First Amendment to Allocated Account Agreement dated March 11, 2022

ABERDEEN STANDARD SILVER ETF TRUST 8-K

EXHIBIT 10.1

Execution Version

FIRST AMENDMENT TO THE

ALLOCATED ACCOUNT AGREEMENT

OF

ABERDEEN STANDARD SILVER ETF TRUST

This First Amendment to the Allocated Account Agreement (this “Amendment”) of the Aberdeen Standard Silver ETF Trust (the “Trust”), dated as of March 11, 2022, is made by and between JPMorgan Chase Bank, N.A., as the custodian of the Trust (the “Custodian”), and The Bank of New York Mellon, a New York banking corporation, as the trustee of the Trust (the “Trustee”).

WITNESSETH THAT:

WHEREAS, the Custodian and the Trustee are parties to the Allocated Account Agreement dated as of March 29, 2019 (the “Agreement”), which established an allocated silver account in the Trustee’s name for the Trust; and

WHEREAS, pursuant to Section 15.5 of the Agreement, the Custodian and the Trustee desire to amend the Agreement, effective as of March 31, 2022, so as to change the names of the Trust and the shares issuable by the Trust as follows:

; and to reflect the change in the name of the Sponsor from “Aberdeen Standard Investments ETFs Sponsor LLC” to “abrdn ETFs Sponsor LLC”.

NOW, THEREFORE, in consideration of the premises and the agreements hereinafter set forth, the parties hereby agree as follows:

(b)          Amendment to Section 1.1 of the Agreement. The defined terms for “Shares,” “Sponsor,” “Trust” and “Trust Agreement” in Section 1.1 of the Agreement are hereby deleted in their entirety and replaced with the following:

“Shares” means the units of fractional undivided beneficial interest in and ownership of the Trust which are issued by the Trust and named “abrdn Physical Silver Shares ETF” created pursuant to and constituted by the Trust Agreement;

“Sponsor” means abrdn ETFs Sponsor LLC, its successors and assigns and any successor Sponsor appointed pursuant to the Trust Agreement;

“Trust” means the abrdn Silver ETF Trust formed pursuant to the Trust Agreement;

“Trust Agreement” means the Depositary Trust Agreement of the abrdn Silver ETF Trust dated on or about July 20, 2009, as amended effective as of October 1, 2018 and on or about March 31, 2022, and as may be further amended from time to time, between abrdn ETFs Sponsor LLC, as Sponsor, and The Bank of New York Mellon, as Trustee;

(c)          Amendment to Section 7 of the Agreement. The following new Section 7.5 is added to Section 7 of the Agreement:

(d)          Amendment to Section 14.3 of the Agreement. Section 14.3 of the Agreement is hereby deleted in its entirety and replaced with the following:

or such other address as shall have been notified (in accordance with this clause) to the other party hereto. The address and contact information of the Sponsor for purposes of receiving notices under this Agreement is:

arbdn ETFs Sponsor LLC 

c/o abrdn Inc.

1900 Market Street, Suite 200

Philadelphia, PA 19103 

Attention: Product Governance

Email: ***@***

With a copy to:

abrdn ETFs Sponsor LLC 

c/o abrdn Inc.

712 Fifth Avenue, 49^th Floor 

New York, NY 10019 

Attention: Adam Rezak 

Email: ***@***

(e)          Amendment to Section 16.4 of the Agreement. Section 16.4 of the Agreement is hereby deleted in its entirety and replaced with the following:

Custodian’s Address for service of process:

JPMorgan Chase Bank, N.A. 

25 Bank Street, Canary Wharf

London, E14 5JP

Attention: Jonatan Sherman

Email: ***@***

Trustee’s Address for service of process:

The Bank of New York Mellon

240 Greenwich Street

New York, New York 10286

Attention: Legal Department – Asset Servicing

With a copy to:

The Bank of New York Mellon 

240 Greenwich Street

8th Floor

New York, New York 10286

Attention: ETF Services

Email: ***@***

With a copy to:

arbdn ETFs Sponsor LLC

c/o abrdn Inc.

1900 Market Street, Suite 200

Philadelphia, PA 19103

Attention: Product Governance

Email: ***@***

AND

abrdn ETFs Sponsor LLC

c/o abrdn Inc.

712 Fifth Avenue, 49th Floor

New York, NY 10019

Attention: Adam Rezak

Email: ***@***

(i)         All other references to “Aberdeen Standard Silver ETF Trust” in the Agreement are hereby deleted and replaced with “abrdn Silver ETF Trust.”

(ii)        All other references to “Aberdeen Standard Physical Silver Shares ETF” in the Agreement are hereby deleted and replaced with “abrdn Physical Silver Shares ETF.”

(iii)        All other references to “Aberdeen Standard Investments ETFs Sponsor LLC” in the Agreement are hereby deleted and replaced with “abrdn ETFs Sponsor LLC.”

2.       The amendments contemplated by this Amendment shall, upon execution of this Amendment by the Custodian and the Trustee, be effective as of March 31, 2022, and no further action shall be required to make such amendments effective.

3.       Except as expressly amended by this Amendment, the Agreement shall remain in full force and effect.

4.       This Amendment shall be interpreted under, and all rights and duties under this Amendment shall be governed by, English law.

5.       Except as otherwise specified in this Amendment, or as the context may otherwise require, capitalized terms shall have the meaning ascribed to them in the Agreement.

6.       This Amendment may be executed in any number of counterparts, each of which shall be deemed an original, but all such counterparts together shall constitute one and the same instrument. Facsimile and electronic counterpart signatures shall be acceptable and binding.

7.       Pursuant to Section 5.5(a) of the Trust Agreement, the Sponsor hereby approves of the Trustee entering into this Amendment.

8.       The Custodian shall advise any Sub-Custodians it may use pursuant to the terms of the Agreement about the change in the names of the Trust and the shares issuable by the Trust and in the name of the Sponsor to be made by this Amendment so that such Sub-Custodians may update their records accordingly.

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IN WITNESS WHEREOF, the undersigned have executed this Amendment as of the date first set forth above. 

JPMorgan Chase Bank, N.A.,

as Custodian

/s/ Andrew C. Lovell

Name: Andrew C. Lovell

Title: Executive Director

The Bank of New York Mellon,

solely in its capacity as Trustee and not individually

/s/ Jeffrey McCarthy

Name: Jeffrey McCarthy

Title: Managing Director

abrdn ETFs Sponsor LLC

(formerly, Aberdeen Standard Investments ETFs Sponsor LLC),

solely as to paragraph 7

/s/ Lucia Sitar

Name: Lucia Sitar

Title: Vice President

[Signature Page to First Amendment to Allocated Account Agreement of Aberdeen Standard Silver ETF Trust]