Supercuts 2007 Annual Report Download - page 173

(e) Mutual Funds
The Sponsor hereby acknowledges that it has received from the Trustee a copy of the prospectus for each Mutual Fund selected by the Sponsor
as a Plan investment option. Trust investments in Mutual Funds shall be subject to the following limitations:
(i)
Execution of Purchases and Sales
Purchases and sales of Permissible Investments (other than for Exchanges) shall be made on the date on which the Trustee receives from
the Sponsor in good order all information and documentation necessary to accurately effect such purchases and sales (or in the case of a
purchase, the subsequent date on which the Trustee has received a wire transfer of funds necessary to make such purchase). Exchanges
of Permissible Investments shall be made on the same Business Day that the Trustee receives a proper direction if received before
market close (generally 4:00 p.m. eastern time); if the direction is received after market close (generally 4:00 p.m. eastern time), the
exchange shall be made the following Business Day.
(ii)
Voting
At the time of mailing of notice of each annual or special stockholder’
s meeting of any Mutual Fund, the Trustee shall send a copy of the
notice and all proxy solicitation materials to the Sponsor, together with a voting direction form for return to the Trustee or its designee.
The Trustee shall vote the shares held in the Trust in the manner as directed by the Sponsor. The Trustee shall not vote shares for which
it has received no corresponding directions from the Sponsor. The Sponsor shall also have the right to direct the Trustee as to the manner
in which all shareholder rights, other than the right to vote, shall be exercised. The Trustee shall have no duty to solicit directions from
the Sponsor.
(f) Trustee Powers
The Trustee shall have the following powers and authority:
(i)
Subject to paragraphs (b), (c) and (d) of this Section 5, to sell, exchange, convey, transfer, or otherwise dispose of any property held
in the Trust, by private contract or at public auction. No person dealing with the Trustee shall be bound to see to the application of the purchase
money or other property delivered to the Trustee or to inquire into the validity, expediency, or propriety of any such sale or other disposition.
(ii)
To cause any securities or other property held as part of the Trust to be registered in the Trustee’s own name, in the name of one or
more of its nominees, or in the Trustee’s account with the Depository Trust Company
of New York and to hold any investments in bearer form,
but the books and records of the Trustee shall at all times show that all such investments are part of the Trust.
(iii)
To keep that portion of the Trust in cash or cash balances as the Sponsor or Administrator may, from time to time, deem to be in the
best interest of the Trust.
(iv) To make, execute, acknowledge, and deliver any and all documents of transfer or conveyance and to carry out the powers herein
granted.
(v) To borrow funds from a bank or other financial institution not affiliated with the Trustee in order to provide sufficient liquidity to
process Plan transactions in a timely fashion, provided that the cost of borrowing shall be allocated in a reasonable fashion to the investment
fund(s) in need of liquidity.
(vi)
To settle, compromise, or submit to arbitration any claims, debts, or damages due to or arising from the T rust; to commence or
defend suits or legal or administrative proceedings; to represent the Trust in all suits and legal and administrative hearings; and to pay all
reasonable expenses arising from any such action, from the Trust if not paid by the Sponsor.
(vii)
To employ legal, accounting, clerical, and other assistance as may be required in carrying out the provisions of this Agreement and to
pay their reasonable expenses and compensation from the Trust if not paid by the Sponsor.
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