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Resolution 1761
RESOLUTION NO. 1761 APPROVING AND AUTHORIZING EXECUTION OF THE DECLARATION OF TRUST OF THE ILLINOIS TRUST BE IT RESOLVED by the President and Board of Trustees of the Village of Plainfield, Will and Kendall Counties, Illinois, as follows: WHEREAS, the Village of Plainfield is a home rule municipality within Article VII. Section 6A of the Illinois Constitution and, pursuant to the powers granted to it under 651 LCS 5/1-1 et seq.; and WHEREAS, the Village of Plainfield (the "Entity"), desires to participate in the joint investment of certain of its funds in accordance with the Constitution and laws of the State of Illinois (the "State"); WHEREAS, pursuant to a Declaration of Trust dated as of October 18, 2002 (the "Declaration of Trust") certain public agencies entered into an agreement establishing the Illinois Institutional Investment Trust (the "Trust"), for the purpose of combining their respective available investment funds so as to enhance the investment opportunities available to them and increase the investment earnings accruing to the benefit of the respective municipalities on behalf of which they acted; WHEREAS, the Declaration of Trust creates a common law trust (the "Trust")to provide an instrumentality and agency through which public agencies organized under the laws of the State of Illinois may jointly act, agree, and cooperate in accordance with the laws of the State of Illinois in the performance of their responsibilities to invest available funds so as to enhance their investment opportunities pursuant to an investment program conducted in accordance with the laws of the State of Illinois, from time to time in effect, governing the investment of the funds of public agencies; WHEREAS, this Governing Board of the Entity has also been presented with and reviewed the appropriate Information Statement providing detailed information about the investment objectives, organization, structure, and operation of the Trust and its investment opportunities; WHEREAS, the Entity is a public agency and unit of local government or school district within the meaning of Section 10 of Article VII of the 1970 Constitution of the State of Illinois (the"Illinois Constitution"), the Intergovernmental Cooperation Act, 5 ILCS 220/1, et seq., and the Public Funds Investment Act, 30 ILCS 235/0.01, et seq., and is authorized to enter into intergovernmental agreements, including the Declaration of Trust, pursuant to, inter alia, the provisions of Section 10, Article VII of the Illinois Constitution, the Intergovernmental Cooperation Act, and the Public Funds Investment Act; WHEREAS, the Entity does hereby find that by entering into the Declaration of Trust and becoming a Participant (as such term is defined in Section 1.4 of the Declaration of Trust) in the Trust, it shall be better able to perform its responsibility to invest its funds in accordance with the laws of the State of Illinois; and WHEREAS, the Entity does hereby find and declare that it is in the best interest of the Entity that the Entity enter into the Declaration of Trust, become a Participant of the Trust, and use the Trust's services from time to time; NOW, THEREFORE, BE IT RESOLVED, by the President and Board of Trustees: SECTION ONE: DECLARATION OF TRUST AUTHORIZED 1. The preambles to this Resolution are hereby found and determined to be true, correct and complete and are hereby incorporated into the text of this Resolution by this reference as set out herein at length. 2. The Declaration of Trust is attached hereto and by this reference incorporated herein and made a part hereof and is hereby adopted, authorized and approved in all respects; and the Entity is hereby authorized to become an additional Participant of the Fund. 3. The Village Administrator, Management Services Director, and Village Clerk of the Entity are hereby empowered and directed to execute and deliver all documents, certificates and other instruments necessary to further the intent and purpose of this Resolution. SECTION TWO: GENERAL PROVISIONS REPEALER: All resolutions or portions thereof in conflict with this resolution are hereby repealed. SEVERABILITY: Should any provision of this resolution be declared invalid by a court of competent jurisdiction; the remaining provisions will remain in full force and effect the same as if the invalid provision had not been a part of this resolution. EFFECTIVE DATE: This resolution shall be in full force and effect on and after its approval and passage. PASSED AND APPROVED by the President and Board of Trustees of the Village of Plainfield, Will and Kendall Counties, Illinois, this 19th day of November 2018. Larson,Newton, O'Rourke,Wojwoski,Bonuchi,Lamb AYES: NAYS: None Village Clerk Approved: Attest: Ve---bjA-Ao 4c -5?.tezd -e:tezei il ge Preside Village Clerk (Seal) N 0 -4‘ (5), 1111 / j )1111 )004,3. PC* 4PrO/b. cfS9 IIN 11 An Illinois Entity formed pursuant to the 1970 Constitution of the State of Illinois, the Intergovernmental Cooperation Act, and the Public Funds Investment Act. ILLINOIS INSTITUTIONAL INVESTORS TRUST DECLARATION OF TRUST October 18, 2002 Amended and Restated April 26, 2007 TABLE OF CONTENTS PAGE ARTICLE I. THE FUND 3 Section 1.1. Name 3 Section 1.2. Purpose; Only Public Agencies to Be Participants 3 Section 1.3. Location 3 Section 1.4. Nature of Fund and Declaration of Trust 4 Section 1.5. Definitions 4 ARTICLE II. POWERS OF THE TRUSTEES 6 Section 2.1. General 6 Section 2.2. Legal Title 7 Section 2.3. Disposition of Assets 8 Section 2.4. Taxes 8 Section 2.5. Rights as Holders of Fund Property 8 Section 2.6. Delegation; Committees 8 Section 2.7. Collection 8 Section 2.8. Payment of Expenses 9 Section 2.9. Borrowing and Indebtedness 9 Section 2.10. Deposits 9 Section 2.11. Valuation 9 Section 2.12. Fiscal Year; 10 Section 2.13. Concerning the Fund and Certain Affiliates 10 Section 2.14. Investment Program 11 Section 2.15. Power to Contract,Appoint,Retain and Employ 11 Section 2.16. Insurance 12 Section 2.17. Indemnification 12 Section 2.18. Remedies 12 Section 2.19. Information Statement 12 Section 2.20. Further Powers 12 ARTICLE III. THE INVESTMENT ADVISER, THE ADMINISTRATOR, THE DISTRIBUTOR AND THE INDEPENDENT ACCOUNTANT 12 Section 3.1. Appointment of Adviser,Administrator and Distributor 12 -i- Section 3.2. Duties of the Adviser 12 Section 3.3. Duties of the Administrator 12 Section 3.4. Duties of the Distributor 13 Section 3.5 Successors 13 Section 3.6. Appointment and Duties of the Independent Accountant 13 ARTICLE IV. INVESTMENTS 13 Section 4.1. Statement of Investment Policy and Objective 13 Section 4.2. Permitted Investments 13 Section 4.3. Restrictions Fundamental to the Fund 14 Section 4.4. Amendment of Restrictions 15 ARTICLE V. LIMITATIONS OF LIABILITY 16 Section 5.1. Liability to Third Persons 16 Section 5.2. Liability to the Fund or to the Participants 16 Section 5.3. Indemnification 16 Section 5.4. Surety Bonds 17 Section 5.5. Apparent Authority 17 Section 5.6. Recitals 17 Section 5.7. Reliance on Experts, Etc 17 ARTICLE VI. CHARACTERISTICS OF SHARES 18 Section 6.1. Beneficial Interest 18 Section 6.2. Rights of Participants 18 Section 6.3. Series or Class Designation 18 Section 6.4. Allocation of Shares 18 Section 6.5. Evidence of Share Allocation 19 Section 6.6. Redemption to Maintain Constant Net Asset Value 19 Section 6.7. Redemptions 19 Section 6.8. Suspension of Redemption; Postponement of Payment 19 Section 6.9. Minimum Redemption 20 Section 6.10. Defective Redemption Requests 20 ARTICLE VII. RECORD OF SHARES 20 Section 7.1. Share Register 20 Section 7.2. Registrar 21 Section 7.3. Owner of Record 21 -ii- Section 7.4. No Transfers of Shares 21 Section 7.5. Limitation of Fiduciary Responsibility 21 Section 7.6. Notices 21 ARTICLE VIII. TRUSTEES AND OFFICERS 21 Section 8.1. Number and Qualification 21 Section 8.2. Organizational Trustees 22 Section 8.3. Term and Election 22 Section 8.4. Resignation and Removal 23 Section 8.5. Vacancies 23 Section 8.6. By-Laws 24 ARTICLE IX. DETERMINATION OF NET ASSET VALUE AND NET INCOME DISTRIBUTIONS TO PARTICIPANTS 24 Section 9.1. By-Laws to Govern Net Asset Value,Net Income and Distribution Procedures 24 ARTICLE X. CUSTODIAN 24 Section 10.1. Duties 24 Section 10.2. Appointment 24 Section 10.3. Sub-Custodians 24 Section 10.4. Successors 25 Section 10.5. Additional Custodians 25 ARTICLE XI. RECORDING OF DECLARATION OF TRUST 25 Section 11.1. Recording 25 ARTICLE XII. AMENDMENT OR TERMINATION OF FUND; DURATION OF FUND 25 Section 12.1. Amendment or Termination 25 Section 12.2. Power to Effect Reorganization 27 Section 12.3. Duration 27 ARTICLE XIII. MISCELLANEOUS 27 Section 13.1. Governing Law 27 Section 13.2. Counterparts 27 Section 13.3. Reliance by Third Parties 27 Section 13.4. Provisions in Conflict with Law 27 Section 13.5. Gender; Section Headings 28 -iii- Section 13.6. Adoption by Public Agencies Electing to Become Additional Participants; Resignation of Participants 28 -iv- THIS DECLARATION OF TRUST made as of the 18th day of October 2002, and as amended and restated as of April 26, 2007. WITNESSETH WHEREAS, Section 10 of Article VII of the 1970 Constitution of the State of Illinois (the "Illinois Constitution") provides, inter alia, that "Units of local government and school districts may contract or otherwise associate among themselves...to obtain or share services and to exercise, combine, or transfer any power or function, in any manner not prohibited by law or by ordinance," and further provides that "Units of local government and school districts may contract and otherwise associate with individuals, associations, and corporations in any manner not prohibited by law or by ordinance"; and WHEREAS, Section 1 of Article VII of the Illinois Constitution provides that: "Municipalities" means cities, villages and incorporated towns. "Units of local government" means counties, municipalities, townships, special districts, and units, designated as units of local government by law, which exercise limited governmental powers or powers in respect to limited governmental subjects, but does not include school districts; and WHEREAS, the Intergovernmental Cooperation Act, 5 ILCS 220/1 et seq., (the "Intergovernmental Cooperation Act")provides that"any power or powers,privileges, functions, or authority exercised or which may be exercised by a public agency of this State may be exercised, combined, transferred, and enjoyed jointly with any other public agency of this State...except where specifically and expressly prohibited by law"; 5 ILCS 220/3; and WHEREAS,the Intergovernmental Cooperation Act defines the term"public agency"as: Any unit of local government as defined in the Illinois Constitution of 1970, any school district, any public community college district, and public building commission, the State of Illinois, any agency of the state government or of the United States, or of any other state, any political subdivision of another state, and any combination of the above pursuant to an intergovernmental agreement which includes provisions for a governing body of the agency created by the agreement; and WHEREAS, the Public Funds Investment Act, 30 ILCS 235/0.01 et seq., (the "Public Funds Investment Act") provides that "Any public agency may invest any public funds" in the authorized investments provided for in that Act, 30 ILCS 235/2; and WHEREAS, the Public Funds Investment Act defines the term "public agency" as follows: The words "public agency" as used in this Act, "mean the State of Illinois, the various counties, townships, cities, towns, villages, school districts, educational service regions, special rural districts, public water supply districts, fire protection districts, drainage districts, levy districts, sewer districts, housing authorities, the Illinois Bank Examiners Education Foundation, the Chicago Park District, and all other political corporations or subdivisions of the State of Illinois, now or hereafter created, whether herein specifically mentioned or not"; and WHEREAS, the Initial Participants are public agencies and units of local government within the meaning of the Illinois Constitution, the Intergovernmental Cooperation Act, and the Public Funds Investment Act, and are authorized to enter into this Declaration of Trust pursuant to, inter alia, the provision of Section 10, Article VII of the Illinois Constitution, the Intergovernmental Cooperation Act, and the Public Funds Investment Act; and WHEREAS, pursuant to such authority, the Initial Participants desire to enter into an agreement and thereby establish an entity for joint investment, pursuant to this Declaration of Trust, for the purpose of combining their respective available investment funds so as to enhance the investment opportunities available to them and increase the investment earnings accruing to the benefit of the Participants; and WHEREAS, pursuant to such authority, this Declaration of Trust is intended to be an agreement entered into for the purpose of better performing the Participants' responsibility to invest the funds of their respective Public Agency in accordance with the Laws of the State of Illinois; and WHEREAS, this Declaration of Trust is intended to constitute an intergovernmental agreement pursuant to the authority conferred by the Illinois Constitution, the Intergovernmental Cooperation Act, and the Public Funds Investment Act; and WHEREAS, each of the Participants has duly taken all official action necessary and appropriate to become a party to this Declaration of Trust; and WHEREAS, it is proposed that the beneficial interest in the Fund's assets shall be divided into non-transferable shares of beneficial interest, which shall be evidenced by a share register maintained by the Fund or its agent; and WHEREAS, the Participants anticipate that other Public Agencies may wish to become Participants by adopting this Declaration of Trust and thus becoming parties to it; NOW, THEREFORE, the Participants hereby declare that all money and property contributed to the Trust established under this Declaration of Trust shall be held and managed in trust for the proportionate benefit of the holders of record from time to time of shares of beneficial interest issued and to be issued hereunder, without privilege, priority or distinction among such holders, except as otherwise specifically provided herein, and subject to the terms, covenants, conditions,purposes and provisions hereof. ARTICLE I. THE FUND Section 1.1. Name. The name of the common law trust created by this Declaration of Trust shall be the Illinois Institutional Investors Trust (the "Fund") and, so far as may be practicable, the Trustees shall conduct the Fund's activities, execute all documents and sue or be sued under that name, which name (and the word "Fund" wherever used in this Declaration of Trust, except where the context otherwise requires) shall refer to the Trustees in their capacity as Trustees, and not individually or personally, and shall not refer to the officers, agents, employees, counsel, advisers, consultants, accountants or Participants of the Fund or of such Trustees. Should the Trustees determine that the use of such name is not practicable, legal or convenient,they may use such other designation or they may adopt such other name for the Fund as they deem proper, and the Fund may hold Property and conduct its activities under such designation or name. The Trustees shall take such action as they, acting with the advice of counsel, shall deem necessary or appropriate to file or register such name in accordance with the Laws of the State of Illinois or the United States of America so as to protect and reserve the right of the Fund in and to such name. The Trustees shall have full and complete power to change the name of the Fund at any time and from time to time, in their sole and absolute discretion,without the affirmative vote of a majority of the Participants entitled to vote as set forth in Article XII hereof, provided that notice of any such change of name shall be promptly given to the Participants. Section 1.2. Purpose; Only Public Agencies to Be Participants. (a) The purpose of the Fund is to provide an instrumentality and agency through which Public Agencies organized under Laws of the State of Illinois, may jointly act, agree and cooperate in accordance with the Laws of the State of Illinois in the performance of their responsibilities to invest available funds so as to enhance their investment opportunities pursuant to an investment program conducted in accordance with the Laws of the State of Illinois, from time to time in effect, governing the investment of the funds of Public Agencies. Any Public Agency which is a Participant in this Agreement may authorize its treasurer or other duly authorized official to act on its behalf with respect to the funds of such Public Agency. (b) No Public Agency shall become a Participant unless and until the governing board of such Public Agency has adopted this Declaration of Trust in accordance with Section 13.6(a) hereof. A Public Agency must make a minimum investment of$100.00 in the Fund to become a Participant and must maintain a minimum investment balance of$100.00 in the Fund in order for such Public Agency to exercise the rights and obligations of a Participant. A Participant whose minimum investment falls below $100.00 may again exercise the rights and obligations of a Participant during such times as its investment exceeds the minimum balance of$100.00 Section 1.3. Location. The Fund shall maintain an office of record in the State of Illinois and may maintain such other offices or places of business as the Trustees may from time to time determine. Section 1.4. Nature of Fund and Declaration of Trust. (a) The Fund shall be a common law trust organized and existing under the Laws of the State of Illinois. The Fund is not intended to be, shall not be deemed to be, and shall not be treated as, a general partnership, limited partnership, joint venture, corporation, investment company or joint stock company. The Participants shall be beneficiaries of the Fund, and their relationship to the Trustees shall be solely in their capacity as Participants and beneficiaries in accordance with the rights conferred upon them hereunder. (b) This Declaration of Trust is an agreement of indefinite term regarding the deposit, redeposit, investment, reinvestment and withdrawal of Public Agency funds within the meaning of the Laws of the State of Illinois. Section 1.5. Definitions. As used in this Declaration of Trust, the following terms shall have the following meanings unless the context hereof otherwise requires: "Administrator" shall mean any Person or Persons appointed, employed or contracted with by the Trustees under the applicable provisions of Section 3.1 hereof "Administration Agreement" shall mean the agreement with the Administrator referred to in Section 3.3 hereof as the same may be amended from time to time. "Adviser" shall mean any Person or Persons appointed, employed or contracted with by the Trustees under the applicable provisions of Section 3.1 hereof. "Affiliate" shall mean, with respect to any Person, another Person directly or indirectly controlling, controlled by or under common control with such Person, or any officer, director, partner or employee of such Person. "Class" shall mean a category of the Shares of a Series or of the Fund if there are no Series,which category is authorized by the Trustees pursuant to Article VI hereof "Custodian" shall mean any Person or Persons appointed, employed or contracted with by the Trustees under the applicable provisions of Article X hereof. "Custodian Agreement" shall mean the agreement with a Custodian referred to in Article XI hereof as such agreement may be amended from time to time. "Declaration of Trust" shall mean this Declaration of Trust as amended, restated or modified from time to time. References in this Declaration of Trust to "Declaration," "hereof," "herein," "hereby" and"hereunder" shall be deemed to refer to the Declaration of Trust and shall not be limited to the particular text, article or section in which such words appear. "Distributor" shall mean any Person or Persons appointed, employed or contracted with by the Trustees under the applicable provisions of Section 3.1 hereof. "Distribution Agreement" shall mean the agreement with the Distributor referred to in Section 3.4 as the same may be amended from time to time. "Fund" shall mean the common law trust created by this Declaration of Trust. "Fund Property" or"Property" shall mean, as of any particular time, any and all Property, real, personal or otherwise, tangible or intangible, which is transferred, conveyed or paid to the Fund or Trustees, and all income, profits and gains therefrom, and which, at such time, is owned or held by, or for the account of,the Fund or the Trustees. "Information Statement" shall mean the information statement or other descriptive document or documents adopted as such by the Trustees and distributed by the Fund to Participants and potential Participants of the Fund as the same may be amended by the Trustees from time to time. "Initial Participants" shall mean the Public Agencies which initially formed this Fund as of October 18,2002 by the execution and adoption of this Declaration of Trust. "Investment Advisory Agreement" shall mean the agreement with the Adviser referred to in Section 3.2 hereof as the same may be amended from time to time. "Law" or"Laws" shall mean common law and all ordinances, statutes, rules, regulations, orders, injunctions, decisions, opinions or decrees of any government or political subdivision or agency thereof, or any court or similar entity established by any thereof. "Participants" shall mean the Public Agencies which are the Initial Participants and the Public Agencies which adopt this Declaration of Trust pursuant to Section 13.6(a)hereof. "Permitted Investments" shall mean the investments referred to in paragraphs (a) through (h) of Section 4.2 hereof. "Person" shall mean and include individuals, corporations, limited partnerships, general partnerships, joint stock companies or associations, joint ventures, associations, companies, trusts, banks, trust companies, land trusts, business trusts or other entities (whether or not legal entities) and governments and agencies and political subdivisions thereof, but shall not include the Trust. "Public Agency" or "Public Agencies" shall mean those units of local government, school districts, and political corporations or subdivisions of the State of Illinois which are authorized to enter into intergovernmental agreements pursuant to the provisions of Section 10 of Article VII of the Illinois Constitution and the Intergovernmental Cooperation Act, and which are authorized to invest their funds pursuant to the provisions of the Public Funds Investment Act. "Section 2" shall mean Section 2 of the Public Funds Investment Act, as heretofore amended, and as the same may be amended from time to time. "Series" shall mean a category of the Shares authorized by the Trustees pursuant to Article VI hereof. "Share" shall mean the unit used to denominate and measure the respective pro rata beneficial interests of the Participants in the Fund (or any Series or any Class thereof) as described in Article VI. "Share Register" shall mean the register of Shares maintained pursuant to Section 7.1 hereof. "Trustees" shall mean the Persons who become fiduciaries of the Fund pursuant to Article VIII hereof. ARTICLE II. POWERS OF THE TRUSTEES Section 2.1. General. (a) Subject to the rights of the Participants as provided herein, the Trustees shall have, without other or further authorization, full, exclusive and absolute power, control and authority over the Fund Property and over the affairs of the Fund to the same extent as if the Trustees were the sole and absolute owners of the Fund Property in their own right, and with such powers of delegation as may be permitted by this Declaration of Trust. The Trustees may do and perform such acts and things as in their sole judgment and discretion are necessary and proper for conducting the affairs of the Fund or promoting the interests of the Fund and the Participants. The enumeration of any specific power or authority herein shall not be construed as limiting the aforesaid general power or authority or any specific power or authority. The Trustees may exercise any power authorized and granted to them by this Declaration of Trust. Such powers of the Trustees may be exercised without the necessity of any order of, or resort to, any court. (b) The Trustees shall have the power to conduct, operate and provide an investment program for the investment of funds of Public Agencies; and for such consideration as they may deem proper and as may be required by Law, to subscribe for, invest in, reinvest in, purchase or otherwise acquire or otherwise deal in or dispose of investment instruments constituting "Permitted Investments" as described in Section 4.2. The Trustees shall have the power to enter into contracts and agreements with respect to the purchase and sale of permitted investments. (c) In the exercise of their powers, the Trustees shall not be limited, except as otherwise provided hereunder, to investing in Permitted Investments maturing before the possible termination of the Fund. Except as otherwise provided in this Declaration of Trust, the Trustees shall not be limited by any Law now or hereafter in effect limiting the investments which may be held or retained by trustees or other fiduciaries, and they shall have full authority and power to make any and all Permitted Investments within the limitations of this Declaration of Trust that they, in their absolute discretion, shall determine to be advisable and appropriate. The Trustees shall have no liability for loss with respect to Permitted Investments made within the terms of this Declaration of Trust, even though such investments shall be of a character or in an amount not considered proper for the investment of trust funds by trustees or other fiduciaries. The Trustees shall be permitted only to make Permitted Investments in accordance with Article IV of this Declaration of Trust. Section 2.2. Legal Title. Legal title to all of the Fund Property shall be vested in the Trustees on behalf of the Participants and be held by and transferred to the Trustees, except that the Trustees shall have full and complete power to cause legal title to any Fund Property to be held, on behalf of the Participants, by or in the name of the Fund, or in the name of any other Person as nominee, on such terms, in such manner, and with such powers as the Trustees may determine, so long as in their judgment the interest of the Fund is adequately protected. The right, title and interest of the Trustees in and to the Fund Property shall vest automatically in all persons who may hereafter become Trustees upon their due election and qualification without any further act. Upon the resignation, disability, removal, adjudication as an incompetent, or death of a Trustee, he (and in the event of his death, his estate) shall automatically cease to have any right, title or interest in or to any of the Fund Property, and the right, title and interest of such Trustee in and to the Fund Property shall vest automatically in the remaining Trustees without any further act. Section 2.3. Disposition of Assets. Subject in all respects to Article IV hereof, the Trustees shall have full and complete power to sell, exchange or otherwise dispose of any and all Fund Property free and clear of any and all trusts and restrictions, at public or private sale, for cash or on terms, with or without advertisement, and subject to such restrictions, stipulations, agreements and reservations as they shall deem proper, and to execute and deliver any deed, power, assignment, bill of sale, or other instrument in connection with the foregoing. The Trustees shall also have full and complete power, subject in all respects to Article IV hereof, and in furtherance of the affairs and purposes of the Fund, to give consents and make contracts relating to Fund Property or its use. Section 2.4. Taxes. The Trustees shall have full and complete power: (i) to pay all taxes or assessments, of whatever kind or nature, validly and lawfully imposed upon or against the Fund or the Trustees in connection with the Fund Property or upon or against the Fund Property or income or any part thereof; (ii) to settle and compromise disputed tax liabilities; and (iii) for the foregoing purposes to make such returns and do all such other acts and things as may be deemed by the Trustees to be necessary or desirable. Section 2.5. Rights as Holders of Fund Property. The Trustees shall have full and complete power to exercise on behalf of the Participants all of the rights, powers and privileges appertaining to the ownership of all or any Permitted Investments or other Property forming part of the Fund Property to the same extent that any individual might, and, without limiting the generality of the foregoing, to vote or give any consent, request or notice or waive any notice either in person or by proxy or power of attorney, with or without the power of substitution, to one or more Persons, which proxies and powers of attorney may be for meetings or actions generally, or for any particular meeting or action, and may include the exercise of discretionary powers. Section 2.6. Delegation; Committees. The Trustees shall have full and complete power (consistent with their continuing exclusive authority over the management of the Fund, the conduct of its affairs, their duties and obligations as Trustees, and the management and disposition of Fund Property) to delegate from time to time to such one or more of their number (who may be designated as constituting a Committee of the Trustees)or to officers, employees or agents of the Fund (including, without limitation, the Administrator, the Adviser and the Custodian) the doing of such acts and things and the execution of such instruments either in the name of the Fund, or the names of the Trustees or as their attorney or attorneys, or otherwise as the Trustees may from time to time deem expedient and appropriate in the furtherance of the business affairs and purposes of the Fund. Section 2.7. Collection. The Trustees shall have full and complete power: (i) to collect, sue for, receive and receipt for all sums of money or other property due to the Fund; (ii) to consent to extensions of the time for payment, or to the renewal of any securities, investments or obligations; (iii) to engage or intervene in, prosecute, defend, compromise, abandon or adjust by arbitration or otherwise any actions, suits, proceedings, disputes, claims, demands or things relating to the Fund Property; (iv)to foreclose any collateral, security or instrument securing any investments, notes, bills, bonds, obligations or contracts by virtue of which any sums of money are owed to the Fund; (v) to exercise any power of sale held by them, and to convey good title thereunder free of any and all trusts, and in connection with any such foreclosure or sales to purchase or otherwise acquire title to any property; (vi) to be parties to reorganization and to transfer to and deposit with any corporation, committee, voting trustee or other Person any securities, investments or of any Person which form a part of the Fund Property, for the purpose of such reorganization or otherwise: (vii) to participate in any arrangement for enforcing or protecting the interests of the Trustees as the owners or holders of such securities, investments or obligations and to pay any assessment levied in connection with such reorganization or arrangement; (viii) to extend the time (with or without security) for the payment or delivery of any debts or property and to execute and enter into releases, agreements and other instruments; and (ix) to pay or satisfy any debts or claims upon any evidence that the Trustees shall deem sufficient. Section 2.8. Payment of Expenses. The Trustees shall have full and complete power: (i)to incur and pay any charges or expenses which in the opinion of the Trustees are necessary or incidental to or proper for carrying out any of the purposes of this Declaration of Trust; (ii) to reimburse others for the payment therefor; and(iii)to pay appropriate compensation or fees from the funds of the Fund to Persons with whom the Fund has contracted or transacted business. The Trustees shall fix the compensation, if any, of all officers and employees of the Fund. The Trustees shall not be paid compensation for their general services as Trustees hereunder. The Trustees may pay themselves or any one or more of themselves reimbursement for expenses reasonably incurred by themselves or any one or more of themselves on behalf of the Fund. The Trustees may allocate such expenses among various Series and Classes in such manner and proportion as appropriate in the discretion of the Trustees. Section 2.9. Borrowing and Indebtedness. The Trustees shall not have the power to borrow money or incur indebtedness on behalf of the Fund, or authorize the Fund to borrow money or incur indebtedness, except as provided in paragraph (d) of Section 4.2 of this Declaration of Trust, but only if and to the extent permitted by Law. Section 2.10. Deposits. The Trustees shall have full and complete power to deposit, in such manner as may now and hereafter be permitted by Law, any moneys or funds included in the Fund Property, and intended to be used for the payment of expenses of the Fund or the Trustees, with one or more banks, trust companies or other banking institutions whether or not such deposits will draw interest. Such deposits are to be subject to withdrawal in such manner as the Trustees may determine, and the Trustees shall have no responsibility for any loss which may occur by reason of the failure of the bank, trust company or other banking institution with which the moneys, investments, or securities have been deposited. Each such bank, trust company or other banking institution shall comply, with respect to such deposit, with all applicable requirements of all applicable Laws including, but not limited to, the laws governing each participating Public Agency. Section 2.11. Valuation. The Trustees shall have full and complete power to determine in good faith conclusively the value of any of the Fund Property and to revalue the Fund Property. Section 2.12. Fiscal Year. The Trustees shall have full and complete power to determine the fiscal year of the Fund and the method or form in which its accounts shall be kept and from time to time to change the fiscal year or method or form of accounts. The Trustees may establish different fiscal years for the various Series as appropriate in the discretion of the Trustees. Section 2.13. Concerning the Fund and Certain Affiliates. (a) The Fund may enter into transactions with any Affiliate of the Fund or of the Adviser, the Administrator, the Custodian or any Affiliate of any Trustee, officer, director, employee or agent of the Fund or of the Adviser, the Administrator, or the Custodian if(i) each such transaction (or type of transaction) has, after disclosure of such affiliation, been approved or ratified by the affirmative vote of a majority of the Trustees, including a majority of the Trustees who are not Affiliates of any Person (other than the Fund) who is a party to the transaction or transactions with the Fund and (ii) such transaction (or type of transaction) is, in the opinion of the Trustees, on terms fair and reasonable to the Fund and the Participants and at least as favorable to them as similar arrangements for comparable transactions (of which the Trustees have knowledge) with organizations unaffiliated with the Fund or with the Person who is a party to the transaction or transactions with the Fund. (b) Except as otherwise provided in this Declaration of Trust or in the Laws of the State of Illinois, in the absence of fraud, a contract, act or other transaction, between the Fund and any other Person, or in which the Fund is interested, is valid and no Trustee, officer, employee or agent of the Fund has any liability as a result of entering into any such contract, act or transaction even though (i) one or more of the Trustees, officers, employees or agents of such other Person, or (ii) one or more of the Trustees, officers, employees, or agents of the Fund, individually or jointly with others, is a party or are parties to or directly interested in, or affiliated with, such contract, act or transaction, provided that (i) such interest or affiliation is disclosed to the Trustees and the Trustees authorize such contract, act or other transaction by a vote of a majority of the unaffiliated Trustees, or (ii) such interest or affiliation is disclosed to the Participants, and such contract, act or transaction is approved by a majority of the Participants. (c) Any Trustee or officer, employee, or agent of the Fund may, in his personal capacity, or in a capacity as trustee, officer, director, stockholder, partner, member, agent, adviser or employee of any Person, have business interests and engage in business activities in addition to those relating to the Fund,which interests and activities may be similar to those of the Fund and include the acquisition, syndication, holding, management, operation or disposition of securities, investments and funds, for his own account or for the account of such Person. Each Trustee, officer, employee and agent of the Fund shall be free of any obligation to present to the Fund any investment opportunity which comes to him in any capacity other than solely as Trustee, officer, employee or agent of the Fund, even if such opportunity is of a character which, if presented to the Fund, could be taken by the Fund. (d) Subject to the provisions of Article III hereof, any Trustee or officer, employee or agent of the Fund may be interested as trustee, officer, director, stockholder, partner, member, agent, adviser or employee of, or otherwise have a direct or indirect interest in, any Person who may be engaged to render advice or services to the Fund, and may receive compensation from such Person as well as compensation as Trustee, officer, employee or agent of the Fund or otherwise hereunder. None of the activities and interests referred to in this paragraph (d) shall be deemed to conflict with his duties and powers as Trustee, officer, employee or agent of the Fund. (e) To the extent that any other provision of this Declaration of Trust conflicts with, or is otherwise contrary to the provisions of,this Section 2.13, the provisions of this Section 2.13 shall be deemed controlling. (f) Notwithstanding the foregoing provisions of this Section 2.14, the Trustees shall not have the power to engage in any transaction with any Affiliate that would be inconsistent with the Laws of the State of Illinois concerning public ethics and conflicts of interest, and the By-Laws of the Fund may contain provisions more restrictive than those set forth in this Section 2.13. Section 2.14. Investment Program. The Trustees shall use their best efforts to obtain through the Adviser or other qualified persons a continuing and suitable investment program, consistent with the investment policies and objectives of the Fund set forth in Article IV of this Declaration of Trust, and the Trustees shall be responsible for reviewing and approving or rejecting the investment program presented by the Adviser or such other Persons. Subject to the provisions of Section 2.6 and Section 3.1 hereof, the Trustees may delegate functions arising under this Section 2.14 to one or more of their number or to the Adviser. The Trustees also shall have full and complete power to contract for or to otherwise obtain from or through the Adviser, the Administrator or other qualified Persons for the benefit of, and to make available to, the Participants of the Fund from time to time, additional investment and non-investment programs and services distinct from the Fund's program of investments measured by Shares, but consistent with the investment goals and objectives of the Fund and the general purposes of this Declaration of Trust. The Trustees shall have the power to review and approve or reject, in their sole discretion, such additional investment and non-investment programs as may be presented to the Trustees by the Adviser,the Administrator or any other qualified Persons. Section 2.15. Power to Contract,Appoint, Retain and Employ. Subject to the provisions of Section 2.6 and Section 3.1 hereof with respect to delegation of authority by the Trustees, the Trustees shall have full and complete power to appoint, employ, retain, or contract with any Person of suitable qualifications and high repute (including one or more of themselves and any corporation, partnership, trust or other entity of which one or more of them may be an Affiliate, subject to the applicable requirements of Section 2.13 hereof) as the Trustees may deem necessary, or desirable for the transaction of the affairs of the Fund, or the transaction of the affairs of any additional investment programs or services or non-investment programs or services of any nature affiliated with the Fund or otherwise contracted for or by the Fund, including any Person or Persons who, under the supervision of the Trustees, may, among other things: (i) serve as the Fund's investment adviser and consultant in connection with policy decisions made by the Trustees; (ii) serve as the Fund's administrator; (iii) serve as the Fund's distributor; (iv) furnish reports to the Trustees and provide research, economic and statistical data in connection with the Fund's investments; (v) act as consultants, accountants, technical advisers, attorneys, brokers, underwriters, corporate fiduciaries, escrow agents, depositaries, custodians or agents for collection, insurers or insurance agents, registrars for Shares or in any other capacity deemed by the Trustees to be necessary or desirable; (vi) investigate, select and, on behalf of the Fund, conduct relations with Persons acting in such capacities and pay appropriate fees to, and enter into appropriate contracts with, or employ, or retain services performed or to be performed by, any of them in connection with the investments acquired, sold, or otherwise disposed of, or committed, negotiated, or contemplated to be acquired, sold or otherwise disposed of; (vii) substitute any other Person for any such Person; (viii) act as attorney-in-fact or agent in the purchase or sale or other disposition of investments, and in the handling, prosecuting or other enforcement of any lien or security securing investments; (ix) assist in the performance of such ministerial functions necessary in the management of the Fund as may be agreed upon with the Trustees; and (x) any of the foregoing as may be agreed upon by the Trustees with regard to any additional investment and non-investment programs and services for the benefit of the Participants. Section 2.16. Insurance. The Trustees shall have full and complete power to purchase and pay for, entirely out of Fund Property, insurance policies insuring the Fund and the Trustees, officers, employees and agents, of the Fund individually against all claims and liabilities of every nature arising by reason of holding or having held any such office or position, or by reason of any action alleged to have been taken or omitted by the Fund or any such Person as Trustee, officer, employee and agent, including any action taken or omitted that may be determined to constitute negligence, whether or not the Fund would have the power to indemnify such Person against such liability. Section 2.17. Indemnification. In addition to the mandatory indemnification provided for in Section 5.3 hereof,the Trustees shall have full and complete power, to the extent permitted by applicable Laws, to indemnify or enter into agreements with respect to indemnification with any Person with whom the Fund has dealings, including, without limitation, the Adviser, the Administrator and the Custodian, to such extent as the Trustees shall determine, subject to such limitations as may arise under law. Section 2.18. Remedies. Notwithstanding any provision in this Declaration of Trust, when the Trustees deem that there is a significant risk that an obligor to the Fund may default or is in default under the terms of any obligation to the Fund, the Trustees shall have full and complete power to pursue any remedies permitted by Law which, in their sole judgment, are in the interests of the Fund, and the Trustees shall have full and complete power to enter into any investment, commitment or obligation of the Fund resulting from the pursuit of such remedies as are necessary or desirable to dispose of property acquired in the pursuit of such remedies. Section 2.19. Information Statement. The Trustees shall have full and complete power to authorize the distribution of an Information Statement regarding the Fund which may be prepared by advisers to the Fund and to authorize the amendment of or supplement of the same from time to time. Section 2.20. Further Powers. The Trustees shall have full and complete power to take all such actions, do all such matters and things and execute all such instruments as they deem necessary, proper or desirable in order to carry out, promote or advance the interests and purposes of the Fund although such actions, matters or things are not herein specifically mentioned. Any determination as to what is in the best interests of the Fund made by the Trustees in good faith shall be conclusive. In construing the provisions of this Declaration of Trust, the presumption shall be in favor of a grant of power to the Trustees. The Trustees shall not be required to obtain any court order to deal with the Fund Property. ARTICLE III. THE INVESTMENT ADVISER,THE ADMINISTRATOR, THE DISTRIBUTOR AND THE INDEPENDENT ACCOUNTANT Section 3.1. Appointment of Adviser, Administrator and Distributor. The Trustees are responsible for the general investment policy and program of the Fund and for the general supervision and administration of the business and affairs of the Fund conducted by the officers, agents, employees, investment advisers, administrators, distributors, or independent contractors of the Fund. However, the Trustees are not required personally to conduct all of the routine business of the Fund and, consistent with their ultimate responsibility as stated herein, the Trustees may appoint, employ or contract with the Adviser as an investment adviser to the Fund, the Administrator as an administrator for the Fund, and the Distributor as the distribution agent for the Fund and may grant or delegate such authority to the Adviser, the Administrator (pursuant to the terms of Section 2.15 hereof), the Distributor or to any other Person the services of whom are obtained by the Adviser, the Administrator or the Distributor, as the Trustees may, in their sole discretion, deem necessary or desirable, for the efficient management of the Fund, without regard to whether such authority is normally granted or delegated by trustees or other fiduciaries. The same Person may serve simultaneously as the Administrator, as the Adviser and as the Distributor, but no Person serving as the Administrator,the Adviser or the Distributor may serve as the Custodian. Section 3.2. Duties of the Adviser. The duties of the Adviser shall be those set forth in the Investment Advisory Agreement to be entered into between the Fund and the Person or Persons designated pursuant to Section 3.1 as the Adviser. Such duties may be modified by the Trustees, from time to time, by the amendment of the Investment Advisory Agreement. Subject to Article IV hereof, the Trustees may authorize the Adviser to effect purchases, sales or exchanges of Fund Property on behalf of the Trustees or may authorize any officer, employee, agent or Trustee to effect such purchases, sales, or exchanges pursuant to recommendations of the Adviser, all without further action by the Trustees. Any and all of such purchases, sales, and exchanges shall be deemed to be authorized by all the Trustees. The Investment Advisory Agreement may authorize the Adviser to employ other persons to assist it in the performance of its duties. Section 3.3. Duties of the Administrator. The duties of the Administrator shall be those set forth in the Administration Agreement to be entered into between the Fund and the Person or Persons designated pursuant to Section 3.1 as the Administrator. Such duties may be modified by the Trustees, from time to time, by the amendment of the Administration Agreement. The Administration Agreement may authorize the Administrator to employ other persons to assist it in the performance of its duties. Section 3.4. Duties of the Distributor. The duties of the Distributor shall be those set forth in the Distribution Agreement to be entered into between the Fund and the Person or Persons designated pursuant to 3.1 as the Distributor. Such duties may be modified by the Trustees, from time to time, by the amendment of the Distribution Agreement. The Distribution Agreement may authorize the Distributor to employ other persons to assist it in the performance of its duties. Section 3.5. Successors. In the event that, at any time, the position of Adviser or of Administrator or of the Distributor shall become vacant for any reason,the successor shall not be appointed without a vote of the Participants as set forth in Section 8.1. Section 3.6. Appointment and Duties of the Independent Accountant. The Trustees shall appoint an independent accountant for each fiscal year of the Fund and its various Series. Such independent accountant shall perform such duties as may be directed by the Trustees, including, without limitation, conducting examinations of the Fund and the rendering of opinions and reports concerning the Fund. ARTICLE IV. INVESTMENTS Section 4.1. Statement of Investment Policy and Objective. Subject to the prohibitions and restrictions contained in Section 4.2 hereof, the general investment policy and objective of the Trust and each Series shall be to invest the Fund in Permitted Investments as set forth below and any other applicable provisions of Law as may be set forth more fully in the Fund's Information Statement, as the same may be amended from time to time. Section 4.2. Permitted Investments. In accordance with Article II, Permitted Investments shall constitute the following: (a) bonds, notes, certificates of indebtedness, treasury bills or other securities now, or hereafter issued,which are guaranteed by the full faith and credit of the United States of America as to principal and interest; (b) bonds, notes, debentures or other similar obligations of the United States of America or its agencies; (c) interest-bearing savings accounts, interest-bearing certificates of deposit or interest-bearing time deposits or any other investments constituting direct obligations of any bank as defined by the Illinois Banking Act (205 ILCS 511, et. seq.); provided, however, that such bank is federally insured; (d) short-term obligations of corporations organized in the United States of America with assets exceeding $500,000,000, provided that such obligations are rated at the time of purchase within one of the three highest classifications established by at least two standard rating services, such obligations mature not later than 180 days from the date of purchase, and such purchases do not exceed 10%of the applicable corporation's outstanding obligations; (e) short-term discount obligations of the Federal National Mortgage Association or shares or other forms of securities legally issuable by savings and loan associations incorporated under the Laws of Illinois or any other state or under the Laws of the United States of America, provided that the shares or investment certificates of such savings and loan associations are federally insured, any such securities are purchased at the offering or market price thereof at the time of such purchase, and all such securities so purchased shall mature or be redeemable on a date or dates prior to the time when, in the judgment of the Trustees, the funds so invested will be required for the payment of funds to Participants upon the withdrawal of moneys from the Fund; (f) money market mutual funds registered under the Investment Company Act of 1940, provided that the portfolio of any such money market mutual fund is limited to obligations described in paragraphs (a) or (b) of this Section 4.2 and to agreements to repurchase such obligations; and (g) any other investment instruments now permitted by the provisions of Section 2 of the Public Funds Investment Act or any other applicable statutes or hereafter permitted by reason of the amendment of Section 2 of the Public Funds Investment Act or the adoption of any other statute applicable to the investment of Public Agency funds. Section 4.3. Restrictions Fundamental to the Fund. Notwithstanding anything in this Declaration of Trust which may be deemed to authorize the contrary,the Fund: (a) May not make any investment other than investments authorized by Section 4.2 or any other applicable provisions of Law, as the same may be amended from time to time, and in the case of investments made jointly with funds of other Public Agencies, may not make any investment other than investments authorized by Law for the investment of each such Public Agency; (b) May not purchase any Permitted Investment which has a maturity date more than 397 days from the date of the Fund's purchase thereof, unless subject, at the time of such purchase by the Fund, to an irrevocable agreement on the part of a Responsible Person to purchase such Permitted Investment from the Fund within 397 days; provided, however, that the Trustees may, in their discretion, by an action set forth by resolution of the Trustees and included in the Information Statement, waive such 397 day limitation with respect to any one or more Series of Shares. For the purposes of this provision: (i) A variable rate security which has its rate of interest readjusted no less frequently than every 397 days shall be deemed to have a maturity equal to the period remaining until the next readjustment of the interest rate or earlier maturity. (ii) A floating rate security shall be deemed to have a remaining maturity of one day. (c) May not purchase any Permitted Investment if the effect of such purchase by the Fund would be to make the average dollar weighted maturity of the Fund's investment portfolio greater than the period designated by the Trustees with respect to the Series to which such purchase of such Permitted Investment relates; provided, however, that in making such determination any Permitted Investment which is subject to an irrevocable agreement of the nature referred to in the preceding clause (b) shall be deemed to mature on the day on which the Fund is obligated to sell such Permitted Investment back to a Responsible Person or the day on which the Fund may exercise its rights under such agreement to require the purchase of such Permitted Investment by a Responsible Person; (d) May not borrow money or incur indebtedness, whether or not the proceeds thereof are intended to be used to purchase Permitted Investments, except (i) as a temporary measure to facilitate withdrawal requests which might otherwise require unscheduled dispositions of portfolio investments, including, without limitation, to facilitate withdrawal requests made by Participants and received by the Custodian after the Fund has already sold, or entered sell orders for,portfolio investments to cover the withdrawal requests previously made on that date, and only to the extent permitted by Law; or (ii) as a temporary measure (not to exceed one business day) from the Custodian to provide for the purchase of portfolio securities pending receipt by the Custodian of collected funds from a Participant who has notified the Fund before such purchase that it has wire transferred funds (or otherwise transferred immediately available funds) to the Fund in an amount sufficient to pay the purchase price of such securities, and only as and to the extent permitted by Law. provided, however, that nothing contained in this paragraph (d) shall permit, or be construed as permitting, the pledge of the assets of the Fund to secure any such borrowing except for the pledge of amounts, limited to the amount of such borrowing, held in the specific Participant's account with the Fund for whom such borrowing was incurred; (e) May not make loans, provided that the Fund may make Permitted Investments; and (f) May not hold or provide for the custody of any Fund Property in a manner not authorized by Law or by any institution or Person not authorized by Law. For the purposes of this Section 4.3,the phrase "Responsible Person" shall mean a Person listed on the United States Treasury Department List of Primary Government Securities Dealers or any equivalent successor to such list or a bank organized and existing under the Laws of the United States of America or any state thereof having assets in excess of$500,000,000. Section 4.4. Amendment of Restrictions. The restrictions set forth in Section 4.2 hereof are fundamental to the operation and activities of the Fund and may not be changed without the affirmative vote of a majority of the Participants entitled to vote, except that such restrictions may be changed by the Trustees so as to make them more restrictive when necessary to conform the investment program and activities of the Fund to the Laws of the State of Illinois and the United States of America as they may from time to time be amended. ARTICLE V. LIMITATIONS OF LIABILITY Section 5.1. Liability to Third Persons. No Participant shall be subject to any personal liability whatsoever, in tort, contract or otherwise, to any other Person or Persons in connection with Fund Property or the affairs of the Fund; and no Trustee, officer, or employee of the Fund shall be subject to any personal liability whatsoever in tort, contract or otherwise, to any other Person or Persons in connection with Fund Property or the affairs of the Fund, and all such other Persons shall look solely to the Fund Property for satisfaction of claims of any nature arising in connection with the affairs of the Fund. If any Participant, Trustee, officer or employee, as such, of the Fund is made a party to any suit or proceedings to assert or enforce any such liability, he shall not on account thereof be held to any personal liability. Section 5.2. Liability to the Fund or to the Participants. No Trustee, officer or employee of the Fund shall be liable to the Fund or to any Participant for any action or failure to act (including, without limitation, the failure to compel in any way any former or acting Trustee to redress any breach of trust) except for his own bad faith, willful misfeasance, gross negligence or reckless disregard of his duties provided, however, that the provisions of this Section 5.2 shall not limit the liability of any Person with respect to breaches by it of a contract between it and the Fund. Section 5.3. Indemnification. (a) The Fund shall indemnify and hold each Participant harmless from and against all claims and liabilities, whether they proceed to judgment or are settled or otherwise brought to a conclusion,to which such Participant may become subject solely by reason of its being or having been a Participant, and shall reimburse such Participant for all legal and other expenses reasonably incurred by it in connection with any such claim or liability. The rights accruing to a Participant under this Section 5.3 shall not exclude any other right to which such Participant may be lawfully entitled, nor shall anything herein contained restrict the right of the Fund to indemnify or reimburse a Participant in any appropriate situation even though not specifically provided herein. (b) The Fund shall indemnify each of its Trustees and officers, and employees and other Persons designated by the Board of Trustees to receive such indemnification, against all liabilities and expenses (including, without limitation, amounts paid in satisfaction of judgments, in compromise or as fines and penalties, and counsel fees) reasonably incurred by him in connection with the defense or disposition of any action, suit or other proceeding by the Fund or any other Person, whether civil or criminal, in which he may be involved or with which he may be threatened, while in office or thereafter, by reason of his being or having been such a Trustee, officer, employee or other designated Person, except as to any matter as to which he shall have been adjudicated to have acted in bad faith or with willful misfeasance or reckless disregard of his duties or gross negligence; provided, however, that the provisions of this Section 5.3 shall not be construed to permit the indemnification of any Person with respect to breaches by it of a contract between it and the Fund; and further provided, however, that as to any matter disposed of by a compromise payment by such Trustee, officer, employee or other designated Person, pursuant to a consent decree or otherwise, no indemnification either for said payment or for any other expenses shall be provided unless the Fund shall have received a written opinion from independent counsel approved by the Trustees to the effect that if the foregoing matters had been adjudicated, the defenses that could have been presented on behalf of such Trustee, officer, employee or other designated Person were meritorious. The rights accruing to any Trustee, officer, employee or other designated Person under the provisions of this paragraph (b) of this Section 5.3 shall not exclude any other right to which he may be lawfully entitled; provided, however, that no Trustee, officer, employee or other designated Person may satisfy any right of indemnity or reimbursement granted herein or to which he may be otherwise entitled except out of the Fund Property, and no Participant shall be personally liable to any Person with respect to any claim for indemnity or reimbursement or otherwise. The Trustees may make advance payments in connection with indemnification under this paragraph (b) of this Section 5.3, provided that the indemnified Trustee, officer, employee or other designated Person shall have given a written undertaking to reimburse the Fund in the event that it is subsequently determined that he is not entitled to such indemnification. (c) Any action taken by, or conduct on the part of, a Trustee, an officer, or an employee of the Fund or other Person designated by the Trustees in conformity with, or in good faith reliance upon, the provisions of Section 2.13 or Section 5.7 hereof shall not, for the purpose of this Declaration of Trust (including, without limitation, Sections 5.1 and 5.2 and this Section 5.3) constitute bad faith,willful misfeasance, gross negligence or reckless disregard of his duties. Section 5.4. Surety Bonds. No Trustee shall, as such, be obligated to give any bond or surety or other security for the performance of any of his duties. Section 5.5. Apparent Authority. No purchaser, seller, transfer agent or other Person dealing with the Trustees or any officer, employee or agent of the Fund shall be bound to make any inquiry concerning the validity of any transaction purporting to be made by the Trustee or by such officer, employee or agent or make inquiry concerning or be liable for the application of money or property paid, transferred or delivered to or on the order of the Trustees or of such officer, employee or agent. Section 5.6. Recitals. Any written instrument creating an obligation of the Fund shall be conclusively taken to have been executed by a Trustee or an officer, employee or agent of the Fund only in his capacity as a Trustee under this Declaration of Trust or in his capacity as an officer, employee or agent of the Fund. Any written instrument creating an obligation of the Fund shall refer to this Declaration of Trust and contain a recital to the effect that the obligations thereunder are not personally binding upon, nor shall resort be had to the property of, any of the Trustees, Participants, officers, employees or agents of the Fund, and that only the Fund Property or a specific portion thereof shall be bound, and such written instrument may contain any further similar recital which may be deemed appropriate; provided, however, that the omission of any recital pursuant to this Section 5.6 shall not operate to impose personal liability on any of the Trustees, Participants, officers, employees or agents of the Fund. Section 5.7. Reliance on Experts,Etc. Each Trustee and each officer of the Fund shall, in the performance of his duties, be fully and completely justified and protected with regard to any act or any failure to act resulting from reliance in good faith upon the books of account or other records of the Fund, upon an opinion of counsel or upon reports made to the Fund by any of its officers or employees or by the Adviser, the Administrator, the Custodian, accountants, appraisers or other experts or consultants selected with reasonable care by the officers of the Fund. ARTICLE VI. CHARACTERISTICS OF SHARES Section 6.1. Beneficial Interest. The beneficial interest of the Participants hereunder in the Fund Property and the earnings thereon shall be divided into Shares, which shall be used as units to measure the proportionate allocation to the respective Participants of the beneficial interest hereunder. The number of Shares that may be used to measure and represent the proportionate allocation of beneficial interest among the Participants is unlimited. Section 6.2. Rights of Participants. The beneficial interest hereunder measured by the Shares shall not entitle a Participant to which Shares relate to preference, preemptive, appraisal, conversion, or exchange rights of any kind with respect to the Fund or the Fund Property, except as the Trustees may determine with respect to any Class or Series. Title to the Fund Property of every description and the right to conduct any affairs herein described are vested in the Trustees on behalf, and for the beneficial interest, of the Participants, and the Participants shall have no interest therein other than the beneficial interest conferred hereby and measured by their Shares, and they shall have no right to call for any partition or division of any property, profits, rights or interests of the Fund nor can they be called upon to share or assume any losses of the Fund or suffer an assessment of any kind by virtue of the allocation of Shares to them, except as provided in Article IX hereof. Section 6.3. Series or Class Designation. The Trustees may, from time to time, authorize the division of Shares into separate Series and the division of any Series into two or more separate Classes of Shares, as they deem necessary and desirable. The different Series or Classes shall be established and designated, and the variations in the relative rights and preferences as between the different Series or Classes, such as the purchase price, right of redemption and the price, terms and manner of redemption, special and relative rights as to distributions on liquidation, conversion rights, and conditions under which the several series or classes shall have separate voting rights and separate investment restrictions, shall be fixed and determined, by the Trustees, without the requirement of Participant approval. Section 6.4. Allocation of Shares. (a) The Trustees, in their discretion, may, from time to time, without vote of the Participants, allocate Shares, in addition to the then allocated Shares, to such party or parties, for such amount and such type of consideration (including, without limitation, income from the investment of Fund Property), at such time or times (including, without limitation, each business day in accordance with the maintenance of a constant net asset value per Share as permitted by Section 9.1 hereof), and on such terms as the Trustees may deem best. In connection with any allocation of Shares, the Trustees may allocate fractional Shares. The Trustees may from time to time adjust the total number of Shares allocated without thereby changing the proportionate beneficial interests in the Fund. Reductions or increases in the number of allocated Shares may be made in order to maintain a constant net asset value per Share as permitted by Section 9.1 hereof. Shares shall be allocated and redeemed as whole Shares and/or one hundredths (1/100ths) of a Share or multiples thereof. (b) Shares may be allocated only to a Public Agency that has become a Participant of the Fund in accordance with Section 1.2 hereof and who is acting with respect to the funds of a Public Agency. Each Participant may divide its Shares administratively among more than one account within the Fund or Series or Class for such Participant's convenience in accordance with such procedures as the Trustees may establish. (c) The minimum amount of funds which may be placed in the Fund by a Participant at any one time shall be as determined by the Trustees from time to time. Unless otherwise determined by the Trustees pursuant to this paragraph (c) of this Section 6.4, the minimum amount of funds which may be placed in the Fund by a Participant at any one time shall be One Dollar($1.00). Section 6.5. Evidence of Share Allocation. Evidence of Share allocation shall be reflected in the Share Register maintained by or on behalf of the Fund pursuant to Section 7.1 hereof, and the Fund shall not be required to issue certificates as evidence of Share allocation. Section 6.6. Redemption to Maintain Constant Net Asset Value. If so determined by the Trustees, the Shares of one or more Series of the Fund shall be subject to redemption pursuant to the procedure for reduction of outstanding Shares as permitted by Section 9.1 hereof in order to maintain the constant net asset value per Share. Section 6.7. Redemptions. Payments by the Fund to Participants, and the reduction of Shares resulting therefrom, are referred to in this Declaration of Trust as "redemptions." Any and all allocated Shares may be redeemed at the option of the Participant whose beneficial interest hereunder is measured by such Shares, upon and subject to the terms and conditions provided in this Declaration of Trust. The Fund shall, upon application of any Participant, promptly redeem from such Participant allocated Shares for an amount per Share equivalent to the proportionate interest measured by each Share in the net assets of the Fund at the time of the redemption. The procedures for effecting redemption shall be as adopted by the Trustees and as set forth in the Information Statement of the Fund, as the same may be amended from time to time; provided, however, that such procedures shall not be structured so as to substantially and materially restrict the ability of the Participants to withdraw funds from the Fund by the redemption of Shares; provided further however, that the Trustees shall have the power to provide for redemption procedures relating to any particular Series or Class which are consistent with the purpose and intent of this Declaration of Trust and consistent with the Information Statement . Such procedures may, among other things, establish periods during which funds relating to Shares of such Series or Class may either not be withdrawn from the Fund or be withdrawn upon payment of a redemption penalty. Section 6.8. Suspension of Redemption; Postponement of Payment. Each Participant, by its adoption of this Declaration of Trust, agrees that the Trustees may,without the necessity of a formal meeting of the Trustees, temporarily suspend the right of redemption or postpone the date of payment for redeemed Shares for all Series or Classes or any one or more Series or Classes for the whole or any part of any period (i) during which there shall have occurred any state of war, national emergency, banking moratorium or suspension of payments by banks in the State of Illinois or any general suspension of trading or limitation of prices on the New York or American Stock Exchange (other than customary weekend and holiday closings) or (ii) during which any financial emergency situation exists as a result of which disposal by the Fund of Fund Property is not reasonably practicable because of the substantial losses which might be incurred or it is not reasonably practicable for the Fund fairly to determine the value of its net assets. Such suspension or postponement shall not alter or affect a Participant's beneficial interest hereunder as measured by its Shares or the accrued interest and earnings thereon. Such suspension or payment shall take effect at such time as the Trustees shall specify but not later than the close of business on the business day next following the declaration of suspension, and thereafter there shall be no right of redemption or payment until the Trustees shall declare the suspension or postponement at an end, except that the suspension or postponement shall terminate in any event on the first day on which the period specified in clause (i) or (ii) above shall have expired (as to which, the determination of the Trustees shall be conclusive). In the case of a suspension of the right of redemption or a postponement of payment for redeemed Shares, a Participant may either (i) withdraw its request for redemption or (ii) receive payment based on the net asset value existing after the termination of the suspension. Section 6.9. Minimum Redemption. There shall be no minimum number of Shares which may be redeemed at any one time at the option of a Participant, unless authorized by a resolution of the Board of Trustees and specified in the Information Statement; provided, however, that no request by a Participant for the redemption of less than one whole Share need be honored. Section 6.10. Defective Redemption Requests. In the event that a Participant shall submit a request for the redemption of a greater number of Shares than are then allocated to such Participant, such request shall not be honored and each Participant, by its adoption of this Declaration of Trust, agrees that the Trustees shall have full and complete power to redeem an amount of the Shares allocated to such Participant, at a redemption price determined in accordance with Section 6.7 hereof, sufficient to reimburse the Fund for any fees, expenses, costs or penalties actually incurred by the Fund as a result of such defective redemption request. ARTICLE VII. RECORD OF SHARES Section 7.1. Share Register. The Share Register shall be kept by or on behalf of the Trustees, under the direction of the Trustees, and shall contain for each series (i) the names and addresses of the Participants, (ii) the number of Shares representing their respective beneficial interests hereunder and (iii) a record of all allocations and redemptions thereof. Such Share Register shall be conclusive as to the identity of the Participants to which the Shares are allocated. Only Participants whose allocation of Shares is recorded on such Share Register shall be entitled to receive distributions with respect to Shares or otherwise to exercise or enjoy the rights and benefits related to the beneficial interest hereunder represented by the Shares. No Participant shall be entitled to receive any distribution, nor to have notices given to it as herein provided, until it has given its appropriate address to such officer or agent of the Fund as shall keep the Share Register for entry thereon. Section 7.2. Registrar. The Trustees shall have full and complete power to employee a registrar. Unless otherwise determined by the Trustees, the Share Register shall be kept by the Administrator which shall serve as the registrar for the Fund. The registrar shall record the original allocations of Shares in the Share Register. Such registrar shall perform the duties usually performed by registrars of certificates and shares of stock in a corporation, except as such duties may be modified by the Trustees. Section 7.3. Owner of Record. No Person becoming entitled to any Shares in consequence of the merger, reorganization, consolidation, bankruptcy or insolvency of any Participant or otherwise, by operation of Law, shall be recorded as the Participant to which such Shares are allocated and shall only be entitled to the redemption value of such Shares. Until the Person becoming entitled to such redemption value shall apply for the payment thereof and present any proof of such entitlement as the Trustees may in their sole discretion deem appropriate, the Participant of record to which such Shares are allocated shall be deemed to be the Participant to which such Shares are allocated for all purposes hereof, and neither the Trustees nor the registrar nor any officer or agent of the Fund shall be affected by any notice of such merger, reorganization, consolidation, bankruptcy, insolvency or other event. Section 7.4. No Transfers of Shares. The beneficial interests measured by the Shares shall not be transferable, in whole or in part, other than to the Fund itself for purposes of redemption. Section 7.5. Limitation of Fiduciary Responsibility. The Trustees shall not, nor shall the Participants or any officer, registrar or other agent of the Fund, be bound to see to the execution of any trust, express, implied or constructive, or of any charge, pledge or equity to which any of the Shares or any interest therein are subject, or to ascertain or inquire whether any redemption of such Shares by any Participant or its representatives is authorized by such trust, charge, pledge or equity, or to recognize any Person as having any interest therein except the Participant recorded as the Participant to which such Shares are allocated. The receipt of the Participant in whose name any Share is recorded or of the duly authorized agent of such Participant shall be a sufficient discharge for all moneys payable or deliverable in respect of such Shares and from all liability to see to the proper application thereof. Section 7.6. Notices. Any and all notices to which Participants hereunder may be entitled and any and all communications shall be deemed duly served or given if mailed, postage prepaid, addressed to Participants of records at their last known post office addresses as recorded on the Share Register provided for in Section 7.1 hereof. ARTICLE VIII. TRUSTEES AND OFFICERS Section 8.1. Number and Qualification. The governing body of the Fund shall be the Board of Trustees, the membership of which shall be determined as hereinafter provided. The number of Trustees shall be fixed from time to time by resolution of a majority of the voting Trustees then in office; provided, however, that the number of voting Trustees shall in no event be less than two or more than fifteen. Any vacancy created by an increase in the number of Trustees may be filled by the appointment of an individual having the qualifications described in this Section 8.1 made by a resolution of a majority of the Trustees then in office. Any such appointment shall not become effective, however, until the individual named in the resolution of appointment shall have (i) accepted in writing such appointment, (ii) agreed in writing to be bound by the terms of this Declaration of Trust, and (iii) if he is affiliated with a Public Agency, presented evidence in writing of the granting of an authorization by the Public Agency for him to serve as a Trustee. No reduction in the number of Trustees shall have the effect of removing any Trustee from office prior to the expiration of his term. Whenever a vacancy in the number of Trustees shall occur, until such vacancy is filled as provided in Section 8.5 hereof, the Trustees or Trustee continuing in office, regardless of their number, shall have all the power granted to the Trustees and shall discharge all the duties imposed upon the Trustees by this Declaration of Trust. A Trustee shall be an individual who is not under legal disability and who is either (i) a member of the corporate authorities of a Participant, (ii) a Treasurer, or other financial officer of a Participant, or (iii) any other duly authorized individual affiliated with a Participant. There shall be no more than one Trustee affiliated with any one Public Agency; provided, however, that no Trustee shall be disqualified from serving out an unexpired term by reason of such prohibition. The Trustees, in their capacity as Trustees, shall not be required to devote their entire time to the business and affairs of the Fund. Section 8.2. Organizational Trustees. By the initial execution of this Declaration of Trust, the Initial Participants appointed the following two individuals to serve as Trustees until the first annual meeting or vote of the Participants and until their successors had been elected and qualified. Name Address Affiliation William R. Farley 130 West Park Avenue Community Unit School Wheaton, IL 60187 District 200 Arnold C. Uhlig 10114 Gladstone Proviso Township Schools Westchester, IL 60154 Section 8.3. Term and Election. Each Trustee named herein, or elected or appointed as provided in Section 8.1 or 8.3 hereof, shall (except in the event of resignations or removals or vacancies pursuant to Section 8.4 or 8.5 hereof) hold office until his successor has been elected at such meeting or pursuant to such vote and has qualified to serve as Trustee. The Trustees shall be divided into three classes, as equal in number as practicable, so arranged that the term of one class shall expire at the respective annual meetings or votes of Participants held following the conclusion of each fiscal year of the Fund. At all annual meetings or votes a class of Trustees shall be elected to serve for a term of three (3) years and until their successors shall be elected and qualify. Any addition made to the number of Trustees, except at a meeting or pursuant to a vote of the Participants, shall be made only for a term expiring at the next annual meeting or vote of the Participants or until a successor shall be elected and qualify. At the annual meeting or vote of the Participants next following any addition to the number of Trustees, or, in the case of any addition to the number of Trustees made at an annual meeting or pursuant to such vote of the Participants, at such meeting or pursuant to such vote, the terms of the additional Trustees shall be fixed so that, as nearly as shall be practicable, an equal number of terms shall expire at each annual meeting or vote of the Participants. Trustees may succeed themselves in office. Election of Trustees at an annual meeting or in an annual vote shall be by the affirmative vote of at least a majority of the Participants entitled to vote present in person or by proxy at such meeting or voting in such annual vote. The election of any Trustee (other than an individual who was serving as a Trustee immediately prior to such election) pursuant to this Section 9.3 shall not become effective unless and until such person shall have (i) in writing accepted his election, (ii) agreed in writing to be bound by the terms of this Declaration of Trust, and (iii) if he is affiliated with a Public Agency, presented evidence in writing of the granting of an authorization by the Public Agency for him to serve as a Trustee. Section 8.4. Resignation and Removal. Any Trustee may resign (without need for prior or subsequent accounting) by an instrument in writing signed by him and delivered to the chairperson, the vice chairperson or the secretary and such resignation shall be effective upon such delivery, or at a later date according to the terms of the notice. Any of the Trustees may be removed (provided that the aggregate number of Trustees after such removal shall not be less than the minimum number required by Section 8.1 hereof)with cause, by the action of two-thirds of the remaining Trustees. Upon the resignation or removal of a Trustee, or his otherwise ceasing to be a Trustee, he shall execute and deliver such documents as the remaining Trustees shall require for the purpose of conveying to the Fund or the remaining Trustees shall require for the purpose of conveying to the Fund or the remaining Trustees any Fund Property held in the name of the resigning or removed Trustee. Upon the incapacity or death of any Trustee, his legal representative shall execute and deliver on his behalf such documents as the remaining Trustees shall require as provided in the preceding sentence. Section 8.5. Vacancies. (a) The term of office of a Trustee shall terminate and a vacancy shall occur in the event of the death, resignation, bankruptcy, adjudicated incompetence or other incapacity to exercise the duties of the office, or removal of a Trustee. In addition, a Person shall no longer be a Trustee and a vacancy shall be deemed to have occurred if: (i) a Trustee who is affiliated with a Public Agency ceases to be affiliated with the Public Agency, or (ii) the Public Agency with which the Trustee is affiliated ceases to be a Participant. If a Trustee who is affiliated with a Public Agency shall no longer be affiliated with the Public Agency, or the Public Agency with which the Trustee is affiliated shall no longer be a Participant, such Person shall, upon the expiration of a sixty (60) day period following the occurrence of such event, no longer be a Trustee and a vacancy will be deemed to have occurred, unless such person shall have become affiliated with another Public Agency which is a Participant, within such sixty (60) day period and shall have presented evidence in writing of the granting of an authorization by the Public Agency with which he is then affiliated for him to serve as a Trustee. (b) No such vacancy shall operate to annul this Declaration of Trust or to revoke any existing agency created pursuant to the terms of this Declaration of Trust, and title to any Fund Property held in the name of such Trustee and the other Trustees, or otherwise, shall, in the event of the death, resignation, removal, bankruptcy, adjudicated incompetence or other incapacity to exercise the duties of the office of such Trustee, vest in the continuing or surviving Trustees without necessity of any further act or conveyance. In the case of an existing vacancy (other than by reason of an increase in the number of Trustees) at least a majority of the Participants entitled to vote, acting at any meeting or vote of the Participants called for the purpose, or a majority of the Trustees continuing in office acting by resolution, may fill such vacancy, and any Trustee so elected by the Trustees shall hold office for the remaining balance of the term for which vacancy said Trustee was elected to fill. (c) Upon the effectiveness of any such appointment as provided in this Section 8.5, the Fund Property shall vest in such new Trustee jointly with the continuing or surviving Trustees without the necessity of any further act or conveyance; provided, however, that no such election or appointment as provided in this Section 8.5 shall become effective unless or until the new Trustee shall have (i) accepted in writing for his appointment, (ii) agreed to be bound by the terms of this Declaration of Trust, and (iii) if he is affiliated with a Public Agency, presented evidence in writing of the granting of an authorization by the Public Agency for him to serve as a Trustee. Section 8.6. By-Laws. The Trustees may adopt and, from time to time, amend or repeal By-Laws for the conduct of the business of the Fund, and in such By-Laws, among other things, may define the duties of the respective officers, agents, employees and representatives of the Fund. ARTICLE IX. DETERMINATION OF NET ASSET VALUE AND NET INCOME DISTRIBUTIONS TO PARTICIPANTS Section 9.1. By-Laws to Govern Net Asset Value, Net Income and Distribution Procedures. The Trustees, in their absolute discretion, may prescribe and shall set forth in the By-Laws such basis and time for determining the per Share of Beneficial Interest net asset value of the Shares or net income, or the declaration and payment of distributions, as they may deem necessary or desirable. The methods of determining net asset value of Shares of each Series shall also be set forth in the Information Statement. The duty to make the calculations may be delegated by the Trustees to the Adviser, the Administrator, the Custodian or such other Person as the Trustees by resolution may designate. The Trustees may adopt different methods for the determination of the net asset value of different Series of Shares. ARTICLE X. CUSTODIAN Section 10.1. Duties. The Trustees shall employ a bank or trust company organized under the Laws of the United States of America or the State of Illinois having an office in the State of Illinois and having a capital and surplus aggregating at least twenty-five million dollars ($25,000,000) as Custodian with authority as its agent, but subject to such restrictions, limitations and other requirements, if any, as may be contained in the By-Laws of the Fund to perform the duties set forth in the Custodian Agreement to be entered into between the Fund and the Custodian. Section 10.2. Appointment. The Trustees shall have the power to select and appoint the Custodian for the Fund. The Custodian Agreement shall provide that it may be terminated at any time without cause and without the payment of any penalty by the Fund on no less than ninety (90) days' and no more than one hundred eighty(180) days' written notice to the Custodian. Section 10.3. Sub-Custodians. The Trustees may also authorize the Custodian to employ one or more Sub-Custodians from time to time to perform such of the acts and services of the Custodian and upon such terms and conditions, as may be agreed upon between the Custodian and such Sub-Custodians and approved by the Trustees; provided, however, that, in every case, such Sub-Custodian shall be a bank or trust company organized under the Laws of the United States of America or one of the States thereof having capital and surplus aggregating at least twenty-five million dollars($25,000,000). Section 10.4. Successors. In the event that, at any time, the Custodian shall resign or shall be terminated pursuant to the provisions of the Custodian Agreement, the Trustees shall appoint a successor thereto. Section 10.5. Additional Custodians. The Trustees may in their discretion employ one or more Custodians in addition to the Custodian referred to in Section 10.1. Such additional Custodians shall be banks or trust companies organized under the Laws of the United States of America or any state thereof and having capital and surplus aggregating at least twenty-five million dollars ($25,000,000). Such additional Custodian shall perform such duties (including duties applicable only to designated Series or Classes) as may be set forth in an agreement between the Fund and the additional Custodian. ARTICLE XI. RECORDING OF DECLARATION OF TRUST Section 11.1. Recording. This Declaration of Trust and any amendment hereto shall be filed, recorded or lodged as a document of public record in such place or places and with such official or officials as may be required by Law or as the Trustees may deem appropriate. Each amendment so filed, recorded or lodged shall be accompanied by a certificate signed and acknowledged by a Trustee stating that such action was duly taken in the manner provided for herein; and unless such amendment or such certificate sets forth some earlier or later time for the effectiveness of such amendment, such amendment shall be effective upon its filing. An amended Declaration of Trust, containing or restating the original Declaration and all amendments theretofore made, may be executed any time or from time to time by a majority of the Trustees and shall, upon filing, recording or lodging in the manner contemplated hereby, be conclusive evidence of all amendments contained therein and may thereafter be referred to in lieu of the original Declaration of Trust and the various amendments thereto. Notwithstanding the foregoing provisions of this Section 11.1, no filing or recordation pursuant to the terms of this Section 11.1 shall be a condition precedent to the effectiveness of this Declaration of Trust or any amendment hereto. ARTICLE XII. AMENDMENT OR TERMINATION OF FUND; DURATION OF FUND Section 12.1. Amendment or Termination. (a) The provisions of this Declaration of Trust may be amended or altered (except as to the limitations on personal liability of the Participants and Trustees and the prohibition of assessments upon Participants), or the Fund may be terminated, at any meeting of the Participants or pursuant to any vote of the Participants called for that purpose, by the affirmative vote of a majority of the Participants entitled to vote, or, if permitted by applicable Law, by an instrument or instruments in writing, without a meeting, signed by a majority of the Trustees and a majority of the Participants; provided, however, that the Trustees may, from time to time, by a two-thirds vote of the Trustees, and after fifteen (15) days' prior written notice to the Participants, amend or alter the provisions of this Declaration of Trust, without the vote or assent of the Participants, to the extent deemed by the Trustees in good faith to be necessary to conform this Declaration to the requirements of applicable Laws or regulations or any interpretation thereof by a court or other governmental agency of competent jurisdiction, but the Trustees shall not be liable for failing so to do, and the Trustees may, from time to time and without notice to nor the vote or assent of the Participants, make changes that do not adversely affect the rights of any Participant, to supply any omissions, or to cure, correct or supplement any ambiguous, defective or inconsistent provision hereof. In addition, a Series may be terminated by vote or written consent of not less than a majority of the Participants of that Series. Notwithstanding the foregoing, (i) no amendment may be made pursuant to this Section 12.1 which would change any rights with respect to any allocated Shares of the Fund by reducing the amount payable thereon upon liquidation of the Fund or which would diminish or eliminate any voting rights of the Participants, except with the vote or written consent of two-thirds of the Participants entitled to vote thereon; and (ii) no amendment may be made which would cause any of the investment restrictions contained in Section 4.2 hereof to be less restrictive without the affirmative vote of a majority of the Participants entitled to vote thereon. (b) Upon the termination of the Fund pursuant to this Section 12.1: (i) The Fund shall carry on no business except for the purpose of winding up its affairs; (ii) The Trustees shall proceed to wind up the affairs of the Fund and all of the powers of the Trustees under this Declaration of Trust shall continue until the affairs of the Fund shall have been wound up, including, without limitation, the power to fulfill or discharge the contracts of the Fund, collect its assets, sell, convey, assign, exchange, transfer or otherwise dispose of all or any part of the remaining Fund Property to one or more persons at public or private sale for consideration which may consist in whole or in part of cash, securities or other property of any kind, discharge or pay its liabilities, and do all other acts appropriate to liquidate its affairs; provided, however, that any sale, conveyance, assignment, exchange, transfer or other disposition of all or substantially all of the Fund Property shall require approval of the principal terms of the transaction and the nature and amount of the consideration by affirmative vote of not less than a majority of the Participants entitled to vote thereon; and (iii) After paying or adequately providing for the payment of all liabilities, and upon receipt of such releases, indemnities and refunding agreements as they deem necessary for their protection,the Trustees may distribute the remaining Fund Property of any Series, in cash or in kind or partly in each, among the Participants of such Series and each Class of such Series according to their respective proportionate allocation of Shares, taking into account their respective net asset values and the proper allocation of expenses being borne solely by any Series or any Class of Shares of a Series. (c) Upon termination of the Fund and distribution to the Participants as herein provided, a majority of the Trustees shall execute and lodge among the records of the Fund an instrument in writing setting forth the fact of such termination, and the Trustees shall thereupon be discharged from all further liabilities and duties hereunder, and the right, title and interest of all Participants shall cease and be canceled and discharged. (d) A certification in recordable form signed by a majority of the Trustees setting forth an amendment and reciting that it was duly adopted by the Participants or by the Trustees as aforesaid or a copy of the Declaration, as amended, in recordable form, and executed by a majority of the Trustees, shall be conclusive evidence of such amendment. Section 12.2. Power to Effect Reorganization. If permitted by applicable Law, the Trustees, by vote or written approval of a majority of the Trustees, may select, or direct the organization of, a corporation, association,trust or other Person with which the Fund may merge, or which shall take over the Fund Property and carry on the affairs of the Fund, and after receiving an affirmative vote of not less than a majority of the Participants entitled to vote at any meeting of the Participants, the notice for which includes a statement of such proposed action, the Trustees may effect such merger or may sell, convey and transfer the Fund Property to any such corporation, association, trust or other Person in exchange for cash or shares for securities thereof, or beneficial interest therein with the assumption by such transferee of the liabilities of the Fund; and thereupon the Trustees shall terminate the Fund and deliver such cash, shares, securities or beneficial interest ratably among the Participants of this Fund in redemption of their Shares. Section 12.3. Duration. The Fund shall continue in existence in perpetuity, subject in all respects to the provisions of this Article XII. ARTICLE XIII. MISCELLANEOUS Section 13.1. Governing Law. This Declaration of Trust is adopted by the Participants and delivered in the State of Illinois and with reference to the Laws thereof, and the rights of all parties and the validity, construction and effect of every provision hereof shall be subject to and construed according to the Laws of said State of Illinois. f Section 13.2. Counterparts. This Declaration of Trust may be executed in several counterparts, each of which when so executed shall be deemed to be an original, and such counterparts, together, shall constitute but one and the same instrument, which shall be sufficiently evidenced by any such original counterpart. Section 13.3. Reliance by Third Parties. Any certificate executed by an individual who, according to the records of the Fund or of any official or public body or office in which this Declaration of Trust may be recorded, appears to be a Trustee hereunder or the Secretary or the Treasurer of the Fund, certifying to: (i)the number or identity of Trustees or Participants; (ii)the due authorization of the execution of any instrument or writing; (iii) the form of any vote passed at a meeting of Trustees or Participants; (iv) the fact that the number of Trustees or Participants present at any meeting or executing any written instrument satisfies the requirements of this Declaration of Trust; (v) the form of any By-Law adopted by or the identity of any officers elected by the Trustees; or (vi) the existence of any fact or facts which in any manner relate to the affairs of the Fund, shall be conclusive evidence as to the matters so certified in favor of any Person dealing with the Trustees or any of them or the Fund and the successors of such Person. Section 13.4. Provisions in Conflict with Law. The provisions of this Declaration of Trust are severable, and if the Trustees shall determine, with the advice of counsel, that any one or more of such provisions (the "Conflicting Provisions") are in conflict with applicable federal or Illinois Laws, the Conflicting Provisions shall be deemed never to have constituted a part of this Declaration of Trust; provided, however, that such determination by the Trustees shall not affect or impair any of the remaining provisions of this Declaration of Trust or render invalid or improper any action taken or omitted (including, but not limited to, the election of Trustees) prior to such determination. Section 13.5. Gender; Section Headings. (a) Words of the masculine gender shall mean and include correlative words of the feminine and neuter genders, and words importing the singular number shall mean and include the plural number and vice versa. (b) Any headings preceding the texts of the several Articles and Sections of this Declaration of Trust, and any table of contents or marginal notes appended to copies hereof, shall be solely for convenience of reference and shall neither constitute a part of this Declaration of Trust nor affect its meaning, construction or effect. Section 13.6. Adoption by Public Agencies Electing to Become Additional Participants; Resignation of Participants. (a) Subject to Section 13.6(b) any Public Agency meeting the requirements of Section 1.2 hereof, may become an additional Participant of this Fund by (i) taking any appropriate official action to adopt this Declaration of Trust, (ii) furnishing the Trustees with evidence of appropriate official action authorizing its treasurer or other duly authorized official of the Public Agency to act on its behalf with respect to the funds of the Public Agency, (iii) furnishing the Trustees with a certificate of a duly authorized officer of the Public Agency setting forth the names and specimen signatures of the officials of such Public Agency authorized at the time of delivery of such certificate to act on behalf of such Public Agency in connection with the Public Agency's participation in the Fund, and (iv) furnishing the Trustees with a counterpart signature to this document, which signature shall evidence such additional Participant's entry into this intergovernmental agreement with the other Participants hereto. A copy of this Declaration of Trust may be adopted by executing a written instrument of adoption in such form as may be prescribed by the Trustees. Adoption of a written investment policy that permits investment in the Fund will be deemed by the Trustees to constitute an adoption of this Declaration of Trust. Delivering an acknowledged copy of an instrument adopting the Declaration of Trust or the written investment policy shall constitute satisfactory evidence of the adoption contemplated by this Section 13.6. (b) A Public Agency's admission as a Participant shall be subject to the approval of the Trustees, or of a duly appointed designee of the Trustees, but such approval shall not be unreasonably withheld. (c) Any Participant may resign and withdraw from the Fund by sending a written notice to such effect to the Administrator and by requesting the redemption of all Shares then held by it. Such resignation and withdrawal shall become effective upon the receipt thereof by the Administrator. No resignation and withdrawal by a Participant shall operate to annul this Declaration of Trust and terminate the existence of the Fund. ILLINOIS INSTITUTIONAL INVESTORS TRUST INTERGOVERNMENTAL COOPERATION COUNTERPART SIGNATURE PAGE Acting in accordance with Section 13.6(a) of the Declaration, the undersigned delivers this counterpart signature page evidencing the undersigned's entry into an intergovernmental agreement with the other Participants to the Declaration. Executed this day of , 20_. Signature Name: Agency Name: Title: 11/14/2018 IIIT-Current Rates L . � • • .•_ _ , - Managed by PFM Asset Management LIC How Site Map Contact Us Search User Name Current Rate t-und Name hale 7-Day YieldPassword Illinois Portfolio,IIIT Class 11/13/2018 2.27% Login A summary of the IIIT Fund's portfolio composition as of the most recent month end is available upon request by calling IIIT at 1-800-731-6870 About the Trust *Current Seven-Day Yield The current seven-day yield also, referred to as the current annualized yield, represents the net change, Board of Trustees exclusive of capital change and income other than investment income, in the value of a hypothetical account Service Providers with a balance of one share (normally $1.00 per share) over a seven-day base period expressed as a percentage of the value of one shared at the beginning of the seven-day period. The resulting net change in Calendar of Events account value is then annualized by multiplying it by 365 and dividing the result by seven. Past performance Current Pate is not indicative of future results and yields may vary. The yields shown above may reflect fee waivers by the Trust's current or prior service providers. When such waivers occur,they reduce the total operating expenses Forms&Documents of the Trust,and the Trust's yields would have been lower if there were no such waivers. Refer to the Trust's Information Statement for further inforamation on the expenses of the Trust and fees of its Service How to Invest Providers. Investor Resources Arbitrage Primer Monthly Martel Review Pool Characteristics Instruction Card GASB 72&79 Account Access This information is for institutional investor use only, not for further distribution to retail investors, and does not represent an offer to sell or a solicitation of an offer to buy or sell any fund or other security. Investors should consider the Trust's investment objectives,risks,charges and expenses before investing in the Trust. This and other information about the Trust is available in the Trust's current Information Statement, which should be read carefully before investing. A copy of the Trust's Information Statement may be obtained by calling 1-800-731-6870 for the lilT Class and 1-800-731-6830 for the iPDLAF+Class and is available on the Trust's website at www.iiifus and www.ipolaf.org. While both the IIIT and IPDLAF+ Classes of the Illinois Portfolio seek to maintain a stable net asset value of$1.00 per share and the Illinois TERM series seek to achieve a net asset value of$1.00 per share at its stated maturity, it is possible to lose money investing in the Trust. An investment in the Trust Is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Shares of the Trust are distributed by PFM Fund Distributors, inc., member Financial Industry Regulatory Authority(FiNRA) (wwwfinra.org) and Securities Investor Protection Corporation (SiPC) (www.sipc.org). PFM Fund Distributors, Inc. is a wholly owned subsidiary of PFM Asset Management LLC. Copyright 2018,All Rights Reserved https://www.iiit.us/current-rate/ 1/1 011Illinois Portfolio - IIIT Class Fact SheetPortfolio Characteristics as of September 30,2018 Illinois Trust IIIT Class Statistics As of September 30,2018 Current 7-Day Net Yields 2.14% Weighted Average Maturity2 39 days Standard and Poor's Fund Rating AAAm Investment Adviser PFM Asset Management LLC Performance (30-Day Yield %) 30-Day 'The 7-Day yield is computed in accordance with methods prescribed by the Net Yield3 SEC.The 7-Day SEC yield excludes distributed capital gainsAosses. The current 7-day net yield more closely reflects the current earnings of the Fund than the Sep-18 2.09% average annual returns. Aug-18 2.07% 2 Weighted Average Maturity:Calculated by the final maturity for a security held in the portfolio and the interest rate reset date. This is a way to measure a fund's Jul-18 2.05% sensitivity to potential interest rate changes. Jun-18 1.98% 3 As of the last day of the month. Average annualized 30-day yields are based May-18 1.92e/ on net investment income and distributed gains or losses for the period shown. The average annual returns are an SEC standardized calculation that represents Apr-18 1.79% the annual change in value of an investment over specified periods and assumes Mar 18 1.56% sales charges and reinvestment of dividends and capital gains.Past performance is no guarantee of future results.Yields wilt fluctuate as market Feb-18 1.44% conditions change. The current fund performance may be higher or lower than that cited. Jan-18 1.36% The yields shown may reflect fee waivers by service providers that subsidize and Dec-17 1.25% reduce the total operating expenses of the Fund. Fund yields would be lower if Nov-17 1.14% there were no such waivers. The current expense ratio is 0.15%. Average annual returns for historic periods and important disclosure information Oct-17 1.13% is provided on the following page. 4Standard&Poor's fund ratings are based on analysis of credit quality,market price exposure,and management. According to Standard&Poor's rating criteria,the AAAm rating signifies excellent safety of investment principal and a superior capacity to maintain a$1.00 per share net asset value. However,it should be understood that the i rating is not a"market"rating nor a recommendation to buy,hold or sell the securities. For a full description on rating methodology, visit Standard&Poor's website(http://www.standardandaoors.com/en 1JS/weblquest/home). 5The AAAi rating reflects Fitch Ratings("Fitch)review of the Term program's investment and credit guidelines, the portfolio's credit quality and diversification,as well as the capabilities of PFM Asset Management LLC as investment adviser. It indicates the highest underlying credit quality(or lowest vulnerability to default). However, Fund Diversification it should be understood that this rating is not a"market"rating nor a recommendation to buy,hold or sell the securities. For a lull description on rating methodology visit www.fitchratings.com Sector Composition" Credit Quality Distribution (Standard&Poor's Fund Ratings) 4.45% 2.92% 104.15% ii, 1111111*. 41,06% 33.01% 6.70% 2.92% Li U.S. Treasuries'12% n AAA i'AA+ m Federal Agencies •A-1+Short Term •A-1 Short Term Commercial Paper •Not Rated •Certificate of Deposit ■Certificate of Deposit- FDIC Insured n Repurchase Agreements 'In accordance with Illinois Public Funds Investment Act,sector percentages are r3 Supra P applicable arty at the date of purchase. ,'ror+ of nor}noi+_ Pur P r nft.r of rre:di+ .._._,._ ,.,,,.,, _. Illinois Portfolio - IIIT Class Fact Sheet0010.4 Portfolio Characteristics as of September 30,2018 Average Annual Return" As of September 30,2018 2.25% a Illinois Portfolio-IIIT Class 2.00% 1.75% iMoneyNet Prime Money Market Investment Objective Fund Indct2 1.50% - iMoneyNet Government Money II I 1.25% Market Fund Indes3 1.00% , 0.75% • 0.50% 11la 'r# • p'li; I 0.25% . - M . v 0.00% — ill AL-- Investment Philosophy Month 3-Month 1-Year 3-Year 5-Year she Trust's adviser seeks to Illinois Portfolio-HIT Class irnize investtrtent returns 2.09% 2.09% 1.66% 0.92% 0.56% _ 'ough careful analysis of and iMoneyNet Prime Money investment in short-term Market Fund Index 1.89% 1.89% 1.51% 0.80% 0.49% governmental securities and other high-quality money market iMoneyNet Government instruments whip preserving the Money Market Fund Index 1.69% 1.65% 1.25% ° o safety and liquidity of the 1.69% 0.58% 0.35% underlying principal. Must be preceded or accompanied by an Information Statement.For a current Information Statement,which contains more complete information,please visit www.iiit.us or call 800-731-6870.Before investing,consider the investment objectives, risks,charges and expenses of the fund carefully.This and other information can be investment Adviser and found in the Trust's Information Statement.Read the Information Statement carefully Administrator before you invest or send money. PFM Asset Management LLC ',Source:Returns calculated using the 30-day net yield as of the last day of the month. The 222 North LaSalle Streit current 7-day net yield more closely reflects the current earnings of the Class than the trailing • Suite 910 returns.Returns for less than a full calendar year are annualized. Chicago, IL 60601 2Source:iMoneyNetPrime Institutional Money Market Fund Index Average. This index is comprised of funds rated in the top grade that invest in high-quality financial instruments with _ I)is F ii)H or dollar-weighted average maturities of less than 60 days. It is not possible to invest directly in PFM Fund Distributors,Inc. such an index. 213 Market Street 3Source:iMoneyNetGovernmentinstitutional Money Market Fund Index Average. This index is Harrisburg, PA 17101 comprised of funds rated in the top grade that invest in high-quality financial instruments with dollar-weighted average maturities of less than 60 days. It is not possible to invest directly in such an index. Custc►(Ilari This information is for institutional investor use only, not for further distribution to retail U.S Bank, N.A. investors,and does not represent an offer to sell or a solicitation of an offer to buy or sell any 800 Nicol(et Mall fund or other security.Investors should consider the Trust's investment objectives,risks, Minneapolis, MN 65402 charges and expenses before investing in the Trust. This and other information about the Trust is available in the Trust's current Information Statement, which should be read carefully before independent Audito • investing. A copy of the Trust's Information Statement may be obtained by calling 1-800-731- 6870 for the IIIT Class and 1-800-731-6830 for the IPDLAF+Class and is also available on the Elns1 & Younr'LLP Trust's websites at www.iiit.us and www.ipolaf.orq. While both the iIIT and IPDLAF+Classes of 2005 Market Street- the Illinois Portfolio seek to maintain a stable net asset value of$1.00 per share and the Illinois Shite 700 TERM series seek to achieve a net asset value of$1.00 per share at its stated maturity,it is Philadelphia, PA 19103 possible to lose money investing in the Trust. An investment in the Trust is not insured or guaranteed by the Federal Deposit insurance Corporation or any other government Lei ,l agency. Shares of the Trust are distributed by PFM Fund Distributors,Inc., member Financial Industry Regulatory Authority(F/NRA) (www.finra.orq) and Securities Investor Schiff Hard Protection 6600 Willis ToWer Chicago, IL 60606 L. a For more information, visit www.iiit.us or contact the Trust's Investment Adviser at 800.731.6870 S&P Gtobat POOL PROFILE March 29, 2018 Ratings Illinois Trust Principal Stability Fund Ratings Definitions AAAm Afund rated About the Pool 'AAAnr'demonstrates Pool Rating AAAm extremely strong capacity to maintain principal stability Pool Type Stable NAV Government Portfolio Composition as of March 29,2018 and to limit exposure to Investment Pool principal losses due to credit CORP_ REPO risk. Investment Adviser PFM Asset Management LLC 4.e% \4.7%7 'AAAm'is the highest principal stability fund rating IPhone 1-800-731-6870 ABS assigned by S&P Global ,Website ww.iiit.us . Ratings Gov-AGCY - \ ANK 73% ` , AAm Afund rated'AAm` Portfolio Manager Michael Varano demonstrates very strong capacity to maintain principal j TREAs __ stability and to limit exposure 1 11.5.4 to principal losses due to Pool Rated Since October 2002 credit risk.It differs from the :Custodian U.S. Bank N.A. cP j highest-rated funds only to a I 24.e% small degree. !Distributor PFM Fund Distributors, Inc. BANK-Bank Deposits,CP-Commercial Paper,TREAS-Treasury;GOV- AGCY-Agency and Government;ABS-Asset-backed secunly CORP- Am Afund rated'Am' Corporate:REPO-Repurchase Agreement demonstrates strong capacity i to maintain principal stability a Rationale and federal agency securities and repurchase and to limit exposure to I Illinois Trust is rated'AAAm'by S&P Global agreements secured by such obligations, money- 'principal losses due to credit Ratings.The rating is based on S&P Global market mutual funds registered under the l risk,but is somewhat more Ratings'analysis of the portfolio's credit quality, Investment Company Act of 1940,commercial susceptible to the adverse ' effects ofchanges in investment policies, market price exposure, and paper, and certificates of deposits.The weighted circumstances and economic 'management.The rating signifies our forward- average maturity to reset(WAM(R))of the fund's conditions than funds in I looking opinion about a fixed-income fund's ability to portfolio is managed at 60 days or less to help higher-rated categories I maintain principal value(i.e., stable net asset value, provide liquidity for redemptions and to limit market or'NAV'). price exposure. j BBBm A fund rated 'BBBm'demonstrates Overview adequate capacity to The Illinois Trust is organized under the laws of the maintain principal stability state of Illinois.The trust was established for the and to limit exposure to 'principal losses due to credit purpose of allowing various public agencies-- risk.However,adverse including counties,townships,cities,towns, economic conditions or villages, school districts, housing authorities,and changing circumstances are public water supply districts--to jointly invest funds more likely leada reduced capacity to maintain in accordance with the laws of the state of Illinois. to principal stability. The fund seeks to provide investors with strong current income that is consistent with the BBm Afund rated'BBm' preservation of capital and the maintenance of demonstrates speculative liquidity. characteristics and uncertain capacity to maintain principal stability.It is vulnerable to Management principal losses due to credit The fund's investment adviser is PFM Asset risk.While such funds will Management LLC(PFM).As adviser, PFM is likely have some quality and protective characteristics, responsible for the purchase and sale of all portfolio these may be outweighed by assets. PFM and Public Financial Management large uncertainties or major Inc.,which is under common ownership with PFM, exposures to adverse have managed funds since 1981.The two firms act conditions. !as financial advisers and/or investment advisers to Dm Atundrated'Dm has cities, townships, boroughs,counties, school Dm Atundraintain d'Dm'principdistricts, authorities,and financial institutions failedstability resulting in a realized throughout the country, providing clients with i or unrealized loss of financial, investment advisory,and cash principal. 1 management services. 1 Portfolio Assets :The fund invests in fixed-income investments authorized by the Illinois Public Funds Investment Act,which governs the investment of public funds in Illinois.These instruments include U.S.Treasury Plus(+)or Minus(-) The ratings may be modified S&P Global Ratings Analyst: Joseph Giarratano-+ 1 (212)438 8942 www.spratings.com by the addition of a plus(+)or participants should consider the investment objectives,risks and charges and expenses of the pool before investing. The investment guidelines minus(-)sign to show relative standing within the which can be obtained from your broker-dealer,contain this and other information about the pool and should be read carefully before rating categories. investing. Principal Stability Rating Illinois Trust AAAtn Approach and Criteria ,-_ _ . ____- ____ A S&P Global Ratings !Data Bank as of March 29,2018 principal stability fund rating, Net Asset Value per Share $0.99987 Net Assets(millions) $388.00 Inception Date October 2002 also known as a°money WAM(R)` 42 days WAM(F)** 66 days 7 Day Yield 1.64% market fund rating",is a forward-looking opinion about 'Weighted Average Maturity(Reset) •.Weighted Average Maturity(Final) a fixed income funds capacity to maintain stable principal Net Assets,WAM(R)and WAM(F) (net asset value).When Portfolio Maturity Distribution as of March 29,2018 assigning a principal stability rating to a fund,S&P Global boa 120 Ratings analysis focuses I'■I- +primarily on the SOo 100 100 creditworthiness of the funds I e - _ I investments and J 400 __�` - - - -. 80 o0 I counterparties,and also its S Ii i Investments'maturity structure E 3oU - - 60 0 r 60 and management's ability and 200 ------ -`+' 40 ° 4e 11 1 'policies to maintain the funds f 20 iL i stable net asset value. • 100 • 20 I Principal stability fund ratings o are assigned to funds that o o seek to maintain a stable or an IN o M j accumulating net asset value. R n ;, r n R r n m O O O coi R n u sn n c p n m € Generally,when faced with g ¢ Days an unanticipated level of "Net AssRis --wAn1(PO --WAN tri•• redemption requests during i periods of high market stress, ',the manager of any fund may •suspend redemptions for up to Portfolio Credit quality as of March 29,2018* five business days or meet Portfolio 7 Day Net-Yield Comparison* redemption requests with payments in-kind in lieu of 2.c% - cash.A temporary suspension of redemptions or meeting - I redemption requests with 1.6% I distributions In-kind does not 1.2% ,constitute a failure to maintain !stable net asset values. i IHowever,higher rated funds A-1 0.9% - are expected to have stronger 39.4%~' capacities to pay investor 0.4% redemptions in cash during times of high market stress 0.0% , because they generally A-1f c c n n n n m comprise shorter maturity and ! 60.6% zr tri g _ 'A R a 'iN R R 'g s higher qualtyInvestments. 4 4 A o 4 N 4 I Principal stability fund ratings,or money market fund --GAP Rated GIP Index/All .e.Fund ratings,are Identified by the 'Us''AAAm'Money Fund Indices are calculated weekly by iMoneyNet,Inc.,and are suffix(e.g.,'AAArn')to 'As assessed by S&P Global Ratings comprised of funds rated or assessed by S&P Global Ratings to within the specific rating distinguish the principal ` categories.The S&P Global Ratings Rated LGIP Indices are calculated weekly by S&P stability rating from a S&P I Global Ratings and are comprised of'AAAm'and'AAm'government investment pools. Global Ratings traditional The yield quoted represents past performance.Past performance does not i Issue or issuer credit rating.A guarantee future results.Current yield may be lower or higher than the yield traditional Issue or issuer I credit rating reflects S&P quoted. i Global Ratings view of a Iborrower's ability to meet its I financial obligations.Principal stability fund ratings are not I Pool portfolios are monitored weekly for developments that could cause changes in the ratings.Rating decisions are based on periodic commentaries on yield levels. meetings with senior pool executives and public information. S&P Global Ratings is neither associated nor affiliated with the fund. 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