Common use of Establishment of Series and Classes Clause in Contracts

Establishment of Series and Classes. The Trust shall consist of one or more Series and Classes and separate and distinct records shall be maintained by the Trust for each Series and Class. The Trustees shall have full power and authority, in their sole discretion, and without obtaining any prior authorization or vote of the Shareholders of any Series or Class of the Trust, to establish and designate and to change in any manner any initial or additional Series or Classes and to fix such preferences, voting powers, rights and privileges of such Series or Classes as the Trustees may from time to time determine, to divide or combine the Shares or any Series or Classes into a greater or lesser number, to classify or reclassify any issued Shares or any Series or Classes into one or more Series or Classes of Shares, and to take such other action with respect to the Shares as the Trustees may deem desirable. Unless another time is specified by the Trustees, the establishment and designation of any Series or Class shall be effective upon the adoption of a resolution by the Trustees setting forth such establishment and designation and the preferences, powers, rights and privileges of the Shares of such Series or Class, whether directly in such resolution or by reference to, or approval of, another document that sets forth such relative rights and preferences of such Series (or Class) including, without limitation, any registration statement of the Trust, or as otherwise provided in such resolution. The Trust may issue any number of Shares of each Series or Class and need not issue certificates for any Shares. All references to Shares in this Trust Instrument shall be deemed to be Shares of any or all Series or Classes as the context may require. All provisions herein relating to the Trust shall apply equally to each Series and Class of the Trust except as the context otherwise requires. All Shares of each Class of a particular Series shall represent an equal proportionate interest in the assets belonging to that Series (subject to the liabilities belonging to the Series, and, in the case of each Class, to the liabilities belonging to that Class), and each Share of any Class of a particular Series shall be equal to each other Share of that Class; but the provisions of this sentence shall not restrict any distinctions permissible under this Section 2.6.

Establishment of Series and Classes. The Trust shall consist of one or more separate and distinct Series created and maintained in accordance with Article III, Section 1(q), and this Article IV. The Trustees may designate the rights, privileges, voting powers and preferences of the Shares of each Series relative to the Shares of any other Series. The Trustees may divide the Shares of any Series into any number of Classes representing interests in the Assets belonging to that Series, each Share of each such Class having an equal beneficial interest in such assets and identical voting, dividend, liquidation and other rights and subject to the same terms and conditions, except that (a) expenses allocated to a Class may be borne solely by that Class as determined by the Trustees and (b) a Class may have exclusive voting rights with respect to matters affecting only that Class. The Series and Classes indicated on Schedule A (“Schedule A”) as of the date hereof are hereby established and separate and distinct records shall be maintained by are referred to as the Trust for each “Initial Series and Class. Classes.” The Trustees shall have full power establishment and authority, in their sole discretion, and without obtaining any prior authorization or vote designation of the Shareholders of any each additional Series or Class of Shares of the Trust, to establish and designate and to change in any manner any initial or additional Series or Classes and to fix such preferences, voting powers, rights and privileges of such Series or Classes as the Trustees may from time to time determine, to divide or combine the Shares or any Series or Classes into a greater or lesser number, to classify or reclassify any issued Shares or any Series or Classes into one or more Series or Classes of Shares, and to take such other action with respect to the Shares as the Trustees may deem desirable. Unless another time is specified by the Trustees, the establishment and designation of any Series or Class Trust shall be effective upon the adoption by a majority of the then Trustees of a resolution by the Trustees setting that sets forth such establishment and designation and the preferences, powers, relative rights and privileges of the Shares preferences of such Series or ClassClass of the Trust, whether directly in such resolution or by reference toto another document, or approval of, another document that sets forth such relative rights and preferences of such Series (or Class) including, without limitation, any registration statement of the Trust, or as otherwise provided in such resolution. Each such resolution shall be incorporated herein by reference upon adoption. The relative rights and preferences of the Initial Series and Classes shall be as set forth herein. The relative rights and preferences of each additional Series or Class shall be as set forth herein, unless expressly provided otherwise by the Trustees in establishing such Series or Class. For the avoidance of doubt, to the maximum extent permitted by law, the Trust’s public filings, including its registration statement(s) filed with the Commission, shall not constitute a contract between the Trust or any Series and the Shareholders, and shall not give rise to any contract claims by the Shareholders against the Trust or any Series. The Trust shall maintain separate and distinct records for each Series and shall hold and account for the Assets belonging thereto separately from the other assets of the Trust or Assets belonging to any other Series. A Series may issue any number of Shares and need not issue Shares. Each holder of each Shares of a Series shall be entitled to receive his or her pro rata share of all distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of Shares of a Series, or upon liquidation or termination of any Series, the redeeming Shareholder shall be paid solely out of the Assets belonging to that Series. The Trustees may, without Shareholder authorization or approval, change the name of any Series or Class and need not issue certificates for any Sharesadopt such other name as they deem proper in their sole discretion. All references to Shares in this Trust Instrument shall be deemed to be Shares Any name change of any or all Series or Classes as Class shall become effective upon the context may require. All provisions herein relating to adoption by the Trust shall apply equally to each Series and Class Board of the Trust except as the context otherwise requires. All Shares of each Class Trustees of a particular Series shall represent an equal proportionate interest resolution approving such change, whether directly in the assets belonging such resolution or by reference to or approval of another document that Series (subject to the liabilities belonging to the Seriessets forth such change, and, or at a future date or time specified in the case of each Class, to the liabilities belonging to that Class), and each Share of any Class of a particular Series shall be equal to each such resolution or other Share of that Class; but the provisions of this sentence shall not restrict any distinctions permissible under this Section 2.6document.

Establishment of Series and Classes. The Trust shall consist of one or more Series and Classes and separate and distinct records shall be maintained To the extent permitted by the 1940 Act, the Delaware Statutory Trust for each Series Act and Class. The any other applicable law, the Trustees shall have full power and authoritymay divide, all without the approval of Shareholders, the Shares into any number of series or classes representing interests in their sole discretion, and without obtaining any prior authorization or vote of the Shareholders of any Series or Class of assets belonging to the Trust, to establish each Share of each such series and designate class having an equal beneficial interest as each other Share of such series or class in such assets and to change in any manner any initial or additional Series or Classes identical voting, dividend, liquidation and to fix such preferences, voting powers, other rights and privileges of such Series subject to the same terms and conditions, except that (a) expenses allocated to a series or Classes class may be borne solely by that series or class as determined by the Trustees and (b) each series and class may from time to time determine, to divide or combine the Shares or any Series or Classes into a greater or lesser number, to classify or reclassify any issued Shares or any Series or Classes into one or more Series or Classes of Shares, and to take such other action have exclusive voting rights with respect to the Shares as the Trustees may deem desirablematters affecting only that series or class. Unless another time is specified by the Trustees, the The establishment and designation of any Series each additional series or Class class of Shares of the Trust shall be effective upon the adoption by a majority of the then Trustees of a resolution by the Trustees setting that sets forth such establishment and designation and the preferences, powers, relative rights and privileges preferences of such series or class of the Shares of such Series or ClassTrust, whether directly in such resolution or by reference to, or approval of, to another document that sets forth such relative rights and preferences of such Series (or Class) including, without limitation, any Prospectus or registration statement of the Trust, or as otherwise provided in such resolution. The Trust Trustees may issue any number of Shares of each Series or Class and need not issue certificates for any Shares. All references to Shares in this Trust Instrument shall be deemed to be Shares change the name of any series or all Series or Classes as the context may requireclass in their sole discretion. All provisions herein relating to the Trust shall apply equally to each Series and Class of the Trust except as the context otherwise requires. All Shares of each Class of a particular Series shall represent an equal proportionate interest in the assets belonging to that Series (The Trustees may, subject to the liabilities belonging to Fundamental Policies and the Seriesrequirements of the 1940 Act and the Delaware Statutory Trust Act, andauthorize and issue such other securities, in including preferred shares, debt securities or other senior securities. To the case of each Class, to extent that the liabilities belonging to that Class), Trustees authorize and each Share issue shares of any Class series or class pursuant to this Section 6.2, they are hereby authorized and empowered to amend or supplement this Declaration or the Trust’s Certificate of a particular Series Trust as they deem necessary or appropriate, including to comply with the requirements of the 1940 Act, the Delaware Statutory Trust Act or requirements imposed by the rating agencies or other Persons, all without the approval of Shareholders. Any such supplement or amendment shall be equal filed with the Commission as is necessary. The Trustees are also authorized to each other Share of that Class; but the provisions of this sentence shall not restrict any distinctions permissible under this Section 2.6take such actions and retain such persons as they see fit to offer and sell such securities.

Establishment of Series and Classes. The Trust shall consist of one or more Series and Classes and separate and distinct records shall be maintained To the extent permitted by the 1940 Act, the Delaware Statutory Trust for each Series Act and Class. The Trustees shall have full power and authorityany other applicable law, in their sole discretion, and without obtaining any prior authorization or vote of the Shareholders of any Series or Class of the Trust, to establish and designate and to change in any manner any initial or additional Series or Classes and to fix such preferences, voting powers, rights and privileges of such Series or Classes as the Trustees may from time to time determinedivide, to divide or combine all without the approval of Shareholders, the Shares into any number of series or any Series classes representing interests in the assets belonging to such series or Classes into class, each Share of each such series and class having an equal beneficial interest as each other Share of such series or class in such assets and identical voting, dividend, liquidation and other rights and subject to the same terms and conditions, except that (a) expenses allocated to a greater series or lesser number, to classify class may be borne solely by that series or reclassify any issued Shares or any Series or Classes into one or more Series or Classes of Shares, class as determined by the Trustees and to take such other action (b) each series and class may have exclusive voting rights with respect to the Shares as the Trustees may deem desirablematters affecting only that series or class. Unless another time is specified by the Trustees, the The establishment and designation of any Series each additional series or Class class of Shares of the Trust shall be effective upon the adoption by a majority of the then Trustees of a resolution by the Trustees setting that sets forth such establishment and designation and the preferences, powers, relative rights and privileges preferences of such series or class of the Shares of such Series or ClassTrust, whether directly in such resolution or by reference to, or approval of, to another document that sets forth such relative rights and preferences of such Series (or Class) including, without limitation, any Prospectus or registration statement of the Trust, or as otherwise provided in such resolution. The Trust Trustees may issue any number of Shares of each Series or Class and need not issue certificates for any Shares. All references to Shares in this Trust Instrument shall be deemed to be Shares change the name of any series or all Series or Classes as the context may requireclass in their sole discretion. All provisions herein relating to the Trust shall apply equally to each Series and Class of the Trust except as the context otherwise requires. All Shares of each Class of a particular Series shall represent an equal proportionate interest in the assets belonging to that Series (The Trustees may, subject to the liabilities belonging to Fundamental Policies and the Seriesrequirements of the 1940 Act and the Delaware Statutory Trust Act, andauthorize and issue such other securities, in including preferred shares, debt securities or other senior securities. To the case of each Class, to extent that the liabilities belonging to that Class), Trustees authorize and each Share issue shares of any Class series or class pursuant to this Section 6.2, they are hereby authorized and empowered to amend or supplement this Declaration or the Trust’s Certificate of a particular Series Trust as they deem necessary or appropriate, including to comply with the requirements of the 1940 Act, the Delaware Statutory Trust Act or requirements imposed by the rating agencies or other Persons, all without the approval of Shareholders. Any such supplement or amendment shall be equal filed with the Commission as is necessary. The Trustees are also authorized to each other Share of that Class; but the provisions of this sentence shall not restrict any distinctions permissible under this Section 2.6take such actions and retain such persons as they see fit to offer and sell such securities.

Establishment of Series and Classes. The Trust shall consist of one or more Series and Classes and separate and distinct records shall be maintained by the Trust for each Series and Class. The Trustees shall have full power and authority, in their sole discretion, and without obtaining any prior authorization or vote of the Shareholders of any Series or Class of the Trust, to establish and designate and to change in any manner any initial or additional Series or Classes and to fix such preferences, voting powers, rights and privileges of such Series or Classes as the Trustees may from time to time determine, to divide or combine the Shares or any Series or Classes into a greater or lesser number, to classify or reclassify any issued Shares or any Series or Classes into one or more Series or Classes of Shares, and to take such other action with respect to the Shares as the Trustees may deem desirable. Unless another time is specified by the Trustees, the establishment and designation of any Series or Class shall be effective upon the adoption of a resolution by the Trustees setting forth such establishment and designation and the preferences, powers, rights and privileges of the Shares of such Series or Class, whether directly in such resolution or by reference to, or approval of, another document that sets forth such relative rights and preferences of such Series (or Class) including, without limitation, any registration statement of the Trust, or as otherwise provided in such resolution. The Trust may issue any number of Shares of each Series or Class and need not issue certificates for any Shares. All references to Shares in this Trust Instrument Declaration shall be deemed to be Shares of any or all Series or Classes as the context may require. All provisions herein relating to the Trust shall apply equally to each Series and Class of the Trust except as the context otherwise requires. All Shares of each Class of a particular Series shall represent an equal proportionate interest in the assets belonging to that Series (subject to the liabilities belonging to the Series, and, in the case of each Class, to the liabilities belonging to that Class), and each Share of any Class of a particular Series shall be equal to each other Share of that Class; but the provisions of this sentence shall not restrict any distinctions permissible under this Section 2.6.

Establishment of Series and Classes. The of SharesSubject to the provisions of this Section 3.6, the Trust shall consist of one or more the Series and Classes and separate and distinct records shall indicated on Schedule A attached hereto (“Schedule A”), as such Schedule A may be maintained by the Trust for each amended from time to time. The Series and Class. The Trustees shall have full power and authority, in their sole discretion, and without obtaining any prior authorization or vote Classes indicated on Schedule A as of the Shareholders date hereof are hereby established and are referred to as the “Initial Series and Classes.” The establishment of any Series or Class of Shares (other than the Trust, to establish Initial Series and designate and to change in any manner any initial or additional Series or Classes and to fix such preferences, voting powers, rights and privileges of such Series or Classes as the Trustees may from time to time determine, to divide or combine the Shares or any Series or Classes into a greater or lesser number, to classify or reclassify any issued Shares or any Series or Classes into one or more Series or Classes of Shares, and to take such other action with respect to the Shares as the Trustees may deem desirable. Unless another time is specified by the Trustees, the establishment and designation of any Series or Class Classes) shall be effective upon the adoption by the Trustees of a resolution by that sets forth the Trustees setting forth such establishment and designation and the preferencesof, powersor otherwise identifies, rights and privileges of the Shares of such Series or Class, whether directly in such resolution or by reference to, or approval of, another document that sets forth such relative rights and preferences of the designation of, or otherwise identifies, such Series (or Class) including, without limitationClass including any Registration Statement, any registration statement amendment and/or restatement of the Trust, this Declaration of Trust and/or Schedule A or as otherwise provided in such resolution. The Trust may issue Upon the establishment of any number Series or Class of Shares or the termination of each any existing Series or Class of Shares, Schedule A shall be amended to reflect the addition or termination of such Series or Class and need any officer of the Trust is hereby authorized to make such amendment; provided that the amendment of Schedule A shall not issue certificates for any Shares. All references be a condition precedent to Shares in this Trust Instrument shall be deemed to be Shares the establishment or termination of any or all Series or Classes as the context may requireClass in accordance with this Declaration of Trust. All provisions herein relating to the Trust shall apply equally to The relative rights and preferences of each Series and each Class (including the Initial Series and Classes) shall be as set forth herein and as set forth in any Registration Statement relating thereto, unless (with respect to any Series or Class other than the Initial Series and Classes) otherwise provided in the resolution establishing such Series or Class. Any action that may be taken by the Trustees with respect to any Series or Class, including any addition, modification, division, combination, classification, reclassification, change of name or termination may be made in the same manner as the establishment of such Series or Class. Unless otherwise provided in any Registration Statement relating thereto, Shares of the Trust except as the context Initial Series and Classes and each additional Series or Class established pursuant to this Article III (unless otherwise requires. All Shares of each Class of a particular Series shall represent an equal proportionate interest provided in the assets belonging to that resolution establishing such additional Series (subject to the liabilities belonging to the Series, and, in the case of each Class, to the liabilities belonging to that or Class), shall have the following relative rights and each Share of any Class of a particular Series shall be equal to each other Share of that Class; but the provisions of this sentence shall not restrict any distinctions permissible under this Section 2.6.preferences:

Establishment of Series and Classes. The Trust created hereby shall consist initially of one or more the twenty-four Series identified on Schedule A attached hereto, each of which corresponds to a series of shares of The Victory Portfolios, a Massachusetts business trust (the "Predecessor Trust"), and Classes each Series shall initially consist of such classes of Shares as are designated on Schedule A (and separate and distinct any additional classes which are subsequently created by the Predecessor Trust prior to the exchange of the Predecessor Trust's assets for shares of the Trust), which shall correspond to classes of the respective series of the Predecessor Trust as of the date of such exchange. Distinct records shall be maintained by the Trust for each Series and Classthe assets associated with each Series shall be held and accounted for separately from the assets of the Trust or any other Series. The Trustees shall have full power and authority, in their sole discretion, discretion and without obtaining any prior authorization or vote of the Shareholders of any Series or Class of the TrustSeries, to establish and designate and to change in any manner any Series or any classes of initial or additional Series or Classes and to fix such preferences, voting powers, rights and privileges of such Series or Classes classes thereof as the Trustees may from time to time determine, to divide or combine the Shares or any Series or Classes classes thereof into a greater or lesser number, to classify or reclassify any issued Shares or any Series or Classes classes thereof into one or more Series or Classes classes of Shares, and to take such other action with respect to the Shares as the Trustees may deem desirable. Unless another time is specified by the Trustees, the The establishment and designation of any Series or Class (other than those established pursuant to the first sentence of this Section 2.06) shall be effective upon the adoption of a resolution by a majority of the Trustees setting forth such establishment and designation and the preferences, powers, relative rights and privileges preferences of the Shares of such Series. A Series or Class, whether directly in such resolution or by reference to, or approval of, another document that sets forth such relative rights and preferences of such Series (or Class) including, without limitation, any registration statement of the Trust, or as otherwise provided in such resolution. The Trust may issue any number of Shares of each Series or Class and Shares, but need not issue certificates for Shares. At any Sharestime that there are no Shares outstanding of any particular Series previously established and designated, the Trustees may by a majority vote abolish that Series and the establishment and designation thereof. All references to Shares in this Trust Instrument shall be deemed to be Shares of any or all Series Series, or Classes classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series and Class of the Trust Trust, and each class thereof, except as the context otherwise requires. All Shares of each Class Each Share of a particular Series of the Trust shall represent an equal proportionate beneficial interest in the net assets belonging to that Series (subject to the liabilities belonging to the of such Series, and, in the case . Each holder of each Class, to the liabilities belonging to that Class), and each Share of any Class Shares of a particular Series shall be equal entitled to each other Share receive his proportionate share of that Class; but all distributions made with respect to such Series, based upon the provisions number of this sentence full and fractional Shares of the Series held. Upon redemption of his Shares, such Shareholder shall not restrict any distinctions permissible under this Section 2.6.be paid solely out of the funds and property of such Series of the Trust. SECTION 2.07

Establishment of Series and Classes. The Trust shall consist of one or more separate and distinct Series created and maintained in accordance with Article III, Section 1(s), and this Article IV. The Trustees may designate the rights, privileges, voting powers and preferences of the Shares of each Series relative to the Shares of any other Series. The Trustees may divide the Shares of any Series into any number of Classes representing interests in the Assets belonging to that Series, each Share of each such Class having an equal beneficial interest in such assets and identical voting, dividend, liquidation and other rights and subject to the same terms and conditions, except that (a) expenses allocated to a Class may be borne solely by that Class as determined by the Trustees and (b) a Class may have exclusive voting rights with respect to matters affecting only that Class. Any Series and Classes indicated on Schedule A (“Schedule A”) is hereby established and separate and distinct records shall be maintained by referred to as the Trust for each “Initial Series and Class. Classes.” The Trustees shall have full power establishment and authority, in their sole discretion, and without obtaining any prior authorization or vote designation of the Shareholders of any each additional Series or Class of the Trust, to establish and designate and to change in any manner any initial or additional Series or Classes and to fix such preferences, voting powers, rights and privileges of such Series or Classes as the Trustees may from time to time determine, to divide or combine the Shares or any Series or Classes into a greater or lesser number, to classify or reclassify any issued Shares or any Series or Classes into one or more Series or Classes of Shares, and to take such other action with respect to the Shares as the Trustees may deem desirable. Unless another time is specified by the Trustees, the establishment and designation of any Series or Class shall be effective upon the adoption by a majority of the then-Trustees of a resolution by the Trustees setting that sets forth such establishment and designation and the preferences, powers, relative rights and privileges of the Shares preferences of such Series or Class, whether directly in such resolution or by reference to, or approval of, to another document that sets forth such relative rights and preferences of such Series (or Class) including, without limitation, any registration statement of the Trustdocument, or as otherwise provided in such resolution. Each such resolution shall be incorporated herein by reference upon adoption. The relative rights and preferences of the Initial Series and Classes and of each additional Series or Class shall be provided by resolution of the Trustees. The Trust shall maintain separate and distinct records for each Series and shall hold and account for the Assets belonging thereto separately from the other assets of the Trust or Assets belonging to any other Series. A Series may issue any number of Shares and need not issue Shares. Each holder of each Shares of a Series shall be entitled to receive his or her pro rata share of all distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of Shares of a Series, or upon liquidation or termination of any Series, the redeeming Shareholder shall be paid solely out of the Assets belonging to that Series. The fact that the Trust shall have one or more established and designated Classes of the Trust, shall not limit the authority of the Board of Trustees to establish and designate additional Classes of the Trust. The fact that one or more Classes of the Trust shall have initially been established and designated without any specific establishment or designation of a Series (i.e., that all Shares of the Trust are initially Shares of one or more Classes) shall not limit the authority of the Board of Trustees to later establish and designate a Series and establish and designate the Class or Classes of the Trust as Class or Classes, respectively, of such Series. The fact that a Series shall have initially been established and designated without any specific establishment or designation of Classes (i.e., that all Shares of such Series are initially of a single Class) shall not limit the authority of the Board of Trustees to establish and designate separate Classes of said Series. The fact that a Series shall have more than one established and designated Class, shall not limit the authority of the Board of Trustees to establish and designate additional Classes of said Series. The Trustees may, without Shareholder authorization or approval, change the name of any Series or Class and need not issue certificates for any Sharesadopt such other name as they deem proper in their sole discretion. All references to Shares in this Trust Instrument shall be deemed to be Shares Any name change of any or all Series or Classes as Class shall become effective upon the context may require. All provisions herein relating to adoption by the Trust shall apply equally to each Series and Class Board of the Trust except as the context otherwise requires. All Shares of each Class Trustees of a particular Series shall represent an equal proportionate interest resolution approving such change, whether directly in the assets belonging such resolution or by reference to or approval of another document that Series (subject to the liabilities belonging to the Seriessets forth such change, and, or at a future date or time specified in the case of each Class, to the liabilities belonging to that Class), and each Share of any Class of a particular Series shall be equal to each such resolution or other Share of that Class; but the provisions of this sentence shall not restrict any distinctions permissible under this Section 2.6document.

Establishment of Series and Classes. The Trust continued hereby shall consist of one or more Series and Classes and separate and distinct records shall be maintained by the Trust for each Series and Class. The Trustees shall have full power and authority, in their sole discretion, and without obtaining any prior authorization or vote of the Shareholders of any Series or Class of the Trust, to establish and designate and to change in any manner any initial or additional Series or Classes and to fix such preferences, voting powers, rights and privileges of such Series or Classes as the Trustees may from time to time determine, to divide or combine the Shares or any Series or Classes into a greater or lesser number, to classify or reclassify any issued Shares or any Series or Classes into one or more Series or Classes of Shares, and to take such other action with respect to the Shares as the Trustees may deem desirable. Unless another time is specified by the Trustees, the establishment and designation of any Series or Class shall be effective upon the adoption of a resolution by the Trustees setting forth such establishment and designation and the preferences, powers, rights and privileges of the Shares of such Series or Class, whether directly in such resolution or by reference to, or approval of, another document that sets forth such relative rights and preferences of such Series (or Class) including, without limitation, any registration statement of the Trust, or as otherwise provided in such resolution. The Trust may issue any number of Shares of each Series or Class and need not issue certificates for any Shares. All references to Shares in this Trust Instrument shall be deemed to be Shares of any or all Series or Classes as the context may require. All provisions herein relating to the Trust shall apply equally to each Series and Class of the Trust except as the context otherwise requires. All Shares of each Class of a particular Series shall represent an equal proportionate interest in the assets belonging to that Series (subject to the liabilities belonging to the Series, and, in the case of each Class, to the liabilities belonging to that Class), and each Share of any Class of a particular Series shall be equal to each other Share of that Class; but the provisions of this sentence shall not restrict any distinctions permissible under this Section 2.6.

Establishment of Series and Classes. The Trust shall consist of ----------------------------------- one or more Series and Classes and separate and distinct records shall be maintained by the Trust for each Series and Class. The Trustees shall have full power and authority, in their sole discretion, and without obtaining any prior authorization or vote of the Shareholders of any Series or Class of the Trust, to establish and designate and to change in any manner any initial or additional Series or Classes and to fix such preferences, voting powers, rights and privileges of such Series or Classes as the Trustees may from time to time determine, to divide or combine the Shares or any Series or Classes into a greater or lesser number, to classify or reclassify any issued Shares or any Series or Classes into one or more Series or Classes of Shares, and to take such other action with respect to the Shares as the Trustees may deem desirable. Unless another time is specified by the Trustees, the establishment and designation of any Series or Class shall be effective upon the adoption of a resolution by the Trustees setting forth such establishment and designation and the preferences, powers, rights and privileges of the Shares of such Series or Class, whether directly in such resolution or by reference to, or approval of, another document that sets forth such relative rights and preferences of such Series (or Class) including, without limitation, any registration statement statemet of the Trust, or as otherwise provided in such resolution. The Trust may issue any number of Shares of each Series or Class and need not issue certificates for any Shares. All references to Shares in this Trust Instrument shall be deemed to be Shares of any or all Series or Classes as the context may require. All provisions herein relating to the Trust shall apply equally to each Series and Class of the Trust except as the context otherwise requires. All Shares of each Class of a particular Series shall represent an equal proportionate interest in the assets belonging to that Series (subject to the liabilities belonging to the Series, and, in the case of each Class, to the liabilities belonging to that Class), and each Share of any Class of a particular Series shall be equal to each other Share of that Class; but the provisions of this sentence shall not restrict any distinctions permissible under this Section 2.6.

Establishment of Series and Classes. The Trust continued hereby shall consist of one or more Series and Classes and separate and distinct records shall be maintained by the Trust for each Series and Class. The Trustees shall have full power and authority, in their sole discretion, and without obtaining any prior authorization or vote of the Shareholders of any Series or Class of the Trust, to establish and designate and to change in any manner any initial or additional Series or Classes and to fix such preferences, voting powers, rights and privileges of such Series or Classes as the Trustees may from time to time determine, to divide or combine the Shares or any Series or Classes into a greater or lesser number, to classify or reclassify any issued Shares or any Series or Classes into one or more Series or Classes of Shares, and to take such other action with respect to the Shares as the Trustees may deem desirable. Unless another time is specified by the Trustees, the establishment and designation of any Series or Class shall be effective upon the adoption of a resolution by the Trustees setting forth such establishment and designation and the preferences, powers, rights and privileges of the Shares of such Series or Class, whether directly in such resolution or by reference to, or approval of, another document that sets forth such relative rights and preferences of such Series (or Class) including, without limitation, any registration statement of the Trust, or as otherwise provided in such resolution. The Trust may issue any number of Shares of each Series or Class and need not issue certificates for any Shares. All references to Shares in this Trust Instrument shall be deemed to be Shares of any or all Series or Classes as the context may require. All provisions herein relating to the Trust shall apply equally to each Series and Class of the Trust except as the context otherwise requires. All Shares of each Class of a particular Series shall represent an equal proportionate interest in the assets belonging to that Series (subject to the liabilities belonging to the Series, and, in the case of each Class, to the liabilities belonging to that Class), and each Share of any Class of a particular Series shall be equal to each other Share of that Class; but the provisions of this sentence shall not restrict any distinctions permissible under this Section 2.6.. 2.9

Establishment of Series and Classes. The Trust shall consist of one or more Series and Classes Classes, and separate and distinct records shall be maintained by the Trust for each Series and Class. The Trustees shall have full power and authority, in their sole discretion, and without obtaining any prior authorization or vote of the Shareholders of any Series or Class of the Trust, to establish and designate and to change in any manner any initial or additional Series or Classes and to fix such preferences, voting powers, rights conversion and privileges other rights, privileges, restrictions, limitations as to dividends, qualifications, and conditions of redemption of such Series or Classes as the Trustees may from time to time determine, to divide or combine the Shares or of any Series or Classes Class into a greater or lesser number, to classify or reclassify any issued Shares or of any Series or Classes Class into one or more Series or Classes of Shares, and to take such other action with respect to the Shares as the Trustees may deem desirable. Unless another time is specified by the Trustees, the establishment and designation of any Series or Class shall be effective upon the adoption of a resolution by the Trustees setting forth such establishment and designation and the preferences, powers, rights and privileges of the Shares of such Series or Class, whether directly in such resolution or by reference to, or approval of, another document that sets forth such relative rights and preferences of such Series (or Class) including, including without limitation, limitation any registration statement of the TrustTrust filed with the Commission, or as otherwise provided in such resolution. The Trust may issue any number of Shares of each Series or Class and need not issue certificates for any Shares. All references to Shares in this Declaration of Trust Instrument shall be deemed to be Shares of any or all Series or Classes as the context may require. All provisions herein relating to the Trust shall apply equally to each Series and Class of the Trust except as the context otherwise requires. All Shares of each Class Each Share of a particular Series of the Trust shall represent an equal proportionate interest in the assets belonging to that Series (subject to the liabilities belonging to the Series, and, in the case of each Class, to the liabilities belonging to that Class), and each Share of any Class of a particular Series shall be equal to each other Share of that Class; but the provisions of this sentence shall not restrict any distinctions permissible under this Section 2.62.5.

Establishment of Series and Classes. The Trust shall consist of one or more Series and Classes Classes, and separate and distinct records shall be maintained by the Trust for each Series and Class. The Trustees shall have full power and authority, in their sole discretion, and without obtaining any prior authorization or vote of the Shareholders of any Series or Class of the Trust, to establish and designate and to change in any manner any initial or additional Series or Classes and to fix such preferences, voting powers, rights and privileges of such Series or Classes as the Trustees may from time to time determine, to divide or combine the Shares or any Series or Classes into a greater or lesser number, to classify or reclassify any issued Shares or any Series or Classes into one or more Series or Classes of Shares, and to take such other action with respect to the Shares as the Trustees may deem desirable. Unless another time is specified by the Trustees, the establishment and designation of any Series or Class shall be effective upon the adoption of a resolution by the Trustees setting forth such establishment and designation and the preferences, powers, rights and privileges of the Shares of such Series or Class, whether directly in such resolution or by reference to, or approval of, another document that sets forth such relative rights and preferences of such Series (or Class) including, without limitation, any registration statement of the Trust, or as otherwise provided in such resolution. The Trust may issue any number of Shares of each Series or Class and need not issue certificates for any Shares. All references to Shares in this Trust Instrument shall be deemed to be Shares of any or all Series or Classes as the context may require. All provisions herein relating to the Trust shall apply equally to each Series and Class of the Trust except as the context otherwise requires. All Shares of each Class of a particular Series shall represent an equal proportionate interest in the assets belonging to that Series (subject to the liabilities belonging to the Series, and, in the case of each Class, to the liabilities belonging to that Class), and each Share of any Class of a particular Series shall be equal to each other Share of that Class; but the provisions of this sentence shall not restrict any distinctions permissible under this Section 2.6.