|
by this Section may be delegated by the Trustee to any banre, insurance or
<br />trust company, o: airr investrnent advisor, manager of agent seiected by rt
<br />Sectron 22 Admmistrative Powers of the Trustee- The Trustee shall
<br />have the power in its discreUon
<br />(a) To purchase, or subscnbe for, any secunties or other properry
<br />and to retain the same in trust
<br />(b) To seil, exchange, convey, transfer or otherwise dispose of any
<br />secuniies or other properry held by t, by private ccntracP, or at
<br />public auction No person dealing with tne Trustee shall ne ba(ind
<br />to see the applicaUOn o( the purchase money or to inquire into the
<br />validity, expediency, or propnety of any Such sale or other
<br />dispositron.
<br />(c) To vote upon any stocks, bQnds, or other securities, to give
<br />generai or special proxies or powers of attomey with or without
<br />power of substituhon, to exercise any conversicn prrvifeges,
<br />subscription riyhts, or other options, anti to make any paymenis
<br />incidental thereto; to Oppose, Or iq Gon58nt to, or othe:rwise
<br />part,cipa;e in, corporate reorg:i nizations or other changes ef-
<br />fecting corporate secu!ities, and to delegate discretionary powers,
<br />and to piy any assessments or Charges rn conne,.t~On tharewith,
<br />and generally to exercise any of the powers of an owner v.itn
<br />rPspect to stocks, bonds, securihes or other property held as part
<br />of ttie Trust Funds.
<br />(d) To cause any securities or pther property held as part of the
<br />Trust Funds to be registered in its own name, and to hold any
<br />inveshnents in bearer 'orm, but the books 3nd records ot the
<br />Trustee shall at all timesshowthat all sucn investments are a part of
<br />the Trest Furds
<br />(e) To bofiow or raise money for the purpose of thL Trust n such
<br />amount, and upon such terms and condi;ions, as the?rustee shali
<br />deem advisahle, and, for any sum so borrowed to issue its
<br />promissory note as Trustee, and to secure the repayment thereot
<br />by piecfging all, or any part, ot tha 7rust Funds No person lending
<br />mcney to the Trustee shafl be Gound to Sep the appLcatiun the
<br />mon?y ient or to inquire ,nto its validity expediency or propneYy of
<br />any sui-!i borrow!ng.
<br />(f) To ~:eep such portion o` the Trust Funos ~n ~:ash or cash
<br />balances as the i rustee, from time to time, may c]eem tU be m the
<br />best int2rest of the Trust createU herehy w,thout Iiability tor
<br />interest thereon.
<br />(g) To accept and retain for such Ume as it may Oeern advisah!e 3ny
<br />secunhes or other property receiaed cr acquired by it as 1 rwtee
<br />hereunder, whether or not such securities or other pr(,pi rty tiaould
<br />normalry be purchased as investments hereunder
<br />ih) To mahe, exe~,.utcr :+cknowledye, and deliver any and all
<br />documenfs of transtar and conveyance and any and all other
<br />instruments that may be necessary or approjnnt3!e to carry out the
<br />ppwer5 herein yranted
<br />(1) To settle, cornpromise, er submit tc arbitrstton sny cl,3~ms.
<br />debts, or damages dL,ie or owing to or from the Trust Furds, to
<br />commence c, defend suits or legal or admir;strative proceedings,
<br />and to represent the Trus' Funds in all suits ard leyal and
<br />administrative proceed-ngs
<br />~j) To do all such ai;ts, take ait such proceedings, and exercise alf
<br />sucn nghts and privileges, althouyh not speciticaliy mentioned
<br />herein, as the Trustee may deem necessary to adminnsier tne TruSt
<br />Funds and to carry out the purposes of this Trust
<br />Sechon 2 3 Distribunons from the Trust Funds ThE: Employer he,eby
<br />zxppomts we T(ustee as its ai;ent for purp,~ses of selr,ctir,y fhe method by
<br />whic h distribuiions from tne Trust Funds are to t')t, m-7e as weli as tor
<br />purpOSi~S of making suCh d-,triCutionS In this regci'd ;he terms ard
<br />condit,ons set tort7 in thr• Ayreerierits !o h, ~~xFCUted hetween ihe
<br />Employer tind its Employers ind ioy subsequwnt mod&.:ations 1herBof,
<br />are to guide and contrcil the Trustee's power.
<br />Section 2 4 Vailuation of Trust Funds At least once a year as of
<br />VaIG.iation D:3tes designated by the Trustee, the Trustee shail determine
<br />the value of the Trust Funds Assets of the Trust Funds shall be valuod at
<br />thea market values at the close of busmess on the Valuation Date, or, inthe
<br />absence of rEadily ascertainable market values as the Trustee shall
<br />determme, m accordance with methods consistenUy followed and unf-
<br />formly applied
<br />ARTICLE III. For Protection of Trustae.
<br />SecUOn 3 1 Evidence of Action by Employer. The Trustee may rely
<br />upon any rertibcate, notice or direction purpoRing to have been signed on
<br />behali of the Ernpioyer which fie Trustee believes tc have been signed by a
<br />duly desiynated official of the Employer No communication shail be
<br />bindiry upon any of the Trust f=unds or Trustee until they are reCeived by
<br />!he Trustee
<br />Sec!!on ? Advice of Counsel ?he Trustee may Consutt with any
<br />Ieyai Louvsel with respect to ihc censiruction of this Agreement, its duties
<br />hereunder, or any,r i. wn~cn ~t proposes to take or omit, and shall not be
<br />hal ltr for ariy ucLr;n taH en or or,i tt~d m gocd f~aitMi pursuant to such advice.
<br />Section 3 3 tilisredl,ineous The Trustee shall use ordinary care and
<br />reason~bie dil~_7err_c>. but sh,,il not be liable for any mistake of judgment or
<br />other achon taken n yood tarth The Trustee shall not be liable for any loss
<br />susta!red by ;re Trust Funds by reason of any investment made in guod
<br />faith and ~n accordani:e with the orovisions of this Agreement.
<br />The Trustees duties and obhgations shall be lirnited to those expressly
<br />imposed -mo~i it by th~s Agreement, notwithstanding any reference of the
<br />Pian.
<br />ARTICLE IV. Taxes, Exponses and Compensation ot Tr48te*.
<br />Secti nn .1 1 TnAes The Tr ustee sha11 deduct From and charge against
<br />the Tr,ist Furds any taxes or. .he Trust Funtls or the inccme thereof or
<br />which the Tnistee is required to pay wrth respect to the interest of any
<br />F;ersoc th=~ ein
<br />~ection 4 2 E.pc~nses lhr- Trustee shall deduct froci ar,d charge
<br />aqainsttheTr istFurds,iIlreasonaoleexpensasmcurredbytheTrusteein
<br />tthe adm~n!str<it~o~~ of t'ie Tru;' Funds, includmg Counsel, ayency and t;±her
<br />necessc,ra reers
<br />ARTICL.E V. Settlement of Accounts. The Trustee shall keep ac
<br />curate and dei-!ilid acccunts of all investments, receipts, disbursements,
<br />and o',her trarsaChons hereunder
<br />Within ninety j901 days atter the close of eaCh fiscal year, the Trustee
<br />shall rFnder w dupiiciate to tYie Employer an account of its acts and
<br />uansartions as Trustee hereunder It any part ot tne i rust Fund shall be
<br />i111-,te<7 ~nr,wyn !ne' medium of any cummon, collacUVe or commingled
<br />Trust F und,,, thtr last annu.+l repurt of such TruJt Funds >hali be submitted
<br />with int] inccirpufaled in the account
<br />If within niriery (90j days atter ihe maihng of the account or any amended
<br />acccunt Iho~ Einployer has not tilc (I with the Trustee nOtic;r: of any objection
<br />t0 ;ny aci Or trr3n;aCtion Of the TruStee, the accOUnt or amended aCCOUM
<br />shall Lecome ;:n accvunt stated if any objection has been tiled. and if the
<br />F_mployer is saUShe•a that it should be withdrawn or d th,e aCCOUnt is
<br />,3dfiusted to !he EmpkryE r's sditisfacti,n. the Erriployer shall ir) w~nting fded
<br />w;tti the Trustee s,iyn;fy ;3pprov..il of the acrount and it shail bec?%;me an
<br />accouni ;t:~ted
<br />When ar, accou~1 becomes an accoont stated, such accoum shell be
<br />fin.aliy setUed ~ind ?tle Trustee shalk be comple!ely discharged and
<br />released as,ts~~chs~c.ocn'hadbeen ,ettl~;dand<',Iltiwedbyajudymt:ntor
<br />decree of a ourt u! , orn„t-tc!i1 p,n;drchcn in an achon or proceeding in
<br />whiCh Ihe Trustee :u-i(.1 the Employer were partieS
<br />The Trostee shail ti iv., thw r,ght to apGly at any time to a court of
<br />cornpelent ju .:dic;i~-,n for thc; JudIc1a1 settiement of its account
<br />ARTICLE VI. Resiynation and Remaval of Trustee.
<br />Uon r_; 1 ;1 ~~t ?rusfee Thv Trustee may resign at aray
<br />
|