MERRIMAC SERIES
AMENDMENT NO. 2 TO
MASTER TRUST AGREEMENT
AMENDMENT NO. 2 to the Master Trust Agreement dated March 30, 1998 of the
Merrimac Series (the "Trust") made at Boston, Massachusetts as of this 15th day
of March, 1999.
WHEREAS, Section 7.3 of the Agreement of the Trust provides that the
Agreement may be amended at any time by an instrument in writing signed by a
majority of Trustees of the Trust without the vote of the Shareholders of the
Trust, so long as such amendment does not adversely affect the rights of any
shareholder;
WHEREAS, Section 4.1 of the Agreement of the Trust provides that the
Trustees of the Trust may establish and designate additional Series of Shares
by an instrument in writing signed by a majority of Trustees of the Trust; and
WHEREAS, the Trustees of the Trust desire to establish an additional
Series of Shares to be identified as the "Merrimac U.S. Government Series."
NOW, THEREFORE, the Trustees hereby state that:
1. Section 4.2 of the Agreement and all other appropriate references in
the Agreement are amended to designate and establish a new Series of shares (in
addition to the Merrimac Cash Series, the Merrimac Treasury Series, the
Merrimac Treasury Plus Series, and the Merrimac Short-Term Asset Reserve Series
heretofore established and designated) to be known as the Merrimac U.S
Government Series, effective as of this date, such new Series to have the
relative rights and preferences set forth in Section 4.2 of the Agreement.
2. The initial paragraph of Section 4.2 of the agreement, as heretofore in
effect, is amended to read as follows:
"Section 4.2 Establishment and Designation of Sub-Trusts and
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Classes. Without limiting the authority of the Trustees set forth
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in Section 4.1 to establish and designate any further Sub-Trusts,
the Trustees hereby establish and designate five Sub-Trusts
identified as "Merrimac Cash Series," "Merrimac Treasury Series,"
"Merrimac Treasury Plus Series," "Merrimac U.S. Government
Series" and "Merrimac Short-Term Asset Reserve Series," which
Sub-Trusts shall consist of three classes of shares identified as
the "Premium Class" the "Institutional Class" and "Investment
Class" Shares. The Shares of such Sub-Trusts and any Shares of
any further Sub-Trusts that may from time to time be established
and designated by the Trustees shall (unless the Trustees
otherwise determine with respect to some further Sub-Trust at the
time of establishing and designating the same) have the following
relative rights and preferences:"
IN WITNESS WHEREOF, the undersigned have hereunto set their hands and seal
for themselves and their assigns, as of this 15th day of March, 1999.
/s/ Xxxxxx X. Xxxxx, Xx.
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Xxxxxx X. Xxxxx, Xx.
/s/ Xxxxxxx X. Xxxx, Xx.
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Xxxxxxx X. Xxxx, Xx.
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Xxxxxx X. Xxxxxx
/s/ Xxxxx X. Xxxxxxx
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Xxxxx X. Xxxxxxx
