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1.07 "Description of Classes" has the meaning ascribed to it in Section 2.02. <br />1,08 "Eligible: Trust" means any of the following: <br />(a) a retirement, pension, profit- sharing, stock bonus, or other employee <br />benefit trust that is exempt from Federal income taxation under <br />Section 501(a) of the Code by reason of qualifying under <br />Section 401(a) of the Code; or <br />(b) an eligible governmental plan trust or custodial account under Section <br />457(b) of the Code that is exempt under Section 457(g) of the Code; or <br />(c) Section 401(a)(24) governmental plans; or <br />(d) any common, collective, or commingled trust fund the assets of which <br />consist solely of assets of eligible investors in a group trust under <br />Revenue Ruling 81 -100; or <br />(e) an insurance company separate account (i) the assets of which consist <br />solely of assets of eligible investors in a group trust under Revenue <br />Ruling 81 -100, (ii) with respect to which the insurance company <br />maintaining the separate account has entered into a written <br />arrangement with the Trustee consistent with the requirements of <br />Revenue Ruling 201.1 -1, and (iii) the assets of which are insulated <br />frown the claims of the insurance company's general creditors; or <br />(f) any other plan, trust, or other entity that is an eligible investor in a <br />group trust under Revenue Ruling 81- 100. <br />1.05 "Fund" means a fund of the Trust established and maintained pursuant to the <br />provisions of Article 2. The Funds so established shall be known as the <br />"VantageTrust Il Funds." <br />1.10 "Investment Guidelines" has the meaning ascribed to it in Section 4.01. <br />1,11 "Investment Adviser" means, for purposes of this Agreement, International <br />City Management Association Retirement Corporation, as of the date of this <br />Declaration of Trust, and any successor appointed hereunder to provide <br />Investment advice and services to the Trust or Trustee. <br />1.12 "Liquidating Account" means a segregated account established and <br />maintained in accordance with Article 8 to facilitate the liquidation and <br />pricing of the assets contained therein for the benefit of any Participating <br />Trust holding a beneficial interest therein. <br />1.13 "Local Currency" has the meaning ascribed to it in Section 5.02(c). <br />oil l t &0624185.9 -2- <br />