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CNA Financial Insolvency means the appointment of a receiver, conservator, liquidator, trustee (including bankruptcy, insolvency, or litigation trustee), rehabilitator, or similar official, or creditors', bondholder, or equity committee, or any other group of creditors on behalf of or in the right of such Insured Entity, to take control of, supervise, manage, or liquidate an Insured Entity or Outside Entity. D. The definition of Non-Indemnifiable Loss is deleted and replaced with the following: Non-Indemnifiable Loss means any Loss incurred by an Insured Person that an Insured Entity or an Outside Entity fails or refuses to pay, advance, or indemnify: due to Financial Insolvency; 2. because such indemnification is not permitted pursuant to the Organizational Document of an Insured Entity or Outside Entity; or Loss that no Registered Fund is able to indemnify to such Insured Person because the Registered Fund or series or portfolio of such Registered Fund has been closed, discontinued, liquidated or otherwise dissolved including circumstances where a Registered Fund, or series or portfolio of such Registered Fund that is liquidated, is not permitted by law to cross -indemnify such Insured Person. E. The definition of Professional Services Client is deleted and replaced with the following: Professional Services Client means: 1. a customer, client, or group of customers or clients; or 2. unaffiliated investment adviser or third party fund, that has received, or has been rendered Professional Services by an Insured. The definition of Registered Fund is deleted and replaced with the following: any investment company registered under the Investment Company Act of 1940: (a) created or sponsored by an Insured Entity as of the effective date of this Policy; (b) which is listed on the Schedule of Registered Funds attached to this policy or in the Application; or (c) that has been terminated, merged, sold or dissolved, including any series of portfolios of such investment company, but only for Wrongful Acts that occurred while such Registered Fund was sponsored or managed by the Insured Entity; or past, present, or future series of portfolios of any investment company described in 1(a) or (b) above; or any entity in which a Registered Fund has Management Control but only for Wrongful Acts that occurred while such Registered Fund was sponsored or managed by the Insured Entity, and such Registered Fund maintained Management Control over such entity. G. The definition of Responsible Person is deleted and replaced with the following: Responsible Person means the Chief Executive Officer, Chief Financial Officer, or In -House Counsel of the Named Insured, or Chairman of Registered Fund. H. The definition of Subsidiary is deleted and replaced with the following: Subsidiary means an entity in which an Insured Entity has Management Control directly or indirectly through one or more other Subsidiaries: 1. on or before the effective date of this Policy; 2. after the effective date of this Policy by reason or being created or acquired by an Insured Entity after such date, subject to paragraph 1.(a) in Section XI, Change of Control or Status of Insureds; or any entity described in 1. or 2. above as a debtor in possession under United States bankruptcy law or such similar law of any other country. Subsidiary does not include any Fund or Portfolio Company. CNA96738XX (3-22) Policy No: 652130249 Page 2 Endorsement No: 14 Continental Casualty Company Effective Date: 07/31/2024 Insured Name: Meeder Investment Management, Inc. © CNA All Rights Reserved.