N-8b-2-a Sample Contracts

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LIMITED LIABILITY COMPANY AGREEMENT FOR PRUDENTIAL INVESTMENT MANAGEMENT SERVICES LLC TABLE OF CONTENTS
Limited Liability Company Agreement • June 29th, 2001 • National Municipal Trust & Subsequent Trusts • Delaware
AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF FIXED INCOME SECURITIES, LIMITED PARTNERSHIP
Limited Partnership Agreement • March 22nd, 2006 • Advisors Disciplined Trust Series 1 • Texas
AUTOMATIC REINSURANCE AGREEMENT ("Agreement")
Reinsurance Agreement • August 28th, 1998 • Bma Variable Life Account A
RECITALS
Selling Agreement • March 27th, 1997 • Cova Variable Life Account One • Illinois
I
Principal Underwriter's Agreement • November 13th, 1997 • Cova Variable Life Account Five

IT IS HEREBY AGREED by and between COVA FINANCIAL LIFE INSURANCE COMPANY ("INSURANCE COMPANY") on behalf of COVA VARIABLE LIFE ACCOUNT FIVE (the "Variable Account") and COVA LIFE SALES COMPANY ("PRINCIPAL UNDERWRITER") as follows:

WITNESSETH ----------
Distribution Agreement • January 14th, 1998 • Diamonds Trust Series I • New York
FORM OF PARTICIPANT AGREEMENT
Participant Agreement • January 14th, 1998 • Diamonds Trust Series I • New York
A-1
Prospectus • December 28th, 1999 • Pinnacle Family of Trusts Large Cap Series Iv
PRINCIPAL UNDERWRITING AGREEMENT
Principal Underwriting Agreement • September 24th, 2021 • M Funds Trust • New York

THIS PRINCIPAL UNDERWRITING AGREEMENT (the “Agreement”) is dated as of [ ], 20[ ] by and between M+ FUNDS TRUST (the “Trust”) on behalf of each series of the Trust listed on Schedule A hereto (each a “Series of Trust”) and AXIO FINANCIAL LLC, as Depositor (the “Company”).

MASTER TRUST AGREEMENT between EQUINOX GROUP DISTRIBUTORS, LLC, as Depositor and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee Dated as of March 6, 2014
Master Trust Agreement • April 3rd, 2014 • Equinox Trust • Delaware

This Master Trust Agreement is dated as of March 6, 2014, and is between Equinox Group Distributors, LLC, as Depositor and Wilmington Trust, National Association, as the Trustee. The Trust created by this Trust Agreement shall be governed by the terms of this Trust Agreement and, each Series created within the Trust shall be governed by the respective Series Supplement and this Trust Agreement.

Blackrock Closed-End Rule 12d1-4 Fund of Funds Investment Agreement
Fund of Funds Investment Agreement • May 29th, 2024 • Smart Trust Tax Free Bond Trust Series 1 • Delaware

This Fund of Funds Investment Agreement (the “Agreement”), dated as of May 21, 2024, (the “Effective Date”), is made by and between each registered investment company listed on Schedule A hereto, on behalf of its portfolio series, as applicable (each, an “Acquiring Fund”) and each BlackRock closed-end registered investment company listed on Schedule B hereto (each, an “Acquired Fund”), each severally and not jointly.

ADVISORS DISCIPLINED TRUST RULE 12d1-4 UNIT INVESTMENT TRUST OF CLOSED-END FUNDS INVESTMENT AGREEMENT
Investment Agreement • May 14th, 2024 • Advisors Disciplined Trust Series 1 • Delaware

This Agreement, dated as of October 13, 2021, between Advisors Disciplined Trust (the “Trust”) on behalf of each of its existing and future series that invests in an Acquired Fund in reliance on the Rule as such terms are defined below, severally and not jointly (each, an “Acquiring Fund”), and each closed-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”) advised by (the “Adviser”) listed in Exhibit A hereto, severally and not jointly (each an “Acquired Fund”).

MASTER SERVICES AGREEMENT For EQUINOX TRUST Effective for Unit Investment Trusts Investing in Equity Securities, Debt Securities and/or Derivative Transactions Established On and After [¨], 2014 Among EQUINOX TRUST a Delaware Statutory Trust EQUINOX...
Master Services Agreement • April 3rd, 2014 • Equinox Trust • New York

This Master Services Agreement is executed by the Trust, the Depositor, the Custodian, the Transfer Agent, the Administrator, the Evaluator and the Supervisor.

SERIES [—] OF EQUINOX TRUST SERIES SUPPLEMENT
Series Supplement • April 3rd, 2014 • Equinox Trust

This Series Supplement dated as of [—], 2014 (the “Series Supplement”), executed by Equinox Group Distributors, LLC, as Depositor, hereby creates Series [—] of Equinox Trust (the “Trust”). The Series shall be governed by the terms of this Series Supplement and the Master Trust Agreement dated as of March 6, 2014 between Equinox Group Distributors, LLC, as Depositor and Wilmington Trust, National Association, as the Trustee (the “Trust Agreement”).

THIRD AMENDED AND RESTATED OPERATING AGREEMENT OF AXIO GROUP LLC
Operating Agreement • September 24th, 2021 • M Funds Trust • Delaware

THIS THIRD AMENDED AND RESTATED OPERATING AGREEMENT is made and entered into as of this 14th day of March, 2018, by and among the undersigned and provides as follows:

SERIES [—] OF EQUINOX TRUST SERIES MSA SUPPLEMENT
Series Master Services Agreement Supplement • April 3rd, 2014 • Equinox Trust

This Series Master Services Agreement Supplement (the “Series MSA Supplement”) relating to Series [—] of Equinox Trust (“Series [—] of Trust”) among the Trust, Equinox Group Distributors, LLC, as Depositor, Equinox Institutional Asset Management, LP, as Evaluator and Supervisor, and The Bank of New York Mellon, as Custodian, Transfer Agent and Administrator, sets forth certain provisions in full and incorporates other provisions by reference to the document entitled “Master Services Agreement For Equinox Trust, Effective for Unit Investment Trusts Investing in Equity Securities, Debt Securities and/or Derivative Transactions Established On and After [—], 2014” (the “Master Services Agreement”) and such provisions as are set forth in full and such provisions as are incorporated by reference constitute a single instrument.

AMENDMENT to the AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT
Limited Liability Company Agreement • April 3rd, 2014 • Equinox Trust

THIS AMENDMENT, effective as of March 26, 2014, by and among Equinox Group Distributors, LLC, a Delaware limited liability company (the “Company”), and Equinox Financial Group, LLC, a Delaware limited liability company (“Member”).

DELAWARE FUNDS BY MACQUARIE RULE 12d1-4 FUND OF FUNDS INVESTMENT AGREEMENT
Fund of Funds Investment Agreement • February 8th, 2022 • Advisors Disciplined Trust Series 1

THIS AGREEMENT (“Agreement”), dated as of January 19, 2022, between Advisors Disciplined Trust (the “Trust”) on behalf of each of its existing and future series that invests in an Acquired Fund in reliance on the Rule as such terms are defined below, severally and not jointly, (each, an “Acquiring Fund”), and each Acquired Fund listed on Schedule A, severally and not jointly (each an “Acquired Fund” and together with the Acquiring Funds, the “Funds”).

Nuveen Unit Investment Trust, Series 133 Reference Trust Agreement
Reference Trust Agreement • March 28th, 2016 • Nuveen Unit Trusts

This Reference Trust Agreement among Nuveen Securities, LLC, as Depositor, Nuveen Fund Advisors, LLC, as Evaluator and Supervisor, and The Bank of New York Mellon, as Trustee, sets forth certain provisions in full and incorporates other provisions by reference to the document entitled “Standard Terms and Conditions of Trust For Nuveen Unit Investment Trusts, Effective for Unit Investment Trusts Investing in Equity Securities Established On and After May __, 2016” (the “Standard Terms and Conditions of Trust”) and such provisions as are set forth in full and such provisions as are incorporated by reference constitute a single instrument. All references herein to Articles and Sections are to Articles and Sections of the Standard Terms and Conditions of Trust.

BY AND BETWEEN
Standard Terms and Conditions of Trust • February 5th, 2004 • Nasdaq 100 Trust Series 1
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AMENDMENT TO ADVISORS DISCIPLINED TRUST RULE 12d1-4 UNIT INVESTMENT TRUST OF CLOSED-END FUNDS INVESTMENT AGREEMENT
Advisers Disciplined Trust Rule 12d1-4 Unit Investment Trust of Closed-End Funds Investment Agreement • August 29th, 2024 • Advisors Disciplined Trust Series 1

THIS AMENDMENT, dated as of August 19, 2024, is to the Advisers Disciplined Trust Rule 12d1-4 Unit Investment Trust of Closed-End Funds Investment Agreement dated January 19, 2022 (the “Agreement”), between the Trust (as defined in the Agreement) and the Acquired Funds (as defined in the Agreement).

AXIO FINANCIAL LLC UNIT INVESTMENT TRUST FORM OF DEALER AGREEMENT
Dealer Agreement • September 24th, 2021 • M Funds Trust • New York

Axio Financial LLC (“Axio”) serves as the principal underwriter for m+ funds Trust, Series [●] (together with any future series for which Axio may serve as underwriter, the “Series”), a separate Series of m+ funds Trust, a unit investment trust (the “Trust”) registered under the Investment Company Act of 1940, as amended (the “1940 Act”). Axio and [DEALER NAME] (“Dealer”) hereby agree that Dealer will participate in the distribution of units (“Units”) of each Series, subject to the terms of this dealer agreement, dated as of [DATE OF AGREEMENT] (“Agreement”).

AMENDMENT NO. 1 DATED SEPTEMBER 24, 2021 TO MASTER TRUST AGREEMENT DATED DECEMBER 18, 2019
Master Trust Agreement • September 24th, 2021 • M Funds Trust • Delaware

WHEREAS, on December 18, 2019, Cowen and Company, LLC (as successor in interest to Cowen Prime Services, LLC), as the Depositor (the “Original Depositor”), Alaia Capital, LLC, as the Portfolio Consultant, Evaluator and Supervisor (the “Portfolio Consultant”), and The Bank of New York Mellon, as Trustee (the “Trustee”), executed a Master Trust Agreement (the “Master Trust Agreement”) pursuant to which a Delaware Statutory Trust titled “m+ funds Trust” (the “Trust”) was formed;

AMENDMENT TO STANDARD TERMS AND CONDITIONS OF THE BLDRS INDEX FUNDS TRUST DATED AND EFFECTIVE AS OF NOVEMBER 8, 2002 BETWEEN
Amendment to Standard Terms and Conditions • February 5th, 2004 • BLDRS Index Funds Trust • New York
Fidelity Defined Trusts, Series 1 Trust Agreement Dated: ______________, 1995 This Trust Agreement among National Financial Services Corporation, as Depositor, Evaluator and Portfolio Supervisor and The Chase Manhattan Bank, (National Association), as...
Trust Agreement • November 21st, 1995 • Fidelity Unit Investment Trusts

Fidelity Defined Trusts, Series 1 Trust Agreement Dated: ______________, 1995 This Trust Agreement among National Financial Services Corporation, as Depositor, Evaluator and Portfolio Supervisor and The Chase Manhattan Bank, (National Association), as Trustee, sets forth certain provisions in full and incorporates other provisions by reference to the document entitled "Standard Terms and Conditions of Trust for Fidelity Defined Trusts Series 1 effective _____________, 1995 (herein called the "Standard Terms and Conditions of Trust"), and such provisions as are set forth in full and such provisions as are incorporated by reference constitute a single instrument. All references herein to Articles and Sections are to Articles and Sections of the Standard Terms and Conditions of Trust. Witnesseth That: In consideration of the premises and of the mutual agreements herein contained, the Depositor, the Trustee, the Evaluator and Portfolio Supervisor agree as follows: Part I Standard Terms And

DIAMONDS TRUST, SERIES 1 AND ANY SUBSEQUENT AND SIMILAR SERIES OF THE DIAMONDS TRUST
Standard Terms and Conditions of Trust • January 14th, 1998 • Diamonds Trust Series I
m+ FUNDS TRUST, SERIES [●] FORM OF SERIES TRUST AGREEMENT
Series Trust Agreement • September 24th, 2021 • M Funds Trust

This Series Trust Agreement (the “Series Trust Agreement”) among Axio Financial LLC, as successor Depositor to Cowen and Company, LLC (as successor in interest to Cowen Prime Services, LLC), Alaia Capital, LLC, as Portfolio Consultant, Evaluator and Supervisor, and The Bank of New York Mellon, as Series Trustee, supplements the Master Trust Agreement, dated as of December 18, 2019, as amended on September 24, 2021 (as so amended, the “Master Trust Agreement”), among the Depositor, the Portfolio Consultant, Evaluator and Supervisor and The Bank of New York Mellon, as Trustee and sets forth certain provisions in full and incorporates other provisions by reference to the document entitled “Standard Terms and Conditions of Trust For m+ funds Trust, Effective for Unit Investment Trusts Investing in Equity Securities, Debt Securities and/or Derivative Transactions Established On and After February 6, 2020 (the “Standard Terms and Conditions of Trust”) and such provisions as are set forth in

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