ABERDEEN
STANDARD GOLD ETF TRUST 8-K 


 


 


 Exhibit
10.1


 


THIRD
AMENDMENT TO THE


ALLOCATED
ACCOUNT AGREEMENT


OF


Aberdeen
Standard Gold ETF Trust 


(formerly,
ETFS GOLD TRUST)


 


This
Third Amendment to the Allocated Account Agreement (this “Amendment”) of the Aberdeen Standard Gold ETF Trust
(formerly, ETFS Gold Trust) (the “Trust”), dated as of June 5, 2020, 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 September 1, 2009, as amended as of October
1, 2018 and June 20, 2019 (the “Agreement”), which established an allocated gold 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 to extend the term thereof.


 


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


 


		1.	(a)
                                         Amendment to Section 13.2 of the Agreement. The first paragraph of Section 13.2
                                         is hereby deleted in its entirety and replaced with the following:



 


Term:
This Agreement shall have a term ending on December 31, 2021 and, at the end of such term and any subsequent term, shall automatically
renew for a term of one year unless terminated by the parties in accordance with this clause 13; provided that during such
periods this Agreement may be terminated immediately upon written notice as follows:


(b)
For the avoidance of doubt, items (1) through (7) of Section 13.2 remain unchanged.


2.       


The amendments contemplated
by this Amendment shall, upon execution of this Amendment by the Custodian and the Trustee, be effective as of September 1, 2019,
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.






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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 Depositary Trust Agreement of the Trust, dated as of September 1, 2009, as amended, the Sponsor hereby approves of
the Trustee entering into this Amendment.










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of page intentionally blank]




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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/ David Nahmanovici	 
	Name:
David Nahmanovici	 
	Title:
Managing Director	 



  


 


The
Bank of New York Mellon,


solely
in its capacity as Trustee and not individually





	/s/ Patrick Griffin	 
	Name:
Patrick Griffin	 
	Title:
Vice President	 


  


 


Aberdeen
Standard Investments ETFs Sponsor LLC


(formerly,
ETFS Securities USA LLC),


solely
as to paragraph 7


 


 





	/s/ Lucia Sitar	 
	Name:
Lucia Sitar	 
	Title:
Vice President	 


 








 


[Signature
Page to Third Amendment to Allocated Account Agreement]






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