NSCC#] (the “Participant”) and is subject to acceptance by State Street Bank and Trust Company, as transfer agent (the “Transfer Agent”). OWLshares ETF Trust (the “Trust”) is an open-end management investment company organized as a Delaware statutory trust consisting of separate investment portfolios (each, a “Fund” and collectively, the “Funds”) as set forth in Attachment A hereto. The Distributor has been retained as principal underwriter of the Trust and provides certain services in connection with the sale and distribution of shares of beneficial interest of the Funds (the “Shares”). The Transfer Agent has been retained to provide certain transfer agency services with respect to the purchase and redemption of Shares.
ADMINISTRATION AGREEMENTAdministration Agreement • July 12th, 2016 • OWLshares Trust • Massachusetts
This Administration Agreement (“Agreement”) dated and effective as of June 1, 2016, is by and between State Street Bank and Trust Company, a Massachusetts trust company (the “Administrator”), and OWLshares Trust, a Delaware trust (the “Trust”).
INVESTMENT ADVISORY AGREEMENTInvestment Advisory Agreement • July 12th, 2016 • OWLshares Trust • New York
This Investment Advisory Agreement (this “Agreement”) is made and entered into on June 1, 2016, to be effective upon the Effective Date specified in Section 1(a), by and between OWLshares Trust, a Delaware statutory trust organized on March 24, 2015 (“Trust”), and New Millennium Macro, LLC d/b/a OWLshares Advisors, a Nevada limited liability company (“Advisor”).
INITIAL SHARE PURCHASE AGREEMENTInitial Share Purchase Agreement • July 12th, 2016 • OWLshares Trust
This Agreement is made as of the __ day of _____________, 2016 between [•] (the “Purchaser”), a [state and form of organization], and OWLshares ETF Trust, a Delaware statutory trust (the “Trust”). A copy of the Certificate of Incorporation is on file with Secretary of the State of Delaware and notice is hereby given that the obligations of this Agreement are not binding upon any of the Trustees, officers or shareholders of the Trust individually, but are binding only upon the assets and property of the Trust.
