Professional Documents
Culture Documents
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DISCRETIONARY INVESTMENT MANAGEMENT AGREEMENT
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WIT N E SSE T H
Manager for the purpose of investing all or such part of the funds of
manage and invest such funds, and said Investment Manager is willing
to manage, and invest such funds pursuant to the terms of this
Agreement;
GOVERNMENT
EXHIBIT
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in-fact to invest and reinvest the assets received and deposited with
and agrees to supervise and direct the investment of the assets of the
Fund in accordance with (i) the written investment guidelines (the
Investment Manager by the Board and, (ii) the current funding policy
and method that have been established to carry out the objectives of
exchange, convert and otherwise trade in any stocks, bonds and other
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The Investment Manager further certifies that it 1S an
"Investment Manager lt as that term is defined in Section 3(38) of the
Act.
The Investment Manager further agrees to maintain such
therefrom.
3. The Investment Manager shall perform its duties hereunder
with the care, skill, prudence, and diligence, under the circumstances
then prevailing, that a prudent man acting in a like capacity and
familiar with such matters would use in the conduct of an enterprise
of a like character and with like aims, and shall diversify the
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Guidelines:
(a) To sell, exchange, convey, transfer, or otherwise
dispose of, any securities or property held by the custodian for
Manager:
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(b) To employ suitable agents and counsel, with written
'I approval of the Board (who may be agents or counsel for the Board),
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to pay their reasonable expenses and compensation;
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(c) To make, execute, acknOWledge and deliver any and all
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II documents of transfer and conveyance and any and all other instruments
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(d) To settle, compromise or submit to arbitration any
claims, debts or damages due or owing to or from the Investment
Account Assets, to commence or defend suits of legal or administrative
proceedings, and to represent the Investment Account Assets in all
performance of its duties, to the extent that such expenses would have
otherwise been incurred by the Fund for securities transactions and
related fees or charges in the absence of the appointment of said
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by any person designated by the Board. Copies of all relevant
such fiscal year or during the period from the close of the last
Investment Manager that (a) a true and complete copy of the Trust
Agreement shall be delivered to the Investment Manager upon request;
thereof; (d) a true and complete copy of the Plan promulgated by the
Trustees shall be delivered to the Investment Manager upon request;
(e) the Board constitutes all of the present Trustees of the Fund; and
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the Investment Account Assets which the Board may deem relevant. Any
such reports shall be made to the Board not later than forty-five (45)
days after the effective date thereof. The Investment Manager shall
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Schedule of Fees.
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I 11. In computing the market value of any investment of the
I Investment Account, each security listed on any National securities
Exchange shall be valued at the last sale price on the valuation date.
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I Listed stocks not traded on such date, and any unlisted stock
1 regularly traded in the over-the-counter market, shall be valued at
II the latest available bid price quotation furnished to the Investment
I Manager
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by such sources as may be deemed appropriate and reliable by
ninety (90) days' written notice to the Board. Fees paid in advance
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II the notice of termination, and any unearned portion thereof will be
I refunded to the Board. No assignment (as that term is defined in the
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accordance with the laws of the state of New York and the applicable
Federal Laws.
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f\ 15. This Agreement may be amended at any time by mutual written
created herein, effective the day and year first above written.
DATED: BY:
SECR:m'ARY
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Schedule of Fees
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DATED: BY:
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DATED: / _,'_';_' _ BY:
IEEN:NE'i'II II S:ENGER, "ICl;!; i?RESIIJEtTT
Ii ALBERT L. MERIC , JR., EXECUTIVE VICE PRES.
AGRMNT\SEWRIGHT.AGT
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INVESTMENT GUIDELINES TO BE FOLLOWED BY
(b) The Investment Manager may invest 100% of the Portfolio in fixed
income securities. No equity investments (i.e., common stock,
preferred stock, or securities convertible into such equity)
shall be undertaken by the Investment Manager.
(f) The Investment Manager may only invest in the following fixed
securities: bonds; notes; debentures; mortgages; obligations of
federal, state and foreign governments and agencies; certificates
of deposit; short term fixed income investment funds; commercial
paper; and cash.
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I (g) There shall be no percentage limitation upon investments in fixed
I income securities which are obligations of the U.S. Government,
II or obligations of any agencies and instrumentalities thereof.
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with the foregoing exception, no more than 5% of assets under the
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control of the Investment Manger shall be invested in securities
of any individual non-governmental or corporate entity as based
upon market value at the time when any investment is made.
DATED : By:
Chalrman
Secre-cary
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DATED: .' :_ .~ . By:
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Name (print) : Al bel:"t L . ' Mel:" i c . J r .
, AGRMNT\SEWRIGHT.AGT
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