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<br />broker-dealer have.rig its principal executive office in Minnesota, licensed pursuant to Chapter 80A
<br />or an affiliate of;it, regulated by the Securities and Exchange Commission and maintaining a
<br />combined capital a0d surplus of $40,000,000 or more, exclusive of subordinated debt; and
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<br /> (viii) such other investment instruments now or hereafter permitted by
<br />applicable Law fo? the investment of moneys of Municipalities organized under the laws of the
<br />State of Minnesota.~
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<br /> In the exercise of their powers, the Trustees shall not be limited, except as otherwise
<br />provided hereunder, to investing in Permitted Investments maturing before the possible termination
<br />of the 45.,i Fund. Except as otherwise provided in this Declaration of Trust, the Trustees shall not
<br />be limited by any~Law now or hereafter in effect limiting the investments which may be held or
<br />retained by trustee~ or other fiduciaries, and they shall have full authority and power to make any
<br />and all Permitted Ir~vestments within the limitations of this Declaration of Trust, that the)', in their
<br />absolute discretion, shall determine to be advisable and appropriate. The Trustees shall have no
<br />liability for loss with respect to Permitted Investments made within the terms of this Declaration
<br />of Trust, even tho:ugh such investments shall be of a character or in an amount not considered
<br />proper for the inv}stment of trust funds by trustees or other fiduciaries. The Trustees shall be
<br />permitted only to r~ake Permitted Investments in accordance with Article IV of this Declaration of
<br />Trust.
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<br />2.3 Le~:tl Title.
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<br /> (a) r Legal title to all of the 4M Fund Property shall be vested in the Trustees on
<br />behalf of the Participants and be held by and transferred to the Trustees, except that the Trustees
<br />shall have full and complete power to cause legal title to any 4M Fund Property to be held, on
<br />behalf of the PartiCipants, by or in the name of the 4M Fund, or in the name of an.',, other Person
<br />as nominee, on suoh terms, in such manner, and with such powers as the Trustees may determine,
<br />so long as in their judgment the interest of the 4M Fund is adecluately protected.
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<br /> (b) The right, title and interest of the Trustees in and to the 4M Fund Property
<br />shall vest automatically in all persons who may hereafter become Trustees upon their election to
<br />the Board of Direclors of the League of Minnesota Cities and clualification without any further act.
<br />Upon the expiration of term of office, resignation, disability, removal, adjudication as an
<br />incompetent, or d~ath of a Trustee, he (and in the event of his death, his estate) shall automa-
<br />tically cease to have any right, title or interest in or to any of the 4M Fund Property, and the
<br />right, title and interest of such Trustee in and to the 4M Fund Property shall vest automatically in
<br />the remaining Trus.~ees without any further act.
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<br /> 2.4 Disposition of Assets. Subject in all respects to Article IV hereof and to the Laws
<br />from time to time,applicable to Municipalities of the State of Minnesota, the Trustees shall have
<br />full and complete ipower to sell, exchange or otherwise dispose of any and all 4M Fund Property
<br />free and clear of iany and all trusts and restrictions, at public or private sale, for cash or on
<br />terms, with or without advertisement, and subject to such restrictions, stipulations, agreements and
<br />reservations as the~ shall deem proper, and to execute and deliver any deed, power, assignment, bill
<br />of sale, or other iiastrument in connection with the foregoing. The Trustees shall also have full
<br />and complete power, subject in all respects to Article IV hereof, and in furtherance of the affairs
<br />and purposes of t~e 4M Fund, to give consents and make contracts relating to 4M Fund Property
<br />or its use.
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<br /> 2.5 Ta:~.es. The Trustees shall have full and complete power: (i) to ~ay all taxes or
<br />assessments, of whatever kind or nature, validly and lawfully imposed upon or against the 4M Fund
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