Authorized Participant Status Sample Clauses

Authorized Participant Status. The Authorized Participant understands and acknowledges that the method by which Baskets of Shares will be created and traded may raise certain issues under applicable securities laws. For example, because new Baskets of Shares may be issued and sold by the Trust on an ongoing basis, at any point a “distribution”, as such term is used in the 1933 Act, may occur.

Authorized Participant Status. The Authorized Participant understands and acknowledges that the method by which Baskets will be created and traded may raise certain issues under applicable securities laws. For example, because new Baskets may be issued and sold by each Trust on an ongoing basis, at any point a “distribution”, as such term is used in the Securities Act, may occur. The Authorized Participant understands and acknowledges that some activities on its part, depending on the facts, may result in its being deemed a participant in a distribution in a manner which could render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the Securities Act.

Authorized Participant Status. The Authorized Participant understands and acknowledges that the method by which ▇▇▇▇▇▇▇ will be created and traded may raise certain issues under applicable securities laws. For example, because new Baskets of Shares may be issued and sold by the Trust on an ongoing basis, at any point a “distribution,” as such term is used in the Securities Act, may occur. The Authorized Participant understands and acknowledges that some activities on its part, depending on the facts, and based on certain possible interpretations of applicable law, may result in its being deemed a participant in a distribution in a manner which could render it a statutory underwriter as such term is defined in Section 2(a)(11) of the Securities Act and subject it to the prospectus delivery and liability provisions of the Securities Act.

Authorized Participant Status a. The Authorized Participant understands and acknowledges that the method by which Baskets of Shares will be created and traded may raise certain issues under applicable securities laws. For example, because new Baskets of Shares may be issued and sold by the Trust on an ongoing basis, at any point a “distribution”, as such term is used in the 1933 Act, may occur. The Authorized Participant understands and acknowledges that some activities on its part, depending on the circumstances, may result in its being deemed a participant in a distribution in a manner which could render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act. b. The Sponsor shall ensure that each of the Prospectus and the Trust's Form 10-K contains an accurate and current listing of Authorized Participants. The Sponsor shall ensure that each of the Prospectus and the Trust's Form 10-K contains an accurate and current listing of Authorized Participants. By executing this Agreement, the Authorized Participant hereby consents to the inclusion of its name as an authorized participant in the Prospectus and the Trust's Form 10-K.. The Sponsor will promptly notify, or cause to be notified, the Authorized Participant when the characterization of the Authorized Participant’s role is materially changed in the Prospectus or the Trust's Form 10-K. Upon the termination of the Authorized Participant Agreement, (i) (A) during the period prior to when the Trust qualifies and in its sole discretion elects to file on Form S-3, the Sponsor will remove such identification from the Prospectus and the Trust's Form 10-K within a reasonable period of time after the date of the termination of the Authorized Participant Agreement and (B) during the period after when the Sponsor qualifies and in its sole discretion elects to file on Form S-3, the Sponsor will reflect the withdrawal of the Authorized Participant as an authorized participant of the Trust in an Exchange Act filing that will be incorporated by reference into Form S-3 within a reasonable period of time after the date of the termination of the Authorized Participant Agreement and (ii) the Sponsor will promptly update the Trust’s website to remove any identification of the Authorized Participant as an authorized participant of the Trust.

Authorized Participant Status. (a) The Authorized Participant understands and acknowledges that the method by which Baskets will be created and Shares will be traded may raise certain issues under applicable securities laws. For example, because new Baskets may be issued and sold by a Fund on an ongoing basis, at any point a “distribution,” as such term is used in the 1933 Act, may occur. The Authorized Participant understands and acknowledges that some activities on its part, depending on the circumstances, may result in its being deemed a participant in a distribution in a manner which could render it an “underwriter” as such term is defined in Section 2(a)(11) of the 1933 Act and subject it to the prospectus delivery and liability provisions of the 1933 Act. Each Authorized Participant should review the “Plan of Distribution” portion of the applicable Fund’s Prospectus and consult with its own counsel in connection with entering into one or more Authorized Participant Agreements and placing Purchase Orders or Redemption Orders. (b) The Sponsor shall ensure that the Prospectus for each Fund contains an accurate and current listing of such Fund’s Authorized Participants.

Authorized Participant Status. The Authorized Participant understands and acknowledges that the method by which Baskets of Shares will be created and traded may raise certain issues under applicable securities laws. For example, because new Baskets of Shares may be issued and sold by the Trust on an ongoing basis, at any point a “distribution”, as such term is used in the 1933 Act, may occur. In addition, the Authorized Participant understands and acknowledges that the proposed method by which Baskets will be created and redeemed for Ethereum may raise certain issues under applicable laws or the Authorized Participant’s FINRA member agreement, if applicable, or federal or state money services business laws. The Authorized Participant should consult with its own counsel in connection with entering into this Agreement and submitting a Purchase Order or Redemption Order.

Authorized Participant Status. The Authorized Participant understands and acknowledges that the method by which Creation Units of Shares will be created and traded may raise certain issues under applicable securities laws. For example, because new Creation Units of Shares may be issued and sold by the Trust on an ongoing basis, at any point a “distribution”, as such term is used in the 1933 Act, may occur. The Authorized Participant understands and acknowledges that some activities on its part, depending on the circumstances, may result in it being deemed a participant in a distribution in a manner which could render it a statutory underwriter and subject it to the prospectus delivery and liability provisions of the 1933 Act.

Authorized Participant Status. The Authorized Participant understands and acknowledges that the method by which Baskets will be created and traded may raise certain issues under applicable securities laws. For example, because new Baskets of Shares may be issued and sold by the Trust on an ongoing basis, at any point a “distribution”, as such term is used in the Securities Act, may occur. The Authorized Participant is cautioned that, depending on the facts, and based on certain possible interpretations of applicable law, may result in its being deemed a participant in a distribution in a manner which could render it a statutory underwriter as such term is defined in Section 2(a)(11) of the 1933 Act and subject it to the prospectus delivery and liability provisions of the Securities Act. Notwithstanding the foregoing, the Trust and Sponsor each agree and acknowledge that is not intended for Authorized Participant to serve as an underwriter to the Trust by entering into this Agreement or by its submitting an order for the creation of Basket(s), and neither the Trust nor Sponsor will assert such in any legal or regulatory proceeding or action.