Jacqueline Mitchell Family Foundation

THE FOUNDATION IS MAKING THE GRANT TO THE GRANTEE AS A CAPITAL ENDOWMENT GRANT, SO THAT THE FOUNDATION AND THE GRANTEE CAN PURSUE DIFFERING CHARITABLE OBJECTIVES IN ACCORDANCE WITH THE PREFERENCES OF THE DIFFERENT INDIVIDUALS GOVERNING EACH ENTITY. THE GRANT SHALL BE USED SOLELY TO SUPPORT ONE OR MORE CHARITABLE PURPOSES DESCRIBED IN SECTION 170(C)(2)(B) OF CODE, AS DETERMINED BY THE GRANTEE. ALL GRANT FUNDS SHALL BE HELD AND, UNTIL ALL GRANT FUNDS HAVE BEEN EXPENDED, CONTINUOUSLY MAINTAINED BY THE GRANTEE IN A SEPARATE CAPITAL ENDOWMENT FUND (THE "FUND"). THE FUND MAY, FOR INVESTMENT PURPOSES, BE COMMINGLED WITH OTHER ASSETS OF THE GRANTEE, BUT SHALL AT ALL TIMES BE SEPARATELY ACCOUNTED FOR AND ENTERED ON THE GRANTEE'S BOOKS AND RECORDS. THE GRANTEE SHALL APPROPRIATE SUCH PORTION OF THE PRINCIPAL OF THE FUND AND THE INCOME AND APPRECIATION DERIVED FROM THE INVESTMENT OF THE FUND AS IT DEEMS APPROPRIATE, TO BE USED SOLELY FOR THE CHARITABLE PURPOSES