Common use of Creation and Declaration of Trust; Business of the Trust Clause in Contracts

Creation and Declaration of Trust; Business of the Trust. (a) The Administrative Trustee declares that the Trust holds and will hold all Trust Property other than that which is maintained in the Trading Account with the Prime Execution Agent through Custodians in accordance with the Custodian Agreements, for the benefit of the Registered Owners for the purposes of, and subject to the terms and conditions set forth in, this Agreement. The Trust's ether holdings and cash holdings from time to time may be held with the Prime Execution Agent in the Trading Account in connection with in-kind creations and redemptions of Baskets or in connection with cash creations and redemptions of Baskets where the Trust will transact in ether with the Ether Trading Counterparties, and the sale of ether to pay the Sponsor's Fee and Trust expenses not assumed by the Sponsor. The trust governed by this Agreement shall be known as "iShares® Ethereum Trust ETF." The Initial Trustee filed or caused to be filed the original Certificate of Trust on November 9, 2023. The Initial Trustee withdrew, and the Delaware Trustee was admitted pursuant to the Amended and Restated Trust Agreement. The Delaware Trustee filed or caused to be filed an amendment to the original Certificate of Trust on May 23, 2024 to reflect the Delaware Trustee as the trustee pursuant to Section 3807 of the Act, and at the direction of the Administrative Trustee the Delaware Trustee is authorized to file any further amendment thereto or restatement thereof as may be necessary or appropriate from time to time. On June 20, 2024, the Trust filed a further amendment to the Certificate of Trust to change the name of the Trust to "iShares® Ethereum Trust ETF". (b) Consistent with the investment objective set forth in Section 2.1(c), the Trust shall have full power and authority (i) to engage in such business or activities as set forth in, or contemplated by, this Agreement, the Authorized Participant Agreements, Custodian Agreements, the Prime Execution Agent Agreement, and any other agreements or instruments to which, in compliance with the provisions of this Agreement, it shall become a party to or by which it may be bound, (ii) to engage in activities incidental and necessary to carry out the duties and responsibilities as set forth in, or contemplated by, this Agreement, such Authorized Participant Agreements and such other agreements or instruments and (iii) subject to the following sentence, to engage in any other lawful business, purpose or activity for which statutory trusts may be formed under the Act. Other than the Shares, the Trust shall not issue or sell any beneficial interests or other obligations or otherwise incur, assume or guarantee any indebtedness for money borrowed. (c) The Trust's investment objective shall be to invest in, and hold ether on behalf of, investors in the Trust. It is anticipated that the Trust's investment results generally will correspond to, but will not necessarily be identical to, the performance of the price of ether, largely as a result of the payment of expenses and liabilities of the Trust. (d) The Trust shall not take any action that could cause the Trust to be treated other than as a grantor trust for U.S. federal income tax purposes. Without limiting the generality of the foregoing, nothing in this Trust Agreement, any Custodian Agreement, or otherwise, shall be construed to give the Administrative Trustee, the Delaware Trustee, the Sponsor or any other Person the power to vary the investment of the Beneficial Owners within the meaning of Section 301.7701-4(c) of the Code or any similar provisions of the Treasury Regulations or any successor provisions, nor shall the Administrative Trustee, the Delaware Trustee or the Sponsor give any direction or take any action that would vary the investment of the Beneficial Owners. However, the Administrative Trustee shall not be liable to any Person for any failure of the Trust to qualify 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, except that this sentence shall not limit the Administrative Trustee's responsibility for the administration of the Trust in accordance with this Agreement.

Creation and Declaration of Trust; Business of the Trust. (a) The Administrative Trustee declares that the Trust holds and will hold all Trust Property other than that which is maintained in the Trading Account with the Prime Execution Agent through Custodians in accordance with the Custodian Agreements, for the benefit of the Registered Owners for the purposes of, and subject to the terms and conditions set forth in, this Agreement. The Trust's ether bitcoin holdings and cash holdings from time to time may be held with the Prime Execution Agent in the Trading Account in connection with in-kind creations and redemptions of Baskets or in connection with cash creations and redemptions of Baskets where the Trust will transact in ether bitcoin with the Ether Bitcoin Trading Counterparties, and the sale of ether bitcoin to pay the Sponsor's Fee and Trust expenses not assumed by the Sponsor. The trust governed by this Agreement shall be known as "iShares® Ethereum Bitcoin Trust ETF." The Initial Trustee filed or caused to be filed the original Certificate of Trust on November 9June 8, 2023. The Initial Trustee withdrew, withdrew and the Delaware Trustee was admitted pursuant to the Amended and Restated Trust Agreement. The Delaware Trustee filed or caused to be filed an amendment to the original Certificate of Trust on May 23October 18, 2024 2023 to reflect the Delaware Trustee as the trustee pursuant to Section 3807 of the Act, and at the direction of the Administrative Trustee the Delaware Trustee is authorized to file any further amendment thereto or restatement thereof as may be necessary or appropriate from time to time. On June 20August 8, 2024, the Trust filed a further amendment to the Certificate of Trust to change the name of the Trust to "iShares® Ethereum Bitcoin Trust ETF". (b) Consistent with the investment objective set forth in Section 2.1(c), the Trust shall have full power and authority (i) to engage in such business or activities as set forth in, or contemplated by, this Agreement, the Authorized Participant Agreements, Custodian Agreements, the Prime Execution Agent Agreement, and any other agreements or instruments to which, in compliance with the provisions of this Agreement, it shall become a party to or by which it may be bound, (ii) to engage in activities incidental and necessary to carry out the duties and responsibilities as set forth in, or contemplated by, this Agreement, such Authorized Participant Agreements and such other agreements or instruments and (iii) subject to the following sentence, to engage in any other lawful business, purpose or activity for which statutory trusts may be formed under the Act. Other than the Shares, the Trust shall not issue or sell any beneficial interests or other obligations or otherwise incur, assume or guarantee any indebtedness for money borrowed. (c) The Trust's investment objective shall be to invest in, and hold ether bitcoin on behalf of, investors in the Trust. It is anticipated that the Trust's investment results generally will correspond to, but will not necessarily be identical to, the performance of the price of etherbitcoin, largely as a result of the payment of expenses and liabilities of the Trust. (d) The Trust shall not take any action that could cause the Trust to be treated other than as a grantor trust for U.S. federal income tax purposes. Without limiting the generality of the foregoing, nothing in this Trust Agreement, any Custodian Agreement, or otherwise, shall be construed to give the Administrative Trustee, the Delaware Trustee, the Sponsor or any other Person the power to vary the investment of the Beneficial Owners within the meaning of Section 301.7701-4(c) of the Code or any similar provisions of the Treasury Regulations or any successor provisions, nor shall the Administrative Trustee, the Delaware Trustee or the Sponsor give any direction or take any action that would vary the investment of the Beneficial Owners. However, the Administrative Trustee shall not be liable to any Person for any failure of the Trust to qualify 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, except that this sentence shall not limit the Administrative Trustee's responsibility for the administration of the Trust in accordance with this Agreement.

Creation and Declaration of Trust; Business of the Trust. (a) The Administrative Trustee declares that the Trust holds and will hold all Trust Property other than that which is maintained in the Trading Account with the Prime Execution Agent through Custodians in accordance with the Custodian Agreements, for the benefit of the Registered Owners for the purposes of, and subject to the terms and conditions set forth in, this Agreement. The Trust's ether bitcoin holdings and cash holdings from time to time may be held with the Prime Execution Agent in the Trading Account in connection with in-kind creations and redemptions of Baskets or in connection with cash creations and redemptions of Baskets where the Trust will transact in ether bitcoin with the Ether Bitcoin Trading Counterparties, and the sale of ether bitcoin to pay the Sponsor's Fee and Trust expenses not assumed by the Sponsor. The trust governed by this Agreement shall be known as "iShares® Ethereum Trust ETFBitcoin Trust." The Initial Trustee filed or caused to be filed the original Certificate of Trust on November 9June 8, 2023. The Initial Trustee withdrew, withdrew and the Delaware Trustee was admitted pursuant to the Amended and Restated Existing Trust Agreement. The Delaware Trustee filed or caused to be filed an amendment to the original Certificate of Trust on May 23October 18, 2024 2023 to reflect the Delaware Trustee as the trustee pursuant to Section 3807 of the Act, and at the direction of the Administrative Trustee the Delaware Trustee is authorized to file any further amendment thereto or restatement thereof as may be necessary or appropriate from time to time. On June 20, 2024, the Trust filed a further amendment to the Certificate of Trust to change the name of the Trust to "iShares® Ethereum Trust ETF". (b) Consistent with the investment objective set forth in Section 2.1(c), the Trust shall have full power and authority (i) to engage in such business or activities as set forth in, or contemplated by, this Agreement, the Authorized Participant Agreements, Custodian Agreements, the Prime Execution Agent Agreement, and any other agreements or instruments to which, in compliance with the provisions of this Agreement, it shall become a party to or by which it may be bound, (ii) to engage in activities incidental and necessary to carry out the duties and responsibilities as set forth in, or contemplated by, this Agreement, such Authorized Participant Agreements and such other agreements or instruments and (iii) subject to the following sentence, to engage in any other lawful business, purpose or activity for which statutory trusts may be formed under the Act. Other than the Shares, the Trust shall not issue or sell any beneficial interests or other obligations or otherwise incur, assume or guarantee any indebtedness for money borrowed. (c) The Trust's investment objective shall be to invest in, and hold ether bitcoin on behalf of, investors in the Trust. It is anticipated that the Trust's investment results generally will correspond to, but will not necessarily be identical to, the performance of the price of etherbitcoin, largely as a result of the payment of expenses and liabilities of the Trust. (d) The Trust shall not take any action that could cause the Trust to be treated other than as a grantor trust for U.S. federal income tax purposes. Without limiting the generality of the foregoing, nothing in this Trust Agreement, any Custodian Agreement, or otherwise, shall be construed to give the Administrative Trustee, the Delaware Trustee, the Sponsor or any other Person the power to vary the investment of the Beneficial Owners within the meaning of Section 301.7701-4(c) of the Code or any similar provisions of the Treasury Regulations or any successor provisions, nor shall the Administrative Trustee, the Delaware Trustee or the Sponsor give any direction or take any action that would vary the investment of the Beneficial Owners. However, the Administrative Trustee shall not be liable to any Person for any failure of the Trust to qualify 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, except that this sentence shall not limit the Administrative Trustee's responsibility for the administration of the Trust in accordance with this Agreement.

Creation and Declaration of Trust; Business of the Trust. (a) The Administrative Trustee declares that the Trust holds and will hold all Trust Property other than that which is maintained in the Trading Account with the Prime Execution Agent through Custodians in accordance with the Custodian Agreements, for the benefit of the Registered Owners for the purposes of, and subject to the terms and conditions set forth in, this Agreement. The Trust's ether holdings and cash holdings from time to time may be held with the Prime Execution Agent in the Trading Account in connection with in-kind creations and redemptions of Baskets or in connection with cash creations and redemptions of Baskets where the Trust will transact in ether with the Ether Trading Counterparties, and the sale of ether to pay the Sponsor's Fee and Trust expenses not assumed by the Sponsor. The trust governed by this Agreement shall be known as "iShares® Ethereum Trust ETFTrust." The Initial Trustee filed or caused to be filed the original Certificate of Trust on November 9, 2023. The Initial Trustee withdrew, and the Delaware Trustee was admitted pursuant is hereby authorized and directed to the Amended and Restated Trust Agreement. The Delaware Trustee filed or caused to be filed file an amendment to the original Certificate of Trust on May 23, 2024 thereto to reflect the Delaware Trustee as the trustee pursuant to Section 3807 of the Act, and at the direction of the Administrative Trustee the Delaware Trustee is authorized to file any further amendment thereto or restatement thereof as may be necessary or appropriate from time to time. On June 20, 2024, the Trust filed a further amendment The Administrative Trustee confirms that prior to the Certificate execution of Trust to change this Agreement the name Initial Trustee was the sole trustee of the Trust. The Initial Trustee hereby withdraws as a trustee of the Trust and upon execution of this Agreement shall no longer be a trustee of the Trust or be a party to "iShares® Ethereum Trust ETF"the governing instrument of the Trust. (b) Consistent with the investment objective set forth in Section 2.1(c), the Trust shall have full power and authority (i) to engage in such business or activities as set forth in, or contemplated by, this Agreement, the Authorized Participant Agreements, Custodian Agreements, the Prime Execution Agent Agreement, and any other agreements or instruments to which, in compliance with the provisions of this Agreement, it shall become a party to or by which it may be bound, (ii) to engage in activities incidental and necessary to carry out the duties and responsibilities as set forth in, or contemplated by, this Agreement, such Authorized Participant Agreements and such other agreements or instruments and (iii) subject to the following sentence, to engage in any other lawful business, purpose or activity for which statutory trusts may be formed under the Act. Other than the Shares, the Trust shall not issue or sell any beneficial interests or other obligations or otherwise incur, assume or guarantee any indebtedness for money borrowed. (c) The Trust's investment objective shall be to invest in, and hold ether on behalf of, investors in the Trust. It is anticipated that the Trust's investment results generally will correspond to, but will not necessarily be identical to, the performance of the price of ether, largely as a result of the payment of expenses and liabilities of the Trust. (d) The Trust shall not take any action that could cause the Trust to be treated other than as a grantor trust for U.S. federal income tax purposes. Without limiting the generality of the foregoing, nothing in this Trust Agreement, any Custodian Agreement, or otherwise, shall be construed to give the Administrative Trustee, the Delaware Trustee, the Sponsor or any other Person the power to vary the investment of the Beneficial Owners within the meaning of Section 301.7701-4(c) of the Code or any similar provisions of the Treasury Regulations or any successor provisions, nor shall the Administrative Trustee, the Delaware Trustee or the Sponsor give any direction or take any action that would vary the investment of the Beneficial Owners. However, the Administrative Trustee shall not be liable to any Person for any failure of the Trust to qualify 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, except that this sentence shall not limit the Administrative Trustee's responsibility for the administration of the Trust in accordance with this Agreement.

Creation and Declaration of Trust; Business of the Trust. (a) The Administrative Trustee declares that the Trust holds and will hold all Trust Property other than that which is maintained in the Trading Account with the Prime Execution Agent through Custodians in accordance with the Custodian Agreements, for the benefit of the Registered Owners for the purposes of, and subject to the terms and conditions set forth in, this Agreement. The Trust's ether holdings and cash holdings from time to time may be held with the Prime Execution Agent in the Trading Account in connection with in-kind creations and redemptions of Baskets or in connection with cash creations and redemptions of Baskets where the Trust will transact in ether with the Ether Trading Counterparties, and the sale of ether to pay the Sponsor's Fee and Trust expenses not assumed by the Sponsor. The trust governed by this Agreement shall be known as "iShares® Ethereum Trust ETF." The Initial Trustee filed or caused to be filed the original Certificate of Trust on November 9, 2023. The Initial Trustee withdrew, and the Delaware Trustee was admitted pursuant to the Amended and Restated Existing Trust Agreement. The Delaware Trustee filed or caused to be filed an amendment to the original Certificate of Trust on May 23, 2024 to reflect the Delaware Trustee as the trustee pursuant to Section 3807 of the Act, and at the direction of the Administrative Trustee the Delaware Trustee is authorized to file any further amendment thereto or restatement thereof as may be necessary or appropriate from time to time. On June 20, 2024, the Trust filed a further amendment to the Certificate of Trust to change the name of the Trust to "iShares® Ethereum Trust ETF". (b) Consistent with the investment objective set forth in Section 2.1(c), the Trust shall have full power and authority (i) to engage in such business or activities as set forth in, or contemplated by, this Agreement, the Authorized Participant Agreements, Custodian Agreements, the Prime Execution Agent Agreement, and any other agreements or instruments to which, in compliance with the provisions of this Agreement, it shall become a party to or by which it may be bound, (ii) to engage in activities incidental and necessary to carry out the duties and responsibilities as set forth in, or contemplated by, this Agreement, such Authorized Participant Agreements and such other agreements or instruments and (iii) subject to the following sentence, to engage in any other lawful business, purpose or activity for which statutory trusts may be formed under the Act. Other than the Shares, the Trust shall not issue or sell any beneficial interests or other obligations or otherwise incur, assume or guarantee any indebtedness for money borrowed. (c) The Trust's investment objective shall be to invest in, and hold ether on behalf of, investors in the Trust. It is anticipated that the Trust's investment results generally will correspond to, but will not necessarily be identical to, the performance of the price of ether, largely as a result of the payment of expenses and liabilities of the Trust. (d) The Trust shall not take any action that could cause the Trust to be treated other than as a grantor trust for U.S. federal income tax purposes. Without limiting the generality of the foregoing, nothing in this Trust Agreement, any Custodian Agreement, or otherwise, shall be construed to give the Administrative Trustee, the Delaware Trustee, the Sponsor or any other Person the power to vary the investment of the Beneficial Owners within the meaning of Section 301.7701-4(c) of the Code or any similar provisions of the Treasury Regulations or any successor provisions, nor shall the Administrative Trustee, the Delaware Trustee or the Sponsor give any direction or take any action that would vary the investment of the Beneficial Owners. However, the Administrative Trustee shall not be liable to any Person for any failure of the Trust to qualify 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, except that this sentence shall not limit the Administrative Trustee's responsibility for the administration of the Trust in accordance with this Agreement.

Creation and Declaration of Trust; Business of the Trust. (a) The Administrative Trustee declares that the Trust holds and will hold all Trust Property other than that which is maintained in the Trading Account with the Prime Execution Agent Broker through Custodians in accordance with the Custodian Agreements, for the benefit of the Registered Owners for the purposes of, and subject to the terms and conditions set forth in, this Agreement. The A portion of the Trust's ether bitcoin holdings and cash holdings from time to time may be held with the Prime Execution Agent Broker in the Trading Account in connection with in-kind creations and redemptions of Baskets or in connection with cash creations and redemptions of Baskets where the Trust will transact in ether with the Ether Trading Counterparties, and the sale of ether bitcoin to pay the Sponsor's Fee and Trust expenses not assumed by the Sponsor. The trust governed by this Agreement shall be known as "iShares® Ethereum Trust ETFBitcoin Trust." The Initial Trustee filed or caused to be filed the original Certificate of Trust on November 9June 8, 2023. The Initial Trustee withdrew, and the Delaware Trustee was admitted pursuant is hereby authorized and directed to the Amended and Restated Trust Agreement. The Delaware Trustee filed or caused to be filed file an amendment to the original Certificate of Trust on May 23, 2024 thereto to reflect the Delaware Trustee as the trustee pursuant to Section 3807 of the Act, and at the direction of the Administrative Trustee the Delaware Trustee is authorized to file any further amendment thereto or restatement thereof as may be necessary or appropriate from time to time. On June 20, 2024, the Trust filed a further amendment The Administrative Trustee confirms that prior to the Certificate execution of Trust to change this Agreement the name Initial Trustee was the sole trustee of the Trust. The Initial Trustee hereby withdraws as a trustee of the Trust and upon execution of this Agreement shall no longer be a trustee of the Trust or be a party to "iShares® Ethereum Trust ETF"the governing instrument of the Trust. (b) Consistent with the investment objective set forth in Section 2.1(c), the Trust shall have full power and authority (i) to engage in such business or activities as set forth in, or contemplated by, this Agreement, the Authorized Participant Agreements, Custodian Agreements, the Prime Execution Agent Broker Agreement, and any other agreements or instruments to which, in compliance with the provisions of this Agreement, it shall become a party to or by which it may be bound, (ii) to engage in activities incidental and necessary to carry out the duties and responsibilities as set forth in, or contemplated by, this Agreement, such Authorized Participant Agreements and such other agreements or instruments and (iii) subject to the following sentence, to engage in any other lawful business, purpose or activity for which statutory trusts may be formed under the Act. Other than the Shares, the Trust shall not issue or sell any beneficial interests or other obligations or otherwise incur, assume or guarantee any indebtedness for money borrowed. (c) The Trust's investment objective shall be to invest in, and hold ether bitcoin on behalf of, investors in the Trust. It is anticipated that the Trust's investment results generally will correspond to, but will not necessarily be identical to, the performance of the price of etherbitcoin, largely as a result of the payment of expenses and liabilities of the Trust. (d) The Trust shall not take any action that could cause the Trust to be treated other than as a grantor trust for U.S. federal income tax purposes. Without limiting the generality of the foregoing, nothing in this Trust Agreement, any Custodian Agreement, or otherwise, shall be construed to give the Administrative Trustee, the Delaware Trustee, the Sponsor or any other Person the power to vary the investment of the Beneficial Owners within the meaning of Section 301.7701-4(c) of the Code or any similar provisions of the Treasury Regulations or any successor provisions, nor shall the Administrative Trustee, the Delaware Trustee or the Sponsor give any direction or take any action that would vary the investment of the Beneficial Owners. However, the Administrative Trustee shall not be liable to any Person for any failure of the Trust to qualify 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, except that this sentence shall not limit the Administrative Trustee's responsibility for the administration of the Trust in accordance with this Agreement.