AMENDMENT NO. 4 TO AMENDED AND RESTATED STANDARD TERMS AND CONDITIONS OF TRUST DATED AS OF JANUARY 1, 2004 AND EFFECTIVE JANUARY 27, 2004 As Amended AND THE TRUST INDENTURE AND AGREEMENT DATED AS OF JANUARY 22, 1993 AND EFFECTIVE JANUARY 22, 1993 As...
Exhibit 99.A1(5)
EXECUTION COPY
AMENDMENT NO. 4
TO AMENDED AND RESTATED
STANDARD TERMS AND CONDITIONS OF TRUST
DATED AS OF JANUARY 1, 2004
AND
EFFECTIVE JANUARY 27, 2004
As Amended
AND THE
TRUST INDENTURE AND AGREEMENT
DATED AS OF JANUARY 22, 1993
AND
EFFECTIVE JANUARY 22, 1993
As Amended
FOR
SPDR® S&P 500® ETF TRUST
(“SPDR 500 Trust”)
AND
ANY SUBSEQUENT AND SIMILAR
SERIES OF THE
SPDR 500 Trust
BETWEEN
PDR SERVICES LLC
AS SPONSOR
AND
STATE STREET BANK AND TRUST COMPANY
AS TRUSTEE
DATED AS OF APRIL 12, 2017
This Amendment No. 4 (the “Amendment Agreement”) dated as of April 12, 2017 between PDR Services LLC, as sponsor (the “Sponsor”), and State Street Global Advisors Trust Company, as trustee (the “Trustee”), amends the document entitled “AMENDED AND RESTATED STANDARD TERMS AND CONDITIONS OF TRUST DATED AS OF JANUARY 1, 2004 AND EFFECTIVE JANUARY 27, 2004 FOR SPDR® S&P 500® ETF TRUST (“SPDR 500 TRUST”) AND ANY SUBSEQUENT AND SIMILAR SERIES OF THE SPDR 500 TRUST BETWEEN PDR SERVICES LLC, AS SPONSOR AND STATE STREET BANK AND TRUST COMPANY, AS TRUSTEE”, as amended (hereinafter referred to as “Standard Terms”) and the document entitled “TRUST INDENTURE AND AGREEMENT DATED AS OF JANUARY 22, 1993 AND EFFECTIVE JANUARY 22, 1993,” as amended (hereinafter the “Trust Indenture” and, together with the Standard Terms, the “Trust Documents”).
WITNESSETH THAT:
WHEREAS, the Sponsor and State Street Bank and Trust Company entered into the Standard Terms to facilitate the creation of the SPDR 500 Trust;
WHEREAS, pursuant to an Agreement and Instrument of Resignation and Appointment dated April 12, ▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ Bank and Trust Company has resigned as trustee of the SPDR 500 Trust, the Sponsor has appointed the Trustee as trustee of the SPDR 500 Trust as of June 16, 2017, and the Trustee has accepted such appointment;
WHEREAS, the parties hereto desire to amend the Trust Documents as more fully set forth below;
NOW THEREFORE, in consideration of the promises and of the mutual agreements contained herein, the Sponsor and the Trustee agree as follows, effective as of June 16, 2017:
1. The definition of “Trustee” in Section 1 of the Standard Terms shall be amended to read as follows:
(a) State Street Global Advisors Trust Company or its successor or (b) any successor Trustee designated by operation of law or appointed herein provided or (c) any other bank, trust company, corporation or national banking association designated as Trustee in the Indenture for the applicable Trust Series which bank, trust company, corporation or national banking association shall be a party to such Indenture and whose execution thereof shall subject such bank, trust company, corporation or national banking association to all rights, duties and liabilities hereunder and thereunder, in each case acting as Trustee and not individually, unless otherwise indicated.
2. All references to the “Trustee” in the Trust Documents with respect to actions taken prior to June 16, 2017 shall hereby refer to State Street Bank and Trust Company, as Trustee of the SPDR 500 Trust.
3. All references to the “Trustee” in the Trust Documents with respect to actions taken on or after June 16, 2017 shall hereby refer to State Street Global Advisors Trust Company, as Trustee of the SPDR 500 Trust.
4. Pursuant to Section 10.01 of the Standard Terms, both parties to this Amendment Agreement hereby agree that paragraphs (1) through (3) of this Amendment Agreement are in regard to matters as will not adversely affect the interest of Beneficial Owners in compliance with the provisions of Section 10.01(a) thereof.
5. Pursuant to the second paragraph of Section 10.01 of the Standard Terms, the Trustee agrees that it shall promptly furnish each DTC Participant with sufficient copies of a written notice of the substance of this Amendment Agreement for transmittal by each such DTC Participant to Beneficial Owners of the Trust.
6. Except as amended hereby, the Standard Terms and any and all amendments thereto, including the document entitled “Amendment No. 1 To Amended And Restated Standard Terms And Conditions Of Trust Dated As Of January 1, 2004 And Effective January 27, 2004” between the Sponsor and State Street Bank and Trust Company; the document entitled “Amendment No. 2 To Amended And Restated Standard Terms And Conditions Of Trust Dated As Of February 1, 2009 And Effective February 13, 2009” between the Sponsor and State Street Bank and Trust Company; and, the document entitled “Amendment No. 3 To Amended And Restated Standard Terms And Conditions Of Trust Dated As Of November 23, 2009 And Effective January 27, 2010” between the Sponsor and State Street Bank and Trust Company, now in effect are in all respects ratified and confirmed hereby and this Amendment Agreement and all of its provisions shall be deemed to be a part of the Standard Terms.
7. Except as amended hereby, the Trust Indenture and any and all amendments thereto, including the document entitled “Amendment Dated As Of January 19, 1996 To The Trust Indenture and Agreement”; the document entitled “Amendment Dated As Of September 1, 1997 To The Trust Indenture and Agreement”; and the document entitled “Amendment Dated As Of January 1, 1999 To The Trust Indenture and Agreement,” between the Sponsor and State Street Bank and Trust Company, now in effect are in all respects ratified and confirmed hereby and this Amendment Agreement and all of its provisions shall be deemed to be a part of the Trust Indenture,
8. All capitalized terms used but not otherwise defined herein shall have the meaning ascribed to them in the Trust Documents,
9. This Amendment Agreement may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment Agreement to be duly executed as of the date hereof.
| PDR SERVICES LLC, as Sponsor | ||||
| By: | /s/ ▇▇ ▇▇▇▇▇▇ | |||
| Name: | ▇▇▇▇▇▇ ▇▇▇▇▇▇ | |||
| Title: | President | |||
ATTEST:
TITLE:
| STATE STREET GLOBAL ADVISORS TRUST COMPANY, as Trustee | ||||
| By: | /s/ ▇▇▇▇▇ ▇▇▇▇ | |||
| Name: | ▇▇▇▇▇ ▇▇▇▇ | |||
| Title: | Senior Representative | |||
ATTEST:
TITLE:
| STATE OF NEW YORK | ) | New York | ||
| : ss. |
: | |||
| COUNTY OF NEW YORK | ) | New York |
On the 12 day of [4] in the year 2017 before me personally came ▇▇▇▇▇▇ ▇▇▇▇▇▇ to me known, who, being by me duly sworn, did depose and say that [he] is the president of PDR Services LLC, the limited liability company described in and which executed the above instrument; and that [he] signed [his] name thereto by like authority.
/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Notary Public
| [NOTARY SEAL] | ||
| ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ | ||
| Notary Public, State of New York | ||
| No. 01AE6309137 | ||
| Qualified in New York County | ||
| Commission Expires August 4, ▇▇▇▇ |
| ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇ | ) | |
| : ss.: |
||
| COUNTY OF Suffolk ) |
On this 12th day of April in the year 2017, before me personally appeared ▇▇▇▇▇ ▇▇▇▇, to me known, who, being by me duly sworn, did depose and say that [he] is Senior Representative of State Street Global Advisors Trust Company, the trust company described in and which executed the above instrument; and that [he] signed [his] name thereto by authority of the board of directors of said trust company.
/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Notary Public
/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
My commission expires: 1/18/2019
| [NOTARY SEAL] | ||
| ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ | ||
| Notary Public | ||
| COMMONWEALTH OF MASSACHUSETTS | ||
| My Commission Expires | ||
| January 18, 2019 |