AUTHORIZED PARTICIPANT AGREEMENT

AUTHORIZED PARTICIPANT AGREEMENT (this Agreement) dated as of [    ], 2005 among (i) [    ],a [    ] [organized] under the laws of [    ] (the Authorized Participant), (ii) The Bank of New York, a New York Banking corporation acting in its capacity as trustee (in such capacity, the Trustee) of the iShares Silver Trust (the Trust), a trust created under New York law pursuant to the provisions of the Depositary Trust Agreement (the Trust Agreement) dated [    ], 2005 between the Trustee and Barclays Global Investors International Inc., in its capacity as sponsor of the Trust (in such capacity, the Sponsor), and (iii) the Sponsor.

R E C I T A L S

A. Pursuant to the provisions of the Trust Agreement, the Trust may from time to time issue or redeem equity securities representing an interest in the assets of the Trust (iShares), in each case only in aggregate amounts of 50,000 iShares (such aggregate amount, a Basket), and integral multiples thereof, and only in transactions with a party who, at the time of the transaction, shall have signed and in effect an Authorized Participant Agreement with the Trust.

B. [    ]. has requested to become an Authorized Participant with respect to the Trust (as such term is defined in the Trust Agreement), and the Sponsor and the Trustee have agreed to such request.

NOW, THEREFORE, in consideration of the foregoing premises, and for other good and valuable consideration, the receipt of which is hereby acknowledged, the parties, hereto, intending to be legally bound, agree as follows:

Section 1. Procedures. The Authorized Participant will purchase or redeem Baskets of iShares of the Trust in compliance with the Trust Agreement as supplemented by the Creation and Redemption Procedures attached to this Agreement as Schedule 1 (such procedures, as the same may be amended or modified from time to time in compliance with the provisions hereof and thereof, the Procedures), using the form attached thereto as Annex I (a Purchase Order, in the case of an order to purchase one or more Baskets of iShares and a Redemption Order, in case of an order to redeem one or more Baskets of iShares). All Purchase Orders and Redemption Orders (collectively, Orders) shall be placed and executed in accordance with the Trust Agreement as supplemented by the Procedures.

Section 2. Incorporation of Standard Terms. The Standard Terms attached hereto as Schedule 2 are hereby incorporated by reference into, and made a part of, this Agreement.

Section 3. Conflicts Rules. In case of any inconsistency between the provisions of this Agreement and the Trust Agreement, the provisions of the Trust Agreement shall control. In case of inconsistency between the provisions incorporated by reference into this Agreement pursuant to Section 2 above and any other provision of this Agreement, the latter will control.

Section 4. Authorized Representatives. Pursuant to Section 2.01 of the Standard Terms, attached hereto as Schedule 3 is a certificate listing the Authorized Representatives of the Authorized Participant.

Section 5. Additional Covenants. The Authorized Participant covenants and agrees:

(a) To use its best efforts to ensure that any Delivery of Silver to the Custodian, or any withdrawal of Silver from the Trust, in connection with a Purchase Order or Redemption Order placed by the Authorized Participant will take place only through one or more members of the London Bullion Market Association; and

(b) Promptly upon written demand therefor (accompanied of such reasonable evidence as the Authorized Participant may request), to reimburse the Trust or the Custodian the amount of any taxes (including value added taxes) that may be imposed on the Trust or the Custodian in connection with any Delivery of Silver by or on behalf of the Authorized Participant to the Custodian (in the case of a Purchase Order placed by the Authorized Participant), or any Delivery of Silver to or for the account of the Authorized Participant (in the case of a Redemption Order placed by the Authorized Participant).

Capitalized terms used in this Section and not otherwise defined herein have the meaning ascribed to them in the Procedures.

Section 6. Notices. Except as otherwise specifically provided in the Procedures, all notices required or permitted to be given pursuant hereto shall be given in writing and delivered by personal delivery or by postage prepaid registered or certified United States first class mail, return receipt requested, or by telex, telegram or facsimile or similar means of same day delivery (with a confirming copy by mail) addressed as follows:

Home        Intelligence        Services        Subscriptions        News        About Us

Contact Us       Terms of Use       Resend Documents       Shopping Cart

Copyright © 2008 The Consus Group LLC