Common use of Division of Beneficial Interest Clause in Contracts

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a Shareholder, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class and to fix or change such preferences, voting powers, terms of conversion, rights, duties, privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may be, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class in the assets held with respect to such Series or Class, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder of a Series shall be entitled to receive such Shareholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such Series. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all Shares issued hereunder, including Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretionSeries. The number of Shares of Trustees may divide each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trusteesinto Classes. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, including cash or securities, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any such Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares shares of such Series or Class thereof in the assets held with respect to such Series or Classthat Series, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), thereof; (vi) to dissolve, terminate, change the name of any Series or Class thereof; (vii) to abolish or terminate any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, ; (viiviii) to refuse to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption any person or class of liabilities), Persons; and (viiiix) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s 's pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon Series and upon redemption of the Shares of any Series, the applicable such Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend or other distribution in Shares or a split or reverse split of or Shares, shall be fully paid and non-assessablenonassessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. (a) The beneficial interest in the Trust Company shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trustseries. Each Series The Board may have no Classes, may consist of divide each series into one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number Board may from time to time establish and designate one or more series or Classes by resolution of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized Board pursuant to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the TrusteesSection 3.4. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Investment Company Act, the Trustees Board shall have full power and authority, in their its sole discretion, and without obtaining any authorization or vote of the Shareholders Members of any Series series or ClassClass thereof, irrespective of any adverse affect upon a Shareholder, to: (i) to divide the beneficial interest in each Series series or Class thereof into Shares, with or without par value as the Trustees Directors shall determine, ; (ii) to issue Shares without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Lawsherein, including cash or securities, at such time or times and on such terms as the Trustees Board may deem advisable or appropriate, ; (iii) to establish and designate and to change in any manner any Series series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose purposes of each Series series or Class thereof as the Trustees Board may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior (e.g., Preferred Shares) or subordinate to (or in the case of business purposepurposes, different from) any existing Series series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, Company or profits and losses associated with specified property or obligations of the Trust or Company, provided, however, that the Board may not change the Outstanding Shares of a series in a manner materially adverse to Members of such Series, as Outstanding Shares without the case may be, vote of a majority of such Outstanding Shares; (iv) to divide or combine the Shares of any Series series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series series or Class thereof in the assets held with respect to such Series or Class, that series; (v) to classify or reclassify any issued Shares of any Series series or Class thereof into Shares of one or more Series series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), thereof; (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), ) and businesses; (vii) change the name of any series or Class thereof; (viii) to abolish any one or more series or Classes thereof; and (ix) take such other action with respect to the Shares of any Series or Class as the Trustees Board may deem desirable. necessary, advisable, or appropriate. (b) Subject to the distinctions permitted among Classes of the same Series series as established by the TrusteesBoard, consistent with the requirements of the 1940 Investment Company Act, each Share of a Series series of the Company shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder of a Series shall be entitled to receive such Shareholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such Series. series. (c) All references to Shares in this Declaration of Trust Agreement shall be deemed to be references to Shares of any or all Series series or Classes thereof, as the context may require. All provisions herein relating to the Trust Company shall apply equally to each Series series of the Trust Company and each Class thereof, except as otherwise provided or as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all Shares issued hereunder, including Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. . (d) Except as otherwise provided by the TrusteesBoard, Shareholders Members shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the TrustCompany.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of TrustSeries. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into an unlimited amount of Shares, with or without par value value, as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) ), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of or any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class in the assets held with respect to such that Series or Class, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether (vi) to dissolve and terminate any one or not there are outstanding Shares of such more Series or Classes, Classes and (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s holder's pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be references to Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as otherwise provided or the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend paid in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. No Share shall have any priority or preference over any other Share of the same Series with respect to dividends or distributions of the Trust or otherwise. All dividends and distributions shall be made ratably among all Shareholders of a Series (or Class) from the assets held with respect to such Series according to the number of Shares of such Series (or Class) held of record by such Shareholders on the record date for any dividend or distribution or on the date of termination of the Trust, as the case may be. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of one Class or may be divided into two one or more Classes, as determined Series and/or Classes by the Trustees in their sole discretionTrustees. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trusteesunlimited. Subject to the further provisions of this Article III and any applicable requirements of the 1940 ActIII, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, including cash or securities, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose purposes of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class thereof in the assets held with respect to such Series or Classthat Series, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), thereof; (vi) to dissolve, terminate, change the name of any Series or Class thereof; (vii) to abolish or terminate any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, ; (viiviii) to refuse to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption any Person or class of liabilities), Persons; and (viiiix) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. To the extent that the Trustees authorize and issue preferred shares of any Class or Series, they are hereby authorized and empowered to amend or supplement this Declaration of Trust, including an amendment or modification to the rights of any outstanding Shares at the time of such amendment or supplement, as they deem necessary or appropriate, including without limitation to comply with the requirements of the 1940 Act or requirements imposed by the rating agencies or other Persons, all without the approval of Shareholders. Any such supplement or amendment shall be filed as is necessary. The Trustees are also authorized to take such actions and retain such persons as they see fit to offer and sell such securities. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon Series and upon redemption of the Shares of any Series, the applicable such Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend or other distribution in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trustnonassessable.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of TrustShares. Each Series The Trust may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of the Trust and each Series and Class thereof authorized hereunder is unlimited. Upon The Trust is authorized to issue an unlimited number of Shares, and upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, determined and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of the Trust or any Series or Class, irrespective of any adverse affect upon a Shareholder, (i) to divide the beneficial interest in the Trust or in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine (provided that unless the Trustees shall otherwise determine, all Shares shall have a par value of $0.001), (ii) to issue Shares without limitation as to number (including fractional Shares) Shares and Shares held in the treasury), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may be, (iv) to divide or combine the Shares of the Trust or any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of the Trust or such Series or Class in the assets held with respect to such Series or Classby the Trust, (v) to classify or reclassify any issued Shares of the Trust or any Series or Class thereof into Shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of the Trust or such Series or Class), ) and (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of the Trust or any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series Trust or as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series the Trust shall represent an equal beneficial interest in the net assets of such Seriesthe Trust, and each Shareholder of a Series the Trust shall be entitled to receive such Shareholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Seriesthe Trust. Upon redemption of the Shares of any Seriesthe Trust, the applicable Shareholder shall be paid solely in cash, in non-interest bearing promissory notes with such terms as determined by the Trustees in their discretion, or in property out of the funds and property assets of such Seriesthe Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of the Trust and of any or all Series or Classes thereofClasses, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereofClass, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all Shares issued hereunder, including Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust. Shares held in the Trust’s treasury shall not confer any voting rights on the Trustees and shall not be entitled to any dividends or other distributions declared with respect to the Shares.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of TrustSeries. Each Series may have no Classes, may consist of one Class or may be divided into two one or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into an unlimited amount of Shares, with or without par value value, as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) ), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of or any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class in the assets held with respect to such that Series or Class, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viiivi) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholderholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend paid in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretionSeries. The number of Shares of Trustees may divide each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trusteesinto Classes. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, including cash or securities, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class thereof in the assets held with respect to such Series or Classthat Series, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), thereof; (vi) to dissolve, terminate, change the name of any Series or Class thereof; (vii) to abolish or terminate any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, ; (viiviii) to refuse to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption any Person or class of liabilities), Persons; and (viiiix) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. To the extent that the Trustees authorize and issue preferred shares of any Class or Series, they are hereby authorized and empowered to amend or supplement this Declaration of Trust, including an amendment or modification to the rights of any outstanding Shares at the time of such amendment or supplement, as they deem necessary or appropriate, including to comply with the requirements of the 1940 Act or requirements imposed by the rating agencies or other Persons, all without the approval of Shareholders. Any such supplement or amendment shall be filed as is necessary. The Trustees are also authorized to take such actions and retain such persons as they see fit to offer and sell such securities. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s 's pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon Series and upon redemption of the Shares of any Series, the applicable such Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend or other distribution in Shares or a split or reverse split of Shares, shall be fully paid and non-assessablenonassessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. (a) The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series. The Trustees may divide each Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of into one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The Trustees hereby establish the Series and Classes listed in Schedule A attached hereto and made a part hereof. The Series and Classes indicated on Schedule A as of the date hereof hereby are referred to as the “Initial Series and Classes”. The Trust is authorized to issue an unlimited number of Shares of each Initial Series and Class thereof authorized hereunder is unlimited. Upon and upon the establishment of any additional Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or ClassClass thereof, irrespective of any adverse affect upon a Shareholder, to: (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value value, as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) ), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class thereof in the assets held with respect to such that Series or Class, (v) to classify or reclassify any issued or unissued Shares of any Series or Class thereof into Shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued thereof, and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), ) and businesses; (vii) change the name of any Series or Class thereof; (viii) abolish any one or more Series or Classes thereof; and (viiiix) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. . (b) Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholderholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such Series. Series of the Trust. (c) All references to Shares in this Declaration of Trust shall be deemed to be references to Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as otherwise provided or as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all . (d) All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend paid in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. No Share shall have any priority or preference over any other Share of the same Series with respect to dividends or distributions of the Trust or otherwise. All dividends and distributions shall be made ratably among all Shareholders of a Series (or class) from the assets held with respect to such Series according to the number of Shares of such Series (or class) held of record by such Shareholders on the record date for any dividend or distribution or on the date of termination of the Trust, as the case may be. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of TrustSeries. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into an unlimited amount of Shares, with or without par value value, as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) ), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of or any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class in the assets held with respect to such that Series or Class, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether (vi) to dissolve and terminate any one or not there are outstanding Shares of such more Series or Classes, Classes and (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholderholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be references to Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as otherwise provided or the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend paid in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. No Share shall have any priority or preference over any other Share of the same Series with respect to dividends or distributions of the Trust or otherwise. All dividends and distributions shall be made ratably among all Shareholders of a Series (or Class) from the assets held with respect to such Series according to the number of Shares of such Series (or Class) held of record by such Shareholders on the record date for any dividend or distribution or on the date of termination of the Trust, as the case may be. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The (a)The beneficial interest in the Trust shall at all times be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares Shares, with no par value per Share. As permitted by Sections 3806(b)(1) and 3806(b)(2) of the Delaware Act, the Trustees may divide each such Series into one or more Classes. The Trustees may from time to time establish and Classdesignate one or more Series or Classes by resolution of the Trustees pursuant to Article III, unless otherwise determined, and subject to any conditions set forth, by the TrusteesSection 6. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or ClassClass thereof, irrespective of any adverse affect upon a Shareholder, to: (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, ; (ii) to issue Shares without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, ; (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose purposes of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purposepurposes, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or Trust, provided, however, that the Trustees may not change the Outstanding Shares of a Series in a manner materially adverse to Shareholders of such Series, as Shares without the case may be, vote of a majority of such Outstanding Shares; (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class thereof in the assets held with respect to such Series or Class, that Series; (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), thereof; (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), ) and businesses; (vii) change the name of any Series or Class thereof; (viii) to abolish any one or more Series or Classes thereof; and (ix) take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder of a Series shall be entitled to receive such Shareholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such Series. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all Shares issued hereunder, including Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust Fund shall be divided into Shares of one or more separate Shares. The Fund and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each any Series may have no Classes, Classes may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of the Fund and each Series and Class thereof authorized hereunder is unlimited. Upon The Fund is authorized to issue an unlimited number of Shares, and upon the establishment of any Series or Class as provided herein, the Trust Fund shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the TrusteesManagers. Subject to the further provisions of this Article III IV and any applicable requirements of the 1940 ActAct and other applicable federal law, the Trustees Managers shall have full power and authority, in their sole discretion, authority and without obtaining any authorization or vote of the Shareholders Members of any Series or Class, irrespective of any adverse affect upon a Shareholder, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees Managers shall determine (provided that unless the Managers shall otherwise determine, (ii) all Shares shall have a par value of $0.001), to issue Shares without limitation as to number (including fractional Shares) Shares and Shares held in the treasury), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees Managers may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees Managers may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, Fund or profits and losses associated with specified property or obligations of the Trust or such SeriesFund, as the case may be, (iv) to divide or combine the Shares of the Fund or any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of the Fund or such Series or Class in the assets held with respect to the Fund or such Series or Class, (v) to classify or reclassify any issued Shares of the Fund or any Series or Class thereof into Shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of the Fund or such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of the Fund or any Series or Class as the Trustees Managers may deem desirable. Subject to the distinctions permitted among Classes of the same Fund or any Series as established by the Trustees, Managers consistent with the requirements of the 1940 ActAct and other applicable federal law, each Share of a the Fund or any Series shall represent an equal beneficial interest in the net assets of the Fund or such Series, and each Shareholder Member of a the Fund or any Series shall be entitled to receive such Shareholder’s Member's pro rata share of distributions of income and capital gains, if any, made with respect to the Fund or such Series. Upon redemption of the Shares of any Series, the applicable Shareholder Member shall be paid solely out of the funds and property of such SeriesSeries of the Fund. All references to Shares in this Declaration of Trust Operating Agreement shall be deemed to be Shares of the Fund and of any or all Series or Classes thereofClasses, as the context may require. All provisions herein relating to the Trust Fund shall apply equally to each Series of the Trust Fund and each Class thereofClass, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereofOperating Agreement, all Shares issued hereunder, including Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the TrusteesManagers, Shareholders Members shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the TrustFund. Shares held in the Fund's treasury shall not confer any voting rights on the Managers and shall not be entitled to any dividends or other distributions declared with respect to the Shares.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretionSeries. The number of Shares of Trustees may divide each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trusteesinto Classes. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, including cash or securities, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any such Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares shares of such Series or Class thereof in the assets held with respect to such Series or Classthat Series, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), thereof; (vi) to dissolve, terminate, change the name of any Series or Class thereof; (vii) to abolish any one or terminate anyone or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, ; (viiviii) to refuse to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption any person or class of liabilities), Persons; and (viiiix) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s 's pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon Series and upon redemption of the Shares of any Series, the applicable such Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend or other distribution in Shares or a split or reverse split of or Shares, shall be fully paid and non-assessablenonassessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one undivided beneficial interests in the assets of the Trust (or more separate Series thereof). The Trust and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each any Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of the Trust and each Series and Class thereof authorized hereunder is unlimited. Upon The Trust is authorized to issue an unlimited number of Shares, and upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a Shareholder, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) Shares and Shares held in the treasury), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of the Trust or any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of the Trust or such Series or Class in the assets held with respect to the Trust or such Series or Class, (v) to classify or reclassify any issued Shares of the Trust or any Series or Class thereof into Shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of the Trust or such Series or Class), ) and (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of the Trust or any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Trust or any Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a the Trust or any Series shall represent an equal undivided beneficial interest in the net assets of the Trust or such Series, and each Shareholder of a the Trust or any Series shall be entitled to receive such Shareholder’s pro rata share of distributions of income and capital gains, if any, made with respect to the Trust or such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of the Trust and of any or all Series or Classes thereofClasses, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereofClass, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all Shares issued hereunder, including Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust. Shares held in the Trust’s treasury shall not confer any voting rights on the Trustees and shall not be entitled to any dividends or other distributions declared with respect to the Shares. Notwithstanding anything contained herein to the contrary, the Trustees may, from time to time, without vote of the Shareholders, determine to issue Shares of any Series or Class only in lots of such aggregate number of Shares as shall be determined at any time by the Trustees (subject to their right of delegation under Article IV, Section 4.11 hereunder), to be called “Creation Units”; provided, however, that the Trustees shall have the unrestricted right and power, without vote of the Shareholders, to alter the number of Shares constituting a Creation Unit.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretionSeries. The number of Shares of Trustees may divide each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trusteesinto Classes. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a Shareholder, Class thereof: (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value value, as the Trustees shall determine, ; (ii) to issue Shares without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, including cash or securities, subject to any restriction set forth in the By-Laws, including cash or securitiesBylaws, at such time or times and on such terms as the Trustees may deem appropriate, ; (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may be, Trust; (iv) to divide or combine the Shares of any such Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares shares of such Series or Class thereof in the assets held with respect to such Series or Class, that Series; (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), thereof; (vi) to dissolve, terminate, change the name of any Series or Class thereof; (vii) to abolish or terminate any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, ; (viiviii) to refuse to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption any Person or class of liabilities), Persons; and (viiiix) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon Series and upon redemption of the Shares of any Series, the applicable such Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend or other distribution in Shares or a split or reverse split of or Shares, shall be fully paid and non-assessablenonassessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of TrustSeries. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into an unlimited amount of Shares, with or without par value value, as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) , if applicable), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of or any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class in the assets held with respect to such that Series or Class, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether (vi) to dissolve and terminate any one or not there are outstanding Shares of such more Series or Classes, Classes and (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholderholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be references to Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as otherwise provided or the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend paid in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. No Share shall have any priority or preference over any other Share of the same Series with respect to dividends or distributions of the Trust or otherwise. All dividends and distributions shall be made ratably among all Shareholders of a Series (or Class) from the assets held with respect to such Series according to the number of Shares of such Series (or Class) held of record by such Shareholders on the record date for any dividend or distribution or on the date of termination of the Trust, as the case may be. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust. The Trustees shall have exclusive power, without the requirement of Shareholder approval, to operate one or more Series (or class) as an exchange-traded fund (“ETF”) and to list the Shares of any such ETF on one or more securities exchanges and to cease such operation or listing at any time. In this connection, notwithstanding anything to the contrary herein, the Trustees may in their sole discretion determine that Shares of any Series or Class shall be issued and redeemed only in aggregations of such number of Shares and at such time as may be determined by, or determined pursuant to procedures or methods prescribed or approved by, the Trustees from time to time with respect to any Series or Class. The number of Shares comprising an aggregation for purposes of issuance or redemption with respect to any Series or Class shall be referred to herein as a “Creation Unit” and, collectively, as “Creation Units” or such other term as the Trustees shall determine. The Trustees shall have the power, in connection with the issuance or redemption of any Creation Unit, to charge such transaction fees or other fees as the Trustees shall determine. In addition, the Trustees may, from time to time in their sole discretion, determine to change the number of Shares constituting a Creation Unit with respect to a particular Series or Class. Notwithstanding anything to the contrary herein and unless otherwise determined by the Board, the ETF will only issue full Shares and not fractional Shares.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretionSeries. The number of Shares of Trustees may divide each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trusteesinto Classes. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, including cash or securities, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class thereof in the assets held with respect to such Series or Classthat Series, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), thereof; (vi) to dissolve, terminate, change the name of any Series or Class thereof; (vii) to abolish or terminate any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, ; (viiviii) to refuse to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption any Person or class of liabilities), Persons; and (viiiix) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon Series and upon redemption of the Shares of any Series, the applicable such Shareholder shall be paid solely out of the funds and property of such Series. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requiresTrust. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend or other distribution in Shares or a split or reverse split of Shares, shall be fully paid and non-assessablenonassessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each The Trust and any Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The Trust is authorized to issue an unlimited number of Shares of each Series Shares, and Class thereof authorized hereunder is unlimited. Upon upon the establishment and designation of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a Shareholder, (i) to divide the beneficial interest in the Trust into Shares of each Series or Class thereof into SharesClass, with or without par value as the Trustees shall determine (provided that unless the Trustees shall otherwise determine, all Shares shall have a par value of $0.001), (ii) to issue Shares without limitation as to number (including fractional SharesShares and Shares held in the treasury) to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of the Trust or any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of the Trust or such Series or Class in the assets held with respect to the Trust or such Series or Class, (v) to classify or reclassify any issued Shares of the Trust or any Series or Class thereof into Shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of the Trust or such Series or Class), (vi) to dissolve, terminate, dissolve or abolish terminate any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or ClassesShares, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of the Trust or any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Trust or any Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a the Trust or any Series shall represent an equal beneficial interest in the net assets of the Trust or such Series, and each Shareholder of a the Trust or any Series shall be entitled to receive such Shareholder’s pro rata share of distributions of income and capital gains, if any, made with respect to the Trust or such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of assets held with respect to such Series. All references to Shares in this Declaration of Trust shall be deemed to be Shares of the Trust and of any or all Series or Classes thereofClasses, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereofClass, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all Shares issued hereunder, including Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust. Shares held in the Trust’s treasury shall not confer any voting rights on the Trustees and shall not be entitled to any dividends or other distributions declared with respect to the Shares.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretionSeries. The number of Shares of authorized shall be unlimited. The Trustees may divide each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trusteesinto Classes. Subject to the further provisions of this Article III and any applicable requirements of the 1940 ActIII, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, including cash or securities, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose purposes of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class thereof in the assets held with respect to such Series or Classthat Series, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), thereof; (vi) to dissolve, terminate, change the name of any Series or Class thereof; (vii) to abolish or terminate any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, ; (viiviii) to refuse to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption any Person or class of liabilities), Persons; and (viiiix) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon Series and upon redemption of the Shares of any Series, the applicable such Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend or other distribution in Shares or a split or reverse split of Shares, shall be fully paid and non-assessablenonassessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series. The Trustees may divide each Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class thereof in the assets held with respect to such Series or Classthat Series, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), thereof; (vi) to dissolve, terminate, change the name of any Series or Class thereof; (vii) to abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), ; and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s holder's pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate Shares. The Trust and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each any Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of the Trust and each Series and Class thereof authorized hereunder is unlimited. Upon The Trust is authorized to issue an unlimited number of Shares, and upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a Shareholder, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine (provided that unless the Trustees shall otherwise determine, all Shares shall have a par value of $0.001), (ii) to issue Shares without limitation as to number (including fractional Shares) Shares and Shares held in the treasury), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class and to fix or change such preferences, voting powers, terms of conversion, rights, duties, privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of the Trust or any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of the Trust or such Series or Class in the assets held with respect to the Trust or such Series or Class, (v) to classify or reclassify any issued Shares of the Trust or any Series or Class thereof into Shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of the Trust or such Series or Class), ) and (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of the Trust or any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Trust or any Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a the Trust or any Series shall represent an equal beneficial interest in the net assets of the Trust or such Series, and each Shareholder of a the Trust or any Series shall be entitled to receive such Shareholder’s 's pro rata share of distributions of income and capital gains, if any, made with respect to the Trust or such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of the Trust and of any or all Series or Classes thereofClasses, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereofClass, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 5 of Article IV hereof, all Shares issued hereunder, including Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust. Shares held in the Trust's treasury shall not confer any voting rights on the Trustees and shall not be entitled to any dividends or other distributions declared with respect to the Shares.

Division of Beneficial Interest. The beneficial interest Beneficial interests in the Trust shall be divided into Shares of one ------------------------------- Trust, or more separate and distinct any Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classesfrom time to time, may consist of one Class or may be divided into two or more Classes or may consist of no Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of the Trust or any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each the Trust, or in any Series or Class thereof that may be established from time to time, into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) ), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner the beneficial interest in the Trust, or any Series or Class thereof, and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each the beneficial interest in the Trust, or any Series or Class thereof thereof, as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of the Trust, or any Series or Class thereof thereof, into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such the Trust, or any Series or Class Class, in the assets held with respect to the Trust or any such Series or ClassSeries, (v) to classify or reclassify any issued Shares of the Trust, or any Series or Class thereof thereof, into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of Shares of the Trust, or of Classes of the same Series Series, as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series the Trust (or Series, as applicable) shall represent an equal beneficial interest in the net assets of the Trust (or such Series), and each Shareholder holder of Shares of the Trust (or a Series Series) shall be entitled to receive such Shareholder’s holder's pro rata share of distributions of income and capital gains, if any, made with respect to such Seriesthereto. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of the Trust or of any or all Series or Classes thereofthereof established from time to time, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereofthereof as established from time to time, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessablenonassessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest Beneficial interests in the Trust shall be divided into Shares of one Trust, or more separate and distinct any Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classesfrom time to time, may consist of one Class or may be divided into two or more Classes or may consist of no Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole and exclusive discretion, and without obtaining any authorization or vote of the Shareholders of the Trust or any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each the Trust, or in any Series or Class thereof that may be established from time to time, into an unlimited number of Shares, with or without par value as the Trustees shall determine, (ii) to issue and sell Shares without limitation as to number (including fractional Shares) ), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner the beneficial interest in the Trust, or any Series or Class thereof, and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each the beneficial interest in the Trust, or any Series or Class thereof thereof, as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of the Trust, or any Series or Class thereof thereof, into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such the Trust, or any Series or Class Class, in the assets held with respect to the Trust or any such Series or ClassSeries, (v) to classify or reclassify any issued Shares of the Trust, or any Series or Class thereof thereof, into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of Shares of the Trust, or of Classes of the same Series Series, as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series the Trust (or Series, as applicable) shall represent an equal beneficial interest in the net assets of the Trust (or such Series), and each Shareholder holder of Shares of the Trust (or a Series Series) shall be entitled to receive such Shareholderholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Seriesthereto. Upon redemption of the Shares of any Series or upon the liquidation and termination of a Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of the Trust or of any or all Series or Classes thereofthereof established from time to time, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereofthereof as established from time to time, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessablenonassessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust. The Trustees may hold as treasury Shares, reissue for such consideration and on such terms as they may determine, or cancel, at their discretion from time to time, any Shares of any Series or Class thereof reacquired by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one undivided beneficial interests in the assets of the Trust (or more separate Series thereof). The Trust and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each any Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of the Trust and each Series and Class thereof authorized hereunder is unlimited. Upon The Trust is authorized to issue an unlimited number of Shares, and upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a Shareholder, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) Shares and Shares held in the treasury), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of the Trust or any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of the Trust or such Series or Class in the assets held with respect to the Trust or such Series or Class, (v) to classify or reclassify any issued Shares of the Trust or any Series or Class thereof into Shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of the Trust or such Series or Class), ) and (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of the Trust or any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Trust or any Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a the Trust or any Series shall represent an equal undivided beneficial interest in the net assets of the Trust or such Series, and each Shareholder of a the Trust or any Series shall be entitled to receive such Shareholder’s pro rata share of distributions of income and capital gains, if any, made with respect to the Trust or such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. The Trustees may change the name of any Series or Class. All references to Shares in this Declaration of Trust shall be deemed to be Shares of the Trust and of any or all Series or Classes thereofClasses, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereofClass, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all Shares issued hereunder, including Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust. Shares held in the Trust’s treasury shall not confer any voting rights on the Trustees and shall not be entitled to any dividends or other distributions declared with respect to the Shares. Notwithstanding anything contained herein to the contrary, the Trustees may, from time to time, without vote of the Shareholders, determine to issue Shares of any Series or Class only in lots of such aggregate number of Shares as shall be determined at any time by the Trustees (subject to their right of delegation under Article IV, Section 4.11 hereunder), to be called “Creation Units”; provided, however, that the Trustees shall have the unrestricted right and power, without vote of the Shareholders, to alter the number of Shares constituting a Creation Unit. The amount of shares constituting a Creation Unit for one Series or Class shall not affect the amount of shares constituting a Creation Unit for another Series or Class. The issuance of Creation Units by any Series or Class shall not affect the ability of any other Series or Class to issue Shares that do not comprise Creation Units.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretionSeries. The number of Shares of Trustees may divide each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trusteesinto Classes. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, including cash or securities, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate Subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class thereof in the assets held with respect to such Series or Classthat Series, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), thereof; (vi) to dissolve, terminate, change the name of any Series or Class thereof; (vii) to abolish or terminate any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, ; (viiviii) to refuse to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption any Person or class of liabilities), Persons; and (viiiix) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon Series and upon redemption of the Shares of any Series, the applicable such Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend or other distribution in Shares or a split or reverse split of Shares, shall be fully paid and non-assessablenonassessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series. Each-Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or of Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) ), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of or such Series or Class in the assets held with respect to such Series or Classthat Series, (v) to classify or reclassify any andy issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s holder's pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all Shares All shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of one Class or may be divided into two one or more Classes, as determined Series and/or Classes by the Trustees in their sole discretionTrustees. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trusteesunlimited. Subject to the further provisions of this Article III and any applicable requirements of the 1940 ActIII, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, including cash or securities, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose purposes of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class thereof in the assets held with respect to such Series or Classthat Series, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), thereof; (vi) to dissolve, terminate, change the name of any Series or Class thereof; (vii) to abolish or terminate any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, ; (viiviii) to refuse to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption any Person or class of liabilities), Persons; and (viiiix) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. To the extent that the Trustees authorize and issue preferred shares of any Class or Series, they are hereby authorized and empowered to amend or supplement this Declaration of Trust, including an amendment or modification to the rights of any outstanding Shares at the time of such amendment or supplement, as they deem necessary or appropriate, including to comply with the requirements of the 1940 Act or requirements imposed by the rating agencies or other Persons, all without the approval of Shareholders. Any such supplement or amendment shall be filed as is necessary. The Trustees are also authorized to take such actions and retain such persons as they see fit to offer and sell such securities. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon Series and upon redemption of the Shares of any Series, the applicable such Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend or other distribution in Shares or a split or reverse split of Shares, shall be fully paid and non-assessablenonassessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of TrustSeries. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) ), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class in the assets held with respect to such Series or Classthat Series, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder of a Series shall be entitled to receive such Shareholder’s 's pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate Shares. The Trust and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each any Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of the Trust and each Series and Class thereof authorized hereunder is unlimited. Upon The Trust is authorized to issue an unlimited number of Shares, and upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and and, except as otherwise limited hereby, including, without limitation, in Article V, without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a Shareholder, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine (provided that unless the Trustees shall otherwise determine, all Shares shall have no par value), (ii) to issue Shares without limitation as to number (including fractional Shares) Shares and Shares held in the treasury), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of the Trust or any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of the Trust or such Series or Class in the assets held with respect to the Trust or such Series or Class, (v) to classify or reclassify any issued Shares of the Trust or any Series or Class thereof into Shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of the Trust or such Series or Class), ) and (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of the Trust or any Series or Class as the Trustees may deem desirable. Notwithstanding anything contained herein to the contrary, the Trustees in their discretion may, from time to time, without vote of the Shareholders, determine to issue Shares of any Series or Class only in lots of such aggregate number of Shares as shall be determined at any time by the Trustees in their sole discretion to be called “Creation Units,” and to charge such transaction fees as the Trustees shall determine, and the Trustees in their discretion may, from time to time, without vote of the Shareholders, determine to alter the number of Shares constituting a Creation Unit. The amount of shares constituting a Creation Unit for one Series or Class shall not affect the amount of shares constituting a Creation Unit for another Series or Class. The issuance of Creation Units by any Series or Class shall not affect the ability of any other Series or Class to issue Shares that do not comprise Creation Units. Subject to the distinctions permitted among Classes of the same Trust or any Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a the Trust or any Series shall represent an equal beneficial interest in the net assets of the Trust or such Series, and each Shareholder of a the Trust or any Series shall be entitled to receive such Shareholder’s pro rata share of distributions of income and capital gains, if any, made with respect to the Trust or such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of the Trust and of any or all Series or Classes thereofClasses, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereofClass, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all Shares issued hereunder, including Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust. Shares held in the Trust’s treasury shall not confer any voting rights on the Trustees and shall not be entitled to any dividends or other distributions declared with respect to the Shares. Shares that are redeemed or otherwise acquired by the Trust shall be held in the treasury and shall be re-issued by the Trust as the Trustees or their authorized agents determine from time to time.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series. The Trustees may divide each Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares in addition to the then issued and Outstanding Shares and Shares held in the treasury of the Trust without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-LawsBylaws and applicable law, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, and may in such manner acquire other assets (including the acquisition of assets subject to, and in connection with, the assumption of liabilities) and businesses, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser lesses number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class thereof in the assets held with respect to such Series or Classthat Series, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class)Classes, (vi) to dissolvechange the name of any Series or Class thereof, terminate, or (vii) to abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. The Board of Trustees may hold as treasury shares, reissue for such consideration and on such terms as they may determine, or cancel, at their discretion from time to time, any Shares of any Series reacquired by the Trust. The Board of Trustees may classify or reclassify any unissued Shares or any Shares previously issued and reacquired of any Series or Class into one or more Series or Classes that may be established and designated from time to time. Notwithstanding the foregoing, the Trust and any Series thereof may acquire, hold, sell and otherwise deal in, for purposes of investment or otherwise, the Shares of any other Series of the Trust or Shares of the Trust, and such Shares shall not be deemed treasury shares or cancelled. Subject to the provisions of Section 7 of this Article III, each Share shall have voting rights as provided in Article V hereof, and the Shareholders of any Series shall be entitled to receive dividends and distributions, when, if and as declared with respect thereto in the manner provided in Article IV, Section 3 hereof. No Share shall have any priority or preference over any other Share of the same Series or Class with respect to dividends or distributions paid in the ordinary course of business or distributions upon dissolution of the Trust or of such Series or Class made pursuant to Article VIII, Section 2 hereof. All dividends and distributions shall be made ratably among all Shareholders of a particular Class of Series from the Trust Property held with respect to such Series according to the number of Shares of such Class of such Series held of record by such Shareholders on the record date for any dividend or distribution. Shareholders shall have no preemptive or other right to subscribe to new or additional Shares or other securities issued by the Trust or any Series. The Trustees may from time to time divide or combine the Shares of any particular Series into a greater or lesser number of Shares of that Series. Such division or combination may not materially change the proportionate beneficial interests of the Shares of that Series in the Trust Property held with respect to that Series or materially affect the rights of Shares of any other Series. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an a equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s holder's pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the TrusteesAny Trustee, Shareholders shall have no preemptive officer or other right agent of the Trust, and any organization in which any such Person is interested, may acquire, own, hold and dispose of Shares of the Trust to subscribe to any additional Shares the same extent as if such Person were not a Trustee, officer or other securities issued by agent of the Trust; and the Trust may issue and sell or cause to be issued and sold and may purchase Shares from any such Person or any such organization subject only to the general limitations, restrictions or other provisions applicable to the sale or purchase of such Shares generally.

Division of Beneficial Interest. (a) The beneficial interest in the Trust Company shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trustseries. Each Series The Board may have no Classes, may consist of divide each series into one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number Board may from time to time establish and designate one or more series or Classes by resolution of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized Board pursuant to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the TrusteesSection 3.4. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Investment Company Act, the Trustees Board shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders Members of any Series series or ClassClass thereof, irrespective of any adverse affect upon a Shareholder, to: (i) to divide the beneficial interest in each Series series or Class thereof into Shares, with or without par value as the Trustees Directors shall determine, ; (ii) to issue Shares without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Lawsherein, including cash or securities, at such time or times and on such terms as the Trustees Board may deem appropriate, ; (iii) to establish and designate and to change in any manner any Series series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose purposes of each Series series or Class thereof as the Trustees Board may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior (e.g., Preferred Shares) or subordinate to (or in the case of business purposepurposes, different from) any existing Series series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, Company or profits and losses associated with specified property or obligations of the Trust or Company, provided, however, that the Board may not change the Outstanding Shares of a series in a manner materially adverse to Members of such Series, as Shares without the case may be, vote of a majority of such Outstanding Shares; (iv) to divide or combine the Shares of any Series series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series series or Class thereof in the assets held with respect to such Series or Class, that series; (v) to classify or reclassify any issued Shares of any Series series or Class thereof into Shares of one or more Series series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), thereof; (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), ) and businesses; (vii) change the name of any series or Class thereof; (viii) to abolish any one or more series or Classes thereof; and (ix) take such other action with respect to the Shares of any Series or Class as the Trustees Board may deem desirable. . (b) Subject to the distinctions permitted among Classes of the same Series series as established by the TrusteesBoard, consistent with the requirements of the 1940 Investment Company Act, each Share of a Series series of the Company shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder of a Series shall be entitled to receive such Shareholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such Series. series. (c) All references to Shares in this Declaration of Trust Agreement shall be deemed to be references to Shares of any or all Series series or Classes thereof, as the context may require. All provisions herein relating to the Trust Company shall apply equally to each Series series of the Trust Company and each Class thereof, except as otherwise provided or as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all . (d) All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the TrusteesBoard, Shareholders Members shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the TrustCompany.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of TrustSeries. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into an unlimited amount of Shares, with or without par value value, as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) ), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of or any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class in the assets held with respect to such that Series or Class, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viiivi) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholderholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend paid in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. No Share shall have any priority or preference over any other Share of the same Series with respect to dividends or distributions of the Trust or otherwise. All dividends and distributions shall be made ratably among all Shareholders of a Series (or class) from the assets held with respect to such Series according to the number of Shares of such Series (or class) held of record by such Shareholders on the record date for any dividend or distribution or on the date of termination of the Trust, as the case may be. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of TrustSeries. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees Directors shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees Directors shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) ), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees Directors may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees Directors may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class in the assets held with respect to such Series or Classthat Series, (v) to classify Classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees Directors may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, Directors consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s holder's pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the TrusteesDirectors, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of TrustSeries. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into an unlimited amount of Shares, with or without par value value, as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) ), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of or any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class in the assets held with respect to such that Series or Class, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viiivi) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s holder's pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend paid in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. No Share shall have any priority or preference over any other Share of the same Series with respect to dividends or distributions of the Trust or otherwise. All dividends and distributions shall be made ratably among all Shareholders of a Series (or class) from the assets held with respect to such Series according to the number of Shares of such Series (or class) held of record by such Shareholders on the record date for any dividend or distribution or on the date of termination of the Trust, as the case may be. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall may be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of TrustSeries. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) ), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class in the assets held with respect to such Series or Classthat Series, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s holder's pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessablenonassessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate Shares. The Trust and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each any Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of the Trust and each Series and Class thereof authorized hereunder is unlimited. Upon The Trust is authorized to issue an unlimited number of Shares, and upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a Shareholder, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) Shares and Shares held in the treasury), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of the Trust or any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of the Trust or such Series or Class in the assets held with respect to the Trust or such Series or Class, (v) to classify or reclassify any issued Shares of the Trust or any Series or Class thereof into Shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of the Trust or such Series or Class), ) and (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of the Trust or any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Trust or any Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a the Trust or any Series shall represent an equal beneficial interest in the net assets of the Trust or such Series, and each Shareholder of a the Trust or any Series shall be entitled to receive such Shareholder’s pro rata share of distributions of income and capital gains, if any, made with respect to the Trust or such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of the Trust and of any or all Series or Classes thereofClasses, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereofClass, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all Shares issued hereunder, including Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust. Shares held in the Trust’s treasury shall not confer any voting rights on the Trustees and shall not be entitled to any dividends or other distributions declared with respect to the Shares.

Division of Beneficial Interest. (1) The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series. The Trustees may divide each Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of into one Class or may be divided into two or more Classes, as determined . The Trustees established the Series and Classes listed in Schedule A attached hereto and made a part hereof. The Series and Classes established by the Trustees in their sole discretiondeclaration of trust establishing the Trust dated June 8, 2009 hereby are referred to as the “Initial Series and Classes”. The Trust is authorized to issue an unlimited number of Shares of each Initial Series and Class thereof authorized hereunder is unlimited. Upon and upon the establishment of any additional Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or ClassClass thereof, irrespective of any adverse affect upon a Shareholder, to: (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value value, as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) ), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class thereof in the assets held with respect to such that Series or Class, (v) to classify or reclassify any issued or unissued Shares of any Series or Class thereof into Shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued thereof, and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), ) and businesses; (vii) change the name of any Series or Class thereof; (viii) abolish any one or more Series or Classes thereof; and (viiiix) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. . (2) Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholderholder’s pro rata share of distributions of income income, capital and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such Series. Series of the Trust. (3) All references to Shares in this Declaration of Trust shall be deemed to be references to Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as otherwise provided or as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all . (4) All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend paid in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. No Share shall have any priority or preference over any other Share of the same Series with respect to dividends or distributions of the Trust or otherwise. All dividends and distributions shall be made ratably among all Shareholders of a Series (or class) from the assets held with respect to such Series according to the number of Shares of such Series (or class) held of record by such Shareholders on the record date for any dividend or distribution or on the date of termination of the Trust, as the case may be. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of TrustSeries. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into an unlimited amount of Shares, with or without par value value, as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) ), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of or any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class in the assets held with respect to such that Series or Class, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viiivi) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s holder's pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend paid in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. No Share shall have any priority or preference over any other Share of the same Series with respect to dividends or distributions of the Trust or otherwise. All dividends and distributions shall be made ratably among all Shareholders of a Series (or Class) from the assets held with respect to such Series according to the number of Shares of such Series (or Class) held of record by such Shareholders on the record date for any dividend or distribution or on the date of termination of the Trust, as the case may be. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in Shares of the Trust shall be divided into Shares of issued in one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms classes of this Declaration of Trust. Each Series may have no Classes, may consist of one Class or Shares (which classes may be divided into two or more Classes, series) as determined by the Trustees in their sole discretionmay, without shareholder approval, authorize. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon Subject to the establishment of any Series or Class as provided hereinforegoing, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees class or series shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a Shareholder, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class and to fix or change such preferences, voting powers, terms of conversionredemption, if any, and special or relative rights or privileges (including conversion rights, dutiesif any) as the Trustees may determine and as shall be set forth in the By-laws or the Certificate establishing the terms of any such class or series which may be filed with the Secretary of the Commonwealth, privileges Corporations Division; provided, however, that to the extent required by the 1940 Act no such series shall have a preference or priority over any other series within its class upon the distribution of assets or in respect of payment of dividends; and business purpose provided, further, the By-laws or the Certificate shall set forth such other terms and conditions as may be required by the 1940 Act with respect to stock which is a senior security. The beneficial interest in each class or series shall at all times be divided into Shares, without par value, each of which shall represent an equal proportionate interest in that class or series with each other Share of the same class or series, none having priority or preference over another. The number of Shares of each Series class or Class thereof series authorized shall be unlimited, except as the By-laws may otherwise provide, and the Shares so authorized may be represented in part by fractional Shares. The Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may be, (iv) to divide or combine the Shares of any Series class or Class thereof series into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class interests in the assets held with respect to such Series class or Class, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder of a Series shall be entitled to receive such Shareholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such Series. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all Shares issued hereunder, including Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trustseries.

Division of Beneficial Interest. The beneficial interest in the Trust shall may be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of TrustSeries. Each Series may have no Classes, may consist of one Class or may be divided into two one or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote the approval of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in the Trust or in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) ), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number number, or issue dividends in Shares with respect to Shares of any Series or Class, without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class in the assets held with respect to such that Series or ClassClass thereof, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to . Except as provided in this Declaration of Trust or in the distinctions permitted among Classes of the same resolution establishing a Class or Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s holder's pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any SeriesSeries or Class thereof, the applicable Shareholder shall be entitled to be paid solely out of of, the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, except as the context may requireotherwise requires. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no appraisal, preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of TrustSeries. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into an unlimited amount of Shares, with or without par value value, as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) ), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of or any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class in the assets held with respect to such that Series or Class, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viiivi) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholderholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend paid in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. [No Share shall have any priority or preference over any other Share of the same Series with respect to dividends or distributions of the Trust or otherwise. All dividends and distributions shall be made ratably among all Shareholders of a Series (or class) from the assets held with respect to such Series according to the number of Shares of such Series (or class) held of record by such Shareholders on the record date for any dividend or distribution or on the date of termination of the Trust, as the case may be. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series. The Trustees may divide each Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class thereof in the assets held with respect to such Series or Classthat Series, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), thereof; (vi) to dissolve, terminate, change the name of any Series or Class thereof; (vii) to abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), ; and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder of a Series shall be entitled to receive such Shareholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such Series. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all Shares issued hereunder, including Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.the

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of one Class or may be divided into two one or more Classes, as determined Series and/or Classes by the Trustees in their sole discretionTrustees. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trusteesunlimited. Subject to the further provisions of this Article III and any applicable requirements of the 1940 ActIII, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, including cash or securities, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose purposes of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class thereof in the assets held with respect to such Series or Classthat Series, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), thereof; (vi) to dissolve, terminate, change the name of any Series or Class thereof; (vii) to abolish or terminate any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, ; (viiviii) to refuse to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption any Person or class of liabilities), Persons; and (viiiix) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. To the extent that the Trustees authorize and issue preferred shares of any Class or Series, they are hereby authorized and empowered to amend or supplement this Declaration of Trust, including an amendment or modification to the rights of any outstanding Shares at the time of such amendment or supplement, as they deem necessary or appropriate, including to comply with the requirements of the 1940 Act or requirements imposed by the rating agencies or other Persons, all without the approval of Shareholders. Any such supplement or amendment shall be filed as is necessary. The Trustees are also authorized to take such actions and retain such persons as they see fit to offer and sell such securities. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s 's pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon Series and upon redemption of the Shares of any Series, the applicable such Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend or other distribution in Shares or a split or reverse split of Shares, shall be fully paid and non-assessablenonassessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class thereof as provided herein, the Trust such Series shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, determined and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, privileges privileges, and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, relates or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may be, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class thereof in the assets held with respect to such Series or Class, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to change the name of any Series or Class thereof, (vii) to dissolve, terminate, terminate or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholderholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such Series. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 5 of Article IV hereof, all Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest Beneficial interests in the Trust shall be divided into Shares of one Trust, or more separate and distinct any Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classesfrom time to time, may consist of one Class or may be divided into two or more Classes or may consist of no Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole and exclusive discretion, and without obtaining any authorization or vote of the Shareholders of the Trust or any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each the Trust, or in any Series or Class thereof that may be established from time to time, into an unlimited number of Shares, with or without par value as the Trustees shall determine, (ii) to issue and sell Shares without limitation as to number (including fractional Shares) ), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner the beneficial interest in the Trust, or any Series or Class thereof, and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each the beneficial interest in the Trust, or any Series or Class thereof thereof, as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of the Trust, or any Series or Class thereof thereof, into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such the Trust, or any Series or Class Class, in the assets held with respect to the Trust or any such Series or ClassSeries, (v) to classify or reclassify any issued Shares of the Trust, or any Series or Class thereof thereof, into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of Shares of the Trust, or of Classes of the same Series Series, as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series the Trust (or Series, as applicable) shall represent an equal beneficial interest in the net assets of the Trust (or such Series), and each Shareholder holder of Shares of the Trust (or a Series Series) shall be entitled to receive such Shareholderholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Seriesthereto. Upon redemption of the Shares of any Series or upon the liquidation and termination of a Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of the Trust or of any or all Series or Classes thereofthereof established from time to time, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereofthereof as established from time to time, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessablenonassessable. Except as [Missing Graphic Reference] otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust. The Trustees may hold as treasury Shares, reissue for such consideration and on such terms as they may determine, or cancel, at their discretion from time to time, any Shares of any Series or Class thereof reacquired by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate Shares. The Trust and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each any Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of the Trust and each Series and Class thereof authorized hereunder is unlimited. Upon The Trust is authorized to issue an unlimited number of Shares, and upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a Shareholder, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine (provided that unless the Trustees shall otherwise determine, all Shares shall have a par value of $0.001), (ii) to issue Shares without limitation as to number (including fractional Shares) Shares and Shares held in the treasury), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of the Trust or any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of the Trust or such Series or Class in the assets held with respect to the Trust or such Series or Class, (v) to classify or reclassify any issued Shares of the Trust or any Series or Class thereof into Shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of the Trust or such Series or Class), ) and (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of the Trust or any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Trust or any Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a the Trust or any Series shall represent an equal beneficial interest in the net assets of the Trust or such Series, and each Shareholder of a the Trust or any Series shall be entitled to receive such Shareholder’s pro rata share of distributions of income and capital gains, if any, made with respect to the Trust or such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of the Trust and of any or all Series or Classes thereofClasses, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereofClass, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 5 of Article IV hereof, all Shares issued hereunder, including Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust. Shares held in the Trust’s treasury shall not confer any voting rights on the Trustees and shall not be entitled to any dividends or other distributions declared with respect to the Shares.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate Series. The Trustees may divide each Series into Shares. The Trust and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each any Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of the Trust and each Series and Class thereof authorized hereunder is unlimited. Upon The Trust is authorized to issue an unlimited number of Shares, and upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares in addition to the then issued and Outstanding Shares and Shares held in the treasury of the Trust without limitation as to number (including fractional SharesShares and Shares held in the treasury) to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Lawslaws and applicable law, including cash or securitiessecurities (or any combination thereof), at such time or times and on such terms as the Trustees may deem appropriate, and may in such manner acquire other assets (including the acquisition of assets subject to, and in connection with, the assumption of liabilities) and businesses, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class thereof in the assets held with respect to such Series or Classthat Series, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class)Classes, (vi) to dissolvechange the name of any Series or Class thereof, terminate, or abolish (vii) to dissolve and terminate any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. The Board of Trustees may hold as treasury shares, reissue for such consideration and on such terms as they may determine, or cancel, at their discretion from time to time, any Shares of any Series reacquired by the Trust. The Board of Trustees may classify or reclassify any unissued Shares or any Shares previously issued and reacquired of any Series or Class into one or more Series or Classes that may be established and designated from time to time. Notwithstanding the foregoing, the Trust and any Series thereof may acquire, hold, sell and otherwise deal in, for purposes of investment or otherwise, the Shares of any other Series of the Trust or Shares of the Trust, and such Shares shall not be deemed treasury shares or cancelled. Subject to the provisions of Section 7 of this Article III, each Share shall have voting rights as provided in Article V hereof, and the Shareholders of any Series shall be entitled to receive dividends and distributions, when, if and as declared with respect thereto in the manner provided in Article IV, Section 3 hereof. No Share shall have any priority or preference over any other Share of the same Series or Class with respect to dividends or distributions paid in the ordinary course of business or distributions upon dissolution of the Trust or of such Series or Class made pursuant to Article VIII, Section 2 hereof. All dividends and distributions shall be made ratably among all Shareholders of a particular Class of Series from the Trust Property held with respect to such Series according to the number of Shares of such Class of such Series held of record by such Shareholders on the record date for any dividend or distribution. Shareholders shall have no preemptive or other right to subscribe to new or additional Shares or other securities issued by the Trust or any Series. The Trustees may from time to time divide or combine the Shares of any particular Series into a greater or lesser number of Shares of that Series. Such division or combination may not materially change the proportionate beneficial interests of the Shares of that Series in the Trust Property held with respect to that Series or materially affect the rights of Shares of any other Series. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an a equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholderholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the TrusteesAny Trustee, Shareholders shall have no preemptive officer or other right agent of the Trust, and any organization in which any such Person is interested, may acquire, own, hold and dispose of Shares of the Trust to subscribe to any additional Shares the same extent as if such Person were not a Trustee, officer or other securities issued by agent of the Trust; and the Trust may issue and sell or cause to be issued and sold and may purchase Shares from any such Person or any such organization subject only to the general limitations, restrictions or other provisions applicable to the sale or purchase of such Shares generally.

Division of Beneficial Interest. The beneficial interest interests in the Trust shall may be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of TrustSeries. Each Series may have no Classes, may consist of one Class or may be divided into two one or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest interests in the Trust or in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may may, from time to time time, determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number number, or issue dividends in Shares with respect to Shares of any Series or Class, without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class in the assets held with respect to such that Series or ClassClass thereof, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes or otherwise in Shares of the same Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s holder's pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any SeriesSeries or Class thereof, the applicable Shareholder shall be entitled to be paid solely out of the funds and property of such SeriesSeries or Class thereof of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no appraisal, preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretionSeries. The number of Shares of Trustees may divide each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trusteesinto Classes. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, including cash or securities, subject to any restriction set forth in the By-Laws, including cash or securitiesByLaws, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any such Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares shares of such Series or Class thereof in the assets held with respect to such Series or Classthat Series, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), thereof; (vi) to dissolve, terminate, change the name of any Series or Class thereof; (vii) to abolish or terminate any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, ; (viiviii) to refuse to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption any person or class of liabilities), Persons; and (viiiix) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s 's pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon Series and upon redemption of the Shares of any Series, the applicable such Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend or other distribution in Shares or a split or reverse split of or Shares, shall be fully paid and non-assessablenonassessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest Beneficial interests in the Trust shall be divided into Shares of one Trust, or more separate and distinct any Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classesfrom time to time, may consist of one Class or may be divided into two or more Classes or may consist of no Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of the Trust or any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each the Trust, or in any Series or Class thereof that may be established from time to time, into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) ), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner the beneficial interest in the Trust, or any Series or Class thereof, and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each the beneficial interest in the Trust, or any Series or Class thereof thereof, as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of the Trust, or any Series or Class thereof thereof, into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such the Trust, or any Series or Class Class, in the assets held with respect to the Trust or any such Series or ClassSeries, (v) to classify or reclassify any issued Shares of the Trust, or any Series or Class thereof thereof, into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of Shares of the Trust, or of Classes of the same Series Series, as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series the Trust (or Series, as applicable) shall represent an equal beneficial interest in the net assets of the Trust (or such Series), and each Shareholder holder of Shares of the Trust (or a Series Series) shall be entitled to receive such Shareholderholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Seriesthereto. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of the Trust or of any or all Series or Classes thereofthereof established from time to time, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereofthereof as established from time to time, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessablenonassessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of TrustSeries. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) ), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class in the assets held with respect to such Series or Classthat Series, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder of a Series shall be entitled to receive such Shareholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of TrustSeries. Each Series may have no Classes, may consist of one Class or may be divided into two one or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into an unlimited amount of Shares, with or without par value value, as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) ), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of or any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class in the assets held with respect to such that Series or Class, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viiivi) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s holder's pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend paid in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretionSeries. The number of Shares of Trustees may divide each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trusteesinto Classes. Subject to the further provisions of this Article III 6 and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, including cash or securities, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class thereof in the assets held with respect to such Series or Classthat Series, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), thereof; (vi) to dissolve, terminate, change the name of any Series or Class thereof; (vii) to abolish or terminate any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, ; (viiviii) to refuse to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption any Person or class of liabilities), Persons; and (viiiix) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon Series and upon redemption of the Shares of any Series, the applicable such Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend or other distribution in Shares or a split or reverse split of Shares, shall be fully paid and non-assessablenonassessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of TrustSeries. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or and Class thereof as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or ClassClass thereof, irrespective of any adverse affect upon a Shareholder, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine (provided that unless the Trustees shall otherwise determine, (ii) all Shares shall have a par value of $0.001), to issue Shares without limitation as to number (including fractional Shares) Shares and Shares held in the treasury), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such SeriesTrust, as the case may be, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class in the assets held with respect to such Series or Classthat Series, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder of a Series shall be entitled to receive such Shareholder’s 's pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust. Shares held in the Trust's treasury shall not confer any voting rights on the Trustees and shall not be entitled to any dividends or other distributions declared with respect to the Shares.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate Shares. The Trust and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each any Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of the Trust and each Series and Class thereof authorized hereunder is unlimited. Upon The Trust is authorized to issue an unlimited number of Shares, and upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, determined and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a Shareholder, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) Shares and Shares held in a Series’ treasury), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class and to fix or change with such preferences, voting powers, terms of conversion, rights, duties, privileges and business purpose of each Series or Class thereof investment objective as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, privileges and privileges business purpose or investment objective may be senior or subordinate to (or in the case of business purpose, different from) from any existing Series or Class thereof, and may be limited to specified property assets or obligations liabilities of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may betherewith, (iv) to divide or combine the Shares of the Trust or any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of the Trust or such Series or Class in the assets held with respect to the Trust or such Series or Class, (v) to classify or reclassify any issued Shares of the Trust or any Series or Class thereof into Shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of the Trust or such Series or Class), and (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of the Trust or any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Trust or any Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a the Trust or any Series shall represent an equal beneficial interest in the net assets of the Trust or such Series, and each Shareholder of a the Trust or any Series shall be entitled to receive such Shareholder’s pro rata share of distributions of income and capital gains, if any, made with respect to the Trust or such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of the Trust and of any or all Series or Classes thereofClasses, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereofClass, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all Shares issued hereunder, including Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust or any Series, other than such right, if any, as the Trustees in their discretion may determine. Shareholders shall have no appraisal rights with respect to their shares. Shares held in the Trust’s treasury shall not confer any voting rights on the Trustees and shall not be entitled to any dividends or other distributions declared with respect to the Shares.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series. The Trustees may divide each Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a Shareholder, Class thereof; (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, ; (ii) to issue Shares without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, ; (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may be, Trust; (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class thereof in the assets held with respect to such Series or Class, that Series; (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), thereof; (vi) to dissolve, terminate, change the name of any Series or Class thereof; (vii) to abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), ; and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s holder's pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series. The Trustees may divide each Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares in addition to the then issued and Outstanding Shares and Shares held in the treasury of the Trust without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-LawsBylaws and applicable law, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, and may in such manner acquire other assets (including the acquisition of assets subject to, and in connection with, the assumption of liabilities) and businesses, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class thereof in the assets held with respect to such Series or Classthat Series, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class)Classes, (vi) to dissolvechange the name of any Series or Class thereof, terminate, or (vii) to abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. The Board of Trustees may hold as treasury shares, reissue for such consideration and on such terms as they may determine, or cancel, at their discretion from time to time, any Shares of any Series reacquired by the Trust. The Board of Trustees may classify or reclassify any unissued Shares or any Shares previously issued and reacquired of any Series or Class into one or more Series or Classes that may be established and designated from time to time. Notwithstanding the foregoing, the Trust and any Series thereof may acquire, hold, sell and otherwise deal in, for purposes of investment or otherwise, the Shares of any other Series of the Trust or Shares of the Trust, and such Shares shall not be deemed treasury shares or cancelled. Subject to the provisions of Section 7 of this Article III, each Share shall have voting rights as provided in Article V hereof, and the Shareholders of any Series shall be entitled to receive dividends and distributions, when, if and as declared with respect thereto in the manner provided in Article IV, Section 3 hereof. No Share shall have any priority or preference over any other Share of the same Series or Class with respect to dividends or distributions paid in the ordinary course of business or distributions upon dissolution of the Trust or of such Series or Class made pursuant to Article VIII, Section 3 hereof. All dividends and distributions shall be made ratably among all Shareholders of a particular Class of Series from the Trust Property held with respect to such Series according to the number of Shares of such Class of such Series held of record by such Shareholders on the record date for any dividend or distribution. Shareholders shall have no preemptive or other right to subscribe to new or additional Shares or other securities issued by the Trust or any Series. The Trustees may from time to time divide or combine the Shares of any particular Series into a greater or lesser number of Shares of that Series. Such division or combination may not materially change the proportionate beneficial interests of the Shares of that Series in the Trust Property held with respect to that Series or materially affect the rights of Shares of any other Series. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an a equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s holder's pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the TrusteesAny Trustee, Shareholders shall have no preemptive officer or other right agent of the Trust, and any organization in which any such Person is interested, may acquire, own, hold and dispose of Shares of the Trust to subscribe to any additional Shares the same extent as if such Person were not a Trustee, officer or other securities issued by agent of the Trust; and the Trust may issue and sell or cause to be issued and sold and may purchase Shares from any such Person or any such organization subject only to the general limitations, restrictions or other provisions applicable to the sale or purchase of such Shares generally.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of Trust. Each Series may have no Classes, may consist of one Class or may be divided into two one or more Classes, as determined Series and/or Classes by the Trustees in their sole discretionTrustees. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trusteesunlimited. Subject to the further provisions of this Article III and any applicable requirements of the 1940 ActIII, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) to such Persons and for such amount and type of consideration, including cash or securities, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose purposes of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class thereof in the assets held with respect to such Series or Classthat Series, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), thereof; (vi) to dissolve, terminate, change the name of any Series or Class thereof; (vii) to abolish or terminate any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, ; (viiviii) to refuse to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption any Person or class of liabilities), Persons; and (viiiix) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. To the extent that the Trustees authorize and issue preferred shares of any Class or Series, they are hereby authorized and empowered to amend or supplement this Declaration of Trust, including an amendment or modification to the rights of any outstanding Shares at the time of such amendment or supplement, as they deem necessary or appropriate, including without limitation to comply with the requirements of the 1940 Act or requirements imposed by the rating agencies or other Persons, all without the approval of Shareholders. Any such supplement or amendment shall be filed as is necessary. The Trustees are also authorized to take such actions and retain such persons as they see fit to offer and sell such securities. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s 's pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon Series and upon redemption of the Shares of any Series, the applicable such Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend or other distribution in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trustnonassessable.

Division of Beneficial Interest. The beneficial interest in the Trust shall may be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of TrustSeries. Each Series may have no Classes, may consist of one Class or may be divided into two one or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a ShareholderClass thereof, (i) to divide the beneficial interest in the Trust or in each Series or Class thereof into Shares, with or without par value as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) ), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of any Series or Class thereof into a greater or lesser number number, or issue dividends in Shares with respect to Shares of any Series or Class, without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class in the assets held with respect to such that Series or ClassClass thereof, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viii) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes or otherwise in Shares of the same Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholder’s holder's pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any SeriesSeries or Class thereof, the applicable Shareholder shall be entitled to be paid solely out of of, the funds and property of such SeriesSeries or Class thereof of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no appraisal, preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.

Division of Beneficial Interest. The beneficial interest in the Trust shall be divided into Shares of one or more separate and distinct Series or Classes established and designated by the Trustees in accordance with the terms of this Declaration of TrustSeries. Each Series may have no Classes, may consist of one Class or may be divided into two or more Classes, as determined by the Trustees in their sole discretion. The number of Shares of each Series and Class thereof authorized hereunder is unlimited. Upon the establishment of any Series or Class as provided herein, the Trust shall be authorized to issue an unlimited number of Shares of each such Series and Class, unless otherwise determined, and subject to any conditions set forth, by the Trustees. Subject to the further provisions of this Article III and any applicable requirements of the 1940 Act, the Trustees shall have full power and authority, in their sole discretion, [and without obtaining any authorization or vote of the Shareholders of any Series or Class, irrespective of any adverse affect upon a Shareholder, Class thereof,] (i) to divide the beneficial interest in each Series or Class thereof into an unlimited amount of Shares, with or without par value value, as the Trustees shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares) ), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the By-Laws, including cash or securities, at such time or times and on such terms as the Trustees may deem appropriate, (iii) to establish and designate and to change in any manner any Series or Class thereof and to fix or change such preferences, voting powers, terms of conversion, rights, duties, duties and privileges and business purpose of each Series or Class thereof as the Trustees may from time to time determine, which preferences, voting powers, terms of conversion, rights, duties, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class thereof, thereof and may be limited to specified property or obligations of the Trust or, in the case of a Class, the Series to which such Class relates, or profits and losses associated with specified property or obligations of the Trust or such Series, as the case may beTrust, (iv) to divide or combine the Shares of or any Series or Class thereof into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Shares of such Series or Class in the assets held with respect to such that Series or Class, (v) to classify or reclassify any issued Shares of any Series or Class thereof into Shares shares of one or more Series or Classes thereof (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of such Series or Class), (vi) to dissolve, terminate, or abolish any one or more Series or Classes thereof, whether or not there are outstanding Shares of such Series or Classes, (vii) to issue Shares to acquire other assets (including assets subject to, and in connection with, the assumption of liabilities), and (viiivi) to take such other action with respect to the Shares of any Series or Class as the Trustees may deem desirable. Subject to the distinctions permitted among Classes of the same Series as established by the Trustees, Trustees consistent with the requirements of the 1940 Act, each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series, and each Shareholder holder of Shares of a Series shall be entitled to receive such Shareholderholder’s pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of the Shares of any Series, the applicable Shareholder shall be paid solely out of the funds and property of such SeriesSeries of the Trust. All references to Shares in this Declaration of Trust shall be deemed to be Shares of any or all Series or Classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust and each Class thereof, except as the context otherwise requires. Notwithstanding any other provision of this Declaration of Trust, including Section 4.5 hereof, all All Shares issued hereunder, including including, without limitation, Shares issued in connection with a dividend paid in Shares or a split or reverse split of Shares, shall be fully paid and non-assessable. Except as otherwise provided by the Trustees, Shareholders shall have no preemptive or other right to subscribe to any additional Shares or other securities issued by the Trust.