0000910472-08-000211 Sample Contracts

BY-LAWS of NATIONAL RETAIL FUND II A Delaware Statutory Trust Dated as of March 27, 2008 INTRODUCTION
National Retail Fund II • April 9th, 2008

Agreement and Declaration of Trust. These by-laws shall be subject to the Agreement and Declaration of Trust, as from time to time in effect (the “Declaration of Trust”), of the National Retail Fund II, a Delaware statutory trust (the “Trust”). In the event of any inconsistency between the terms hereof and the terms of the Declaration of Trust, the terms of the Declaration of Trust shall control. Terms defined in the Declaration of Trust and not otherwise defined herein are used herein with the meanings set forth or referred to in the Declaration of Trust.

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AGREEMENT AND DECLARATION OF TRUST Dated as of March 27, 2008
National Retail Fund Ii • April 9th, 2008 • National Retail Fund II • Delaware
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