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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/23/23 iShares U.S. ETF Trust 485BPOS 3/01/23 34:24M Donnelley … Solutions/FA → BlackRock Short Duration Bond ETF ⇒ NEAR → BlackRock Short Maturity Municipal Bond ETF ⇒ MEAR → BlackRock Ultra Short-Term Bond ETF ⇒ ICSH → iShares Bloomberg Roll Select Commodity Strategy ETF ⇒ CMDY → iShares Commodity Curve Carry Strategy ETF ⇒ CCRV → iShares Gold Strategy ETF ⇒ IAUF → iShares GSCI Commodity Dynamic Roll Strategy ETF ⇒ COMT → iShares Inflation Hedged Corporate Bond ETF ⇒ LQDI → iShares Inflation Hedged High Yield Bond ETF ⇒ HYGI → iShares Inflation Hedged U.S. Aggregate Bond ETF ⇒ AGIH → iShares Interest Rate Hedged Corporate Bond ETF ⇒ LQDH → iShares Interest Rate Hedged High Yield Bond ETF ⇒ HYGH → iShares Interest Rate Hedged Long-Term Corporate Bond ETF ⇒ IGBH → iShares Interest Rate Hedged U.S. Aggregate Bond ETF ⇒ AGRH |
Document/Exhibit Description Pages Size
1: 485BPOS Post-Effective Amendment of a Form N-1 or N-1A HTML 14.58M
Registration
2: EX-99.(D6) Schedule A to the Master Advisory Fee Waiver HTML 26K
Agreement.
3: EX-99.(G3) Exhibit A to the Custody Services Agreement. HTML 53K
6: EX-99.(H13) Sublicense Agreement for the Msci Indexes. HTML 22K
7: EX-99.(H14) Sublicense Agreement for the Russell Indexes. HTML 23K
8: EX-99.(H19) Exhibit A to the Etf Services Agreement. HTML 54K
4: EX-99.(H2) Exhibit A to the Master Services Agreement. HTML 53K
5: EX-99.(H6) Schedule A to the Fifth Amended and Restated HTML 58K
Securities Lending Agency Agreement
9: EX-99.(I) Legal Opinion and Consent of Richards, Layton & HTML 22K
Finger, P.A.
10: EX-99.(J) Consent of Pricewaterhousecoopers LLP. HTML 12K
16: R1 Document and Entity Information HTML 30K
17: R2 Risk/Return Detail Data- BlackRock Short Maturity HTML 210K
Bond ETF
18: R3 Risk/Return Detail Data- BlackRock Short Maturity HTML 184K
Municipal Bond ETF
19: R4 Risk/Return Detail Data- BlackRock Ultra HTML 196K
Short-Term Bond ETF
20: R5 Risk/Return Detail Data- iShares Bloomberg Roll HTML 211K
Select Commodity Strategy ETF
21: R6 Risk/Return Detail Data- iShares Commodity Curve HTML 210K
Carry Strategy ETF
22: R7 Risk/Return Detail Data- iShares Gold Strategy ETF HTML 205K
23: R8 Risk/Return Detail Data- iShares GSCI Commodity HTML 227K
Dynamic Roll Strategy ETF
24: R9 Risk/Return Detail Data- iShares Inflation Hedged HTML 217K
Corporate Bond ETF
25: R10 Risk/Return Detail Data- iShares Inflation Hedged HTML 142K
High Yield Bond ETF
26: R11 Risk/Return Detail Data- iShares Inflation Hedged HTML 142K
U.S. Aggregate Bond ETF
27: R12 Risk/Return Detail Data- iShares Interest Rate HTML 229K
Hedged Corporate Bond ETF
28: R13 Risk/Return Detail Data- iShares Interest Rate HTML 228K
Hedged High Yield Bond ETF
29: R14 Risk/Return Detail Data- iShares Interest Rate HTML 233K
Hedged Long-Term Corporate Bond ETF
30: R15 Risk/Return Detail Data- iShares Interest Rate HTML 140K
Hedged U.S. Aggregate Bond ETF
32: XML IDEA XML File -- Filing Summary XML 56K
31: XML XBRL Instance -- d371946d485bpos_htm XML 1.42M
12: EX-101.CAL XBRL Calculations -- isust-20230223_cal XML 23K
13: EX-101.DEF XBRL Definitions -- isust-20230223_def XML 2.86M
14: EX-101.LAB XBRL Labels -- isust-20230223_lab XML 542K
15: EX-101.PRE XBRL Presentations -- isust-20230223_pre XML 2.69M
11: EX-101.SCH XBRL Schema -- isust-20230223 XSD 62K
33: JSON XBRL Instance as JSON Data -- MetaLinks 179± 540K
34: ZIP XBRL Zipped Folder -- 0001193125-23-046820-xbrl Zip 3.33M
| Sublicense Agreement for the MSCI Indexes. |
Exhibit (h.13)
SUBLICENSE AGREEMENT
This Sublicense Agreement (the “Agreement”) is made as of November 7, 2022, by and between BlackRock Fund Advisors (“BFA”), a California corporation, and iShares Trust and iShares U.S. ETF Trust, each a statutory trust established under the laws of the State of Delaware, and iShares, Inc., a Maryland corporation (together with iShares Trust and iShares U.S. ETF Trust, the “Registrants”).
RECITALS
WHEREAS, pursuant to that certain License Agreement dated October 1, 2022 (as amended from time to time, the “License Agreement”) between MSCI Inc. and MSCI Limited (together, “MSCI”) and BFA, BFA obtained a license to use, in connection with certain funds advised by BFA (as defined in the License Agreement, “Funds”), certain securities indexes owned and managed by MSCI (“MSCI Indexes”) and associated marks (“MSCI Marks”); and
WHEREAS, BFA has the right, pursuant to Section 1(b)-(c) of the License Agreement to grant its rights thereunder to certain affiliated entities and Funds, which include the Registrants; and
WHEREAS, the Registrants may wish to use MSCI Indexes and MSCI Marks in connection with the establishment of a series of exchange-traded funds, each based on a MSCI Index (each, an “Index ETF”), and to use MSCI Marks in connection with the identification and marketing of Index ETFs and disclosures about Index ETFs under applicable laws, rules and regulations; and
WHEREAS, BFA wishes to grant a sublicense to each of the Registrants for the use of MSCI Indexes and MSCI Marks;
NOW THEREFORE, the parties agree as follows:
| 1. | Grant of Sublicense. Subject to the terms and conditions of this Agreement, BFA hereby grants to each of the Registrants a sublicense to use the applicable MSCI Indexes and associated data, information and MSCI Marks in the manner set forth in, and subject to the terms of, the License Agreement. Each Registrant shall have no right to grant a sublicense to or to share use of MSCI Indexes or MSCI Marks with any other person or entity. |
| 2. | Performance of Obligations Under the License. Each Registrant will be responsible for performing all of BFA’s executory obligations under the License Agreement (other than the payment of license fees), as such obligations relate to use of the applicable MSCI Indexes and MSCI Marks in connection with the formation and operation of Index ETFs. |
| 3. | Fees. There shall be no fees paid to BFA or MSCI in connection with the sublicenses obtained hereunder. |
| 4. | Termination. This Agreement shall terminate if (a) the License Agreement terminates, or (b) BFA or an affiliate of BFA ceases to exercise investment discretion over the Registrants or any Index ETF in its capacity as manager, investment adviser, trustee, or other comparable capacity. BFA shall notify the Registrants as soon as reasonably practicable of the occurrence of an event described in (a) above. Upon termination of this Agreement, the Registrants’ right to use the applicable MSCI Indexes and the MSCI Marks shall terminate immediately. |
| 5. | Indemnification. Each Registrant shall indemnify and hold harmless BFA, its officers, employees, agents, successors, and assigns against all judgments, damages, costs or losses of any kind (including reasonable attorneys’ and experts’ fees) resulting from any claim, action or proceeding (collectively “claims”) that arises out of or relates to (a) the creation, marketing, advertising, selling, and operation of the Registrant or interests therein, (b) any breach by BFA of its covenants, representations, and warranties under the License Agreement caused by the actions or inactions of the Registrant, or (c) any violation of applicable laws (including, but not limited to, banking, commodities, and securities laws) arising out of the offer, sale, operation, or trading of the Registrant or interests therein, except to the extent such claims result from the negligence, gross negligence or willful misconduct of BFA or an affiliate of BFA. The provisions of this section shall survive termination of this Agreement. |
| 6. | Assignment. No Registrant may make, or purport to make, any assignment or other transfer of this Agreement. BFA may assign its rights and obligations under this Agreement effective upon the giving of written notice to each Registrant. |
| 7. | Amendment. No provision of this Agreement may be waived, altered, or amended except by written agreement of the parties. |
| 8. | Entire Agreement. This Agreement and the License Agreement constitute the entire agreement between the parties hereto with respect to the subject matter hereof. |
| 9. | Construction. Headings used in this Agreement are for convenience only and shall not affect the construction or interpretation of any of its provisions. Each of the provisions of this Agreement is severable, and the invalidity or inapplicability of one or more provisions, in whole or in part, shall not affect any other provision. To the extent not preempted by federal law, this Agreement shall be construed and interpreted under the laws of the State of California. |
| 10. | Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but such counterparts together shall constitute only one instrument. |
2
IN WITNESS WHEREOF the parties have caused this Agreement to be executed as of the date first above written, with intent to be bound hereby.
| BLACKROCK FUND ADVISORS | ||
| By: | /s/ Shannon Ghia | |
| Name: Shannon Ghia | ||
| Title: Managing Director | ||
| iSHARES TRUST | ||
| By: | /s/ Trent Walker | |
| Name: Trent Walker | ||
| Title: Treasurer and Chief Financial Officer | ||
| iSHARES U.S. ETF TRUST | ||
| By: | /s/ Trent Walker | |
| Name: Trent Walker | ||
| Title: Treasurer and Chief Financial Officer | ||
| iSHARES, INC. | ||
| By: | /s/ Trent Walker | |
| Name: Trent Walker | ||
| Title: Treasurer and Chief Financial Officer | ||
3
| This ‘485BPOS’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Effective on: | 3/1/23 | None on these Dates | ||
| Filed on: | 2/23/23 | |||
| 11/7/22 | ||||
| 10/1/22 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/23/24 iShares U.S. ETF Trust 485BPOS 3/01/24 35:38M Donnelley … Solutions/FA 12/18/23 iShares U.S. ETF Trust 485APOS 1:2.7M Donnelley … Solutions/FA 11/17/23 iShares U.S. ETF Trust 485BPOS 12/01/23 22:5M Donnelley … Solutions/FA 9/19/23 iShares U.S. ETF Trust 485BPOS 9/19/23 27:4.5M Donnelley … Solutions/FA 3/03/23 iShares U.S. ETF Trust 485APOS 1:1.6M Donnelley … Solutions/FA |