Longleaf Partners Funds Individual Retirement Account (IRA)

Transcription

1 Logleaf Parters Fuds Idividual Retiremet Accout (IRA) Traditioal IRA SEP IRA Roth IRA Cotets Traditioal ad Roth IRA Combied Disclosure Statemet 2 Traditioal IRA Disclosure 5 Roth IRA Disclosure 11 Combied Disclosure Cotiued 16 Traditioal IRA Custodial Accout Agreemet 19 Roth IRA Custodial Accout Agreemet 27 Traditioal ad Roth IRA Applicatio ad Adoptio Agreemet Istructios 34 Privacy Notice 36 Refereces to the Custodia mea BNY Mello Ivestmet Servicig Trust Compay.

2 2 Logleaf Parters Fuds Traditioal ad Roth IRA Combied Disclosure Statemet The followig iformatio is the disclosure statemet required by federal tax regulatios. You should read this Disclosure Statemet, the Custodial Accout Agreemet ad the prospectuses for the mutual fuds i which your Idividual Retiremet Accout ( IRA ) cotributios will be ivested. The rules goverig IRAs are subject to chage. You should cosult Iteral Reveue the Service ( IRS ) Publicatio 590 or the IRS web site for updated rules ad requiremets. Importat Iformatio About U.S. Govermet Requiremets That May Affect Your Accout BNY Mello Ivestmet Servicig Trust Compay ( BNY Mello, we, or us ), provides custodial ad admiistrative services for your retiremet or savigs accout. As a result of this role, persos who ope a retiremet or savigs accout are cosidered customers of BNY Mello ( you or your ). To help the U.S. Govermet fight the fudig of terrorism ad moey lauderig activities, Federal law requires BNY Mello, as a fiacial istitutio, to obtai, verify, ad record iformatio that idetifies each perso who opes a accout. All accouts we ope are opeed o a coditioal basis coditioed o our ability to verify your idetity i accordace with Federal law. Whe establishig a accout, you are required to provide your full legal ame, address, govermet issued idetificatio umber (e.g. social security umber), date of birth, ad other iformatio withi your accout-opeig applicatio that will allow us to idetify you. We may also request a copy of your driver s licese or other idetifyig documets ad may cosult third-party databases to help verify your idetity. If the accout you are opeig will be registered i the ame of a beeficiary, trust, or estate or charity, we may require additioal idetifyig documetatio. If you fail to provide ay requested idetifyig iformatio or documetatio whe opeig your accout, your ew accout applicatio may be rejected. If we ope your accout, ad you subsequetly fail to provide all idetificatio materials we request or if we are subsequetly uable to adequately verify your idetity as required by U.S. Govermet regulatios, we reserve the right to take ay oe or more of the followig actios: We may place restrictios o your accout which block all purchase trasactios ad we may place additioal restrictios o your accout blockig other trasactioal activities if we determie such additioal restrictios are appropriate uder Federal law or regulatio. We may close your accout, sell (i.e., liquidate ) the assets i your accout i the prevailig market at the time, ad sed you a check represetig the cash proceeds of your accout. This distributio will be reported to the Iteral Reveue Service ad may result i ufavorable cosequeces to you uder Federal ad state tax laws. You May Icur Losses. Despite beig opeed as a coditioal accout, your accout will be ivested as you istruct ad you will be subject to all market risks durig the period betwee accout opeig ad ay liquidatio ecessitated by your failure to furish requested idetifyig iformatio or by a iability to adequately verify your idetity. You may also be subject to additioal market risks if the additioal trasactioal restrictios discussed above are placed o your accout. I additio, the closig of your accout may subject you to fees ad charges imposed by a sposor, issuer, depository or other perso or etity associated with oe or more of the assets i which you are

3 Idividual Retiremet Accout (IRA) 3 cotiued ivested, ad ay sales charges you may have paid i coectio with your purchases will ot be refuded. You Assume All Resposibility For These Losses. BNY Mello expressly disclaims ay resposibility or liability for losses you icur as a result of your failure to furish idetificatio materials we request, icludig ivestmet losses ad ay other loss or damage (icludig but ot limited to lost opportuities ad adverse tax cosequeces). If you proceed with the accout opeig process, you accept all risks of loss resultig from ay failure of yours to furish the idetificatio materials we request or from a subsequet iability to adequately verify your idetity i accordace with Federal law or regulatio. State Uclaimed Property Law Disclosure The assets i your custodial accout are subject to state uclaimed property laws which provide that if o activity occurs i your accout withi the time period specified by the particular state law, your assets must be trasferred to the appropriate state. We are required by law to advise you that your assets may be trasferred to a appropriate state i compliace with these state laws. Revocatio of Your IRA You have the right to revoke your IRA ad receive the etire amout of your iitial ivestmet by otifyig the Custodia i writig withi seve (7) days of establishig your IRA (accout ope date). If you revoke your IRA withi seve days, you are etitled to a retur of the etire amout cotributed, without adjustmet for such items as sales commissios, admiistrative expeses, or fluctuatios i market value. If you decide to revoke your IRA, otice should be delivered or mailed to the address listed i the applicatio istructios. This otice should be siged by you ad iclude the followig: 1. The date. 2. A statemet that you elect to revoke your IRA. 3. Your IRA accout umber. 4. The date your IRA was established. 5. Your sigature ad your ame prited or typed. Mailed otice will be deemed give o the date that it is postmarked, if it is properly addressed ad deposited either i the Uited States mail, first class postage prepaid, or with a IRS approved overight service. This meas that whe you mail your otice, it must be postmarked o or before the seveth day after your IRA was opeed. A revoked IRA will be reported to the IRS ad the Depositor o IRS Forms 1099-R ad Cotributios For 2010 ad 2011, the maximum allowable cotributio to your idividual retiremet accouts (deductible, o-deductible, ad Roth) for each tax year is the lesser of (a) $5,000 or (b) 100% of your compesatio or earigs from self-employmet. Age 50 or above catch-up cotributios For those who have attaied the age of 50 before the close of the taxable year, the aual IRA cotributio limit is icreased by $1,000 (for 2010 ad 2011). For tax years after 2011, the above limits may be subject to Iteral Reveue Service ( IRS ) cost-of-livig adjustmets, if ay. Please read the Traditioal ad Roth Idividual Retiremet Accout (IRA) Combied Disclosure Statemet carefully or cosult IRS Publicatio 590 or a qualified tax professioal for more iformatio about eligibility requiremets ad cotributio restrictios.

4 4 Logleaf Parters Fuds Traditioal ad Roth IRA Combied Disclosure Statemet Makig a IRA cotributio o behalf of your spouse If you have eared compesatio, are married ad file a joit federal icome tax retur, you may make a IRA cotributio o behalf of your workig or oworkig spouse. The total aual cotributio limit for both IRAs may ot exceed the lesser of the combied compesatio of both spouses or the aual IRA cotributio limits as set forth by the IRS. Cotributios made o behalf of a spouse must be made to a separate IRA accout established by your spouse. More iformatio about eligibility requiremets ad cotributio restrictios ca be foud i IRS Publicatio 590. Ay cotributio made to your IRA will be treated as a cotributio for the year it is received, uless the cotributio is made betwee Jauary 1 ad the April 15th postmark deadlie ad you have idetified the cotributio as a prior year cotributio. Traditioal IRA Cotributio Restrictio You caot make cotributios to your traditioal IRA for ay taxable year after you attai age 70½. Roth IRA Cotributio Cotributios ca cotiue to be made to a Roth IRA after you attai age 70½ as log as the requiremets of eared icome are met. Descriptio of Available Optios for Your Cotributios The assets i your custodial accout will be ivested i accordace with istructios commuicated by you (or followig your death, by your beeficiary) or by your (or followig your death, your beeficiary s) authorized aget. Accout cotributios may be ivested i shares of oe or more mutual fuds made available to you i coectio with this IRA accout (the Mutual Fuds ), or i other ivestmets that are eligible for ivestmet uder sectio 408(a) of the Iteral Reveue Code ad that are acceptable to the Custodia as ivestmets uder the Idividual Retiremet Accout (IRA) Applicatio ad Adoptio Agreemet. Mutual Fud Ivestmets A ivestmet i ay of the Mutual Fuds ivolves ivestmet risks, icludig possible loss of pricipal. I additio, growth i the value of your Mutual Fuds is either guarateed or protected due to the characteristics of a mutual fud ivestmet. Detailed iformatio about the shares of each Mutual Fud available to you for ivestmet of your IRA cotributios must be furished to you i the form of a prospectus. The method for computig ad allocatig aual earigs is set forth i the prospectus. (See the sectio of each prospectus etitled Divideds. ) The prospectus also sets forth the costs ad expeses you icur by beig ivested i a particular Mutual Fud; such costs ad expeses reduce ay yield you might obtai from the Mutual Fuds. (See the sectio of the prospectus etitled Expese Table ad the sectios referred to therei.) For further iformatio regardig expeses, earigs, ad distributios of a particular Mutual Fud, see that Mutual Fud s fiacial statemets, prospectus ad/or statemet of additioal iformatio. Should the Mutual Fud you are ivested i close, ad the prospectus for said fud does ot specify a successor fud, your shares of said fud will be liquidated ad the proceeds will be used to purchase shares of a moey market fud, if available. Fees ad Charges There is a aual custodial maiteace fee for each IRA accout as set forth o the Applicatio. The Custodia may also charge a service fee i coectio with ay distributio from your IRA.

5 Idividual Retiremet Accout (IRA) 5 Traditioal IRA Disclosure You have opeed a Idividual Retiremet Accout (IRA), which is a traditioal or SEP IRA for the exclusive beefit of you ad your beeficiaries, created by a writte istrumet (the Custodial Accout Agreemet). The followig requiremets apply to your IRA: 1. Cotributios, trasfers ad rollovers may be made oly i cash by check, draft, or other form acceptable to the Custodia. 2. The Custodia must be a bak, trust compay, savigs ad loa associatio, credit uio or a perso who is approved to act i such capacity by the Secretary of the Treasury. 3. No part may be ivested i life isurace cotracts. 4. Your iterest must be oforfeitable. 5. The assets of the custodial accout may ot be mixed with other property except i a commo ivestmet fud. 6. You must begi receivig distributios from your accout o later tha April 1 of the year followig the year i which you attai age 70½; ad distributios must be completed over a period that is ot loger tha the joit life expectacy of you ad your beeficiary. Traditioal IRA Eligibility You are permitted to make a regular cotributio to your traditioal IRA for ay taxable year prior to the taxable year you attai age 70½, if you receive compesatio for such taxable year. Compesatio icludes salaries, wages, tips, commissios, bouses, alimoy, royalties from creative efforts ad eared icome i the case of self-employmet. The amout which is deductible depeds upo whether or ot you are a active participat i a retiremet pla maitaied by your employer; your modified adjusted gross icome; your marital status; ad your tax filig status. Traditioal IRA Icome Tax Deductio Your cotributio to a traditioal IRA may be deductible o your federal icome tax retur. However, there is a phase-out of the IRA deductio if you are a active participat i a employer-sposored retiremet pla. The IRA deductio is reduced proportioately as adjusted gross icome icreases. Adjusted gross icome levels are subject to chage each year. Please cosult IRS Publicatio 590 for calculatig your deductible cotributio as it pertais to idividual icome ad employer-sposored retiremet pla circumstaces. Your cotributios i excess of the permitted deductio will be cosidered o-deductible cotributios. A deductible IRA cotributio ca be made to your spouse s IRA eve if you are a active participat i a employer-sposored retiremet pla, if your joit adjusted gross icome for the tax year does ot exceed the limits as set forth by the IRS. The IRA deductio is reduced proportioally as your joit adjusted gross icome icreases. Please refer to IRS Publicatio 590 for curret year phase-out limits. Traditioal IRA Taxatio ad Rollovers The icome of your IRA is ot taxed util the moey is distributed to you. Distributios are taxable as ordiary icome whe received, except the amout of ay distributio represetig o-deducted cotributios or the retur of a excess cotributio is ot taxed. I geeral, you may rollover a distributio from aother IRA, a eligible rollover distributio from your employer s qualified pla, or distributios from certai tax deferred auities or accouts. If a distributio is rolled over (i.e. deposited i your IRA withi 60 caledar days of the date of receipt), the amout rolled over is ot taxable. The IRS strictly eforces

6 6 Logleaf Parters Fuds Traditioal IRA Disclosure the 60-day time limit. You may rollover a portio of a distributio i which case the remaider will be subject to tax. The IRS requires 20% of ay distributio from your employer s qualified pla to be withheld for federal icome tax uless your distributio is trasferred (as a direct rollover) to a eligible retiremet pla such as aother qualified pla or IRA. If you make a tax-free rollover of ay part of a distributio from a traditioal IRA, you caot, withi a 1-year period, make a tax-free rollover of ay later distributio from that same traditioal IRA. You also caot make a tax-free rollover of ay amout distributed, withi the same 1-year period, from the traditioal IRA ito which you made the tax-free rollover. Please cosult IRS Publicatio 590 for more iformatio pertaiig to rollover cotributios. Note The rules regardig tax-free rollovers are complex ad subject to frequet chage; you should cosult a professioal tax advisor if you are cosiderig a rollover. Covertig to a Roth IRA See Importat Chages to Roth Coversios Effective Jauary 1, 2010 You may also covert all or a portio of your traditioal, SEP or SIMPLE (after the required two year holdig period) IRA to a Roth IRA if your adjusted gross icome (joit or idividual) does ot exceed $100,000 for the tax year, uless you are married ad file a separate retur. (If you are a married idividual, filig a separate retur, ad have lived apart from your spouse for the etire year, you may be eligible to be treated as a sigle payer.) A coversio is a type of distributio ad is ot tax-free. You may ot covert ay portio of a required miimum distributio (RMD). Distributios are taxable as ordiary icome whe received, except the amout of ay distributio represetig the retur of o-deducted cotributios is ot taxed. The 10% pealty tax o early distributios does ot apply to coversio amouts uless a amout attributable to a coversio is distributed from the Roth IRA prior to five years from the date of the coversio. Your traditioal IRA may be coverted to a Roth IRA by meas of a i-house direct trasfer (withi the same fiacial istitutio) or as a direct trasfer betwee two differet fiacial istitutios. A coversio is reported as a distributio from your traditioal IRA (IRS Form 1099-R) ad a coversio cotributio to your Roth IRA (IRS Form 5498). The rules regardig coversios to Roth IRAs are complex ad you should cosult a professioal tax advisor prior to a coversio. Importat Chages to Roth Coversios Effective Jauary 1, 2010 Begiig i 2010, there are o eligibility requiremets for covertig a traditioal, SEP or SIMPLE (after the required two year holdig period) IRA ito a Roth IRA uder the Tax Icrease Prevetio ad Recociliatio Act of 2006 ( TIPRA ). You should cosult your tax advisor or the IRS web site regardig special taxatio rules that will apply to coversios occurrig i Begiig i 2010, idividuals are permitted to rollover amouts from a eligible retiremet pla ad covert them to a Roth IRA uder The Worker, Retiree, ad Employer Recovery Act of 2008 ( WRERA ) regardless of their modified adjusted gross icome or filig status. Recharacterizatio of a Roth IRA Coversio Correctio Process You may correct a coversio made i error by recharacterizig the coversio. A coversio is recharacterized by trasferrig the coversio amout

7 Idividual Retiremet Accout (IRA) 7 cotiued plus allocable earigs back to a traditioal IRA. The correctio must take place prior to the due date, icludig extesios, for filig your federal icome tax retur for the tax year i which the coversio was origially made. A recharacterized coversio may be coverted back to a Roth IRA, however limitatios may apply. Assets that have bee recharacterized back to a traditioal IRA caot be recoverted to a Roth IRA i the same tax year or withi thirty days of the recharacterizatio. A recharacterized coversio is reported as a distributio from the Roth IRA (IRS Form 1099-R) ad a recharacterizatio cotributio to the traditioal IRA (IRS Form 5498) for the tax year i which the recharacterizatio occurs. The rules regardig recharacterizatio are complex ad you should cosult a professioal tax advisor prior to ay recharacterizatio or recoversio. A recharacterizatio form is available from the Custodia ad should be used for all recharacterizatio requests. Recharacterizig Traditioal IRA Cotributios If you are eligible to cotribute to a Roth IRA, all or part of a cotributio you make to your traditioal IRA, alog with allocable earigs or losses, may be recharacterized ad treated as if made to your Roth IRA o the date the cotributio was origially made to your traditioal IRA. Recharacterizatio of a cotributio is irrevocable ad must be completed o or before the due date, icludig extesios, for filig your federal icome tax retur for the tax year for which the cotributio was origially made. Please refer to IRS Publicatio 590 for more iformatio. A recharacterized cotributio is reported as a distributio from the first IRA (IRS Form 1099-R) ad a recharacterizatio cotributio to the secod IRA (IRS Form 5498) for the tax year i which the recharacterizatio occurs. The rules regardig recharacterizatio are complex ad you should cosult a professioal tax advisor prior to ay recharacterizatio. A recharacterizatio form is available from the Custodia ad should be used for all recharacterizatio requests. Excess Cotributios Amouts cotributed to your traditioal IRA i excess of the allowable limit will be subject to a o-deductible excise tax of 6% for each year util the excess is used up (as a allowable cotributio i a subsequet year) or retured to you. The 6% excise tax will ot apply if the excess cotributio ad earigs allocable to it are distributed by your federal icome tax retur due date, icludig extesios. If such a distributio is made, oly the earigs are cosidered taxable icome for the tax year i which the excess was cotributed to the IRA. The retur of earigs may also be subject to the 10% pealty tax o early distributios discussed i the sectio titled Early Distributios from a Traditioal IRA. If you make a excess cotributio to your IRA ad it is ot corrected o a timely basis, a excise tax of 6% is imposed o the excess amout. This tax will apply each year to ay part or all of the excess that remais i your accout. Earigs will be removed with the excess cotributio, if corrected before your federal icome tax retur due date (icludig extesios), pursuat to Iteral Reveue Code Sectio 408(d)(4) ad IRS Publicatio 590. The IRS may impose a 10% early distributio pealty o the earigs if you are uder age 59½. A IRS Form 1099-R will be issued for the year i which the distributio occurred, ot the year i which the excess cotributio was made. Cosult IRS Publicatio 590 for more iformatio pertaiig to excess cotributios. If you are subject to a federal pealty tax due to a excess cotributio, you must file IRS Form For the purpose of the excess cotributio, we will calculate the et icome attributable to that

8 8 Logleaf Parters Fuds Traditioal IRA Disclosure cotributio (Net Icome Attributable or NIA ) usig the method provided for i the IRS Fial Regulatios for Earigs Calculatio for Retured or Recharacterized Cotributios. This method calculates the NIA based o the actual earigs ad losses of the IRA durig the time it held the excess cotributio. Please ote that a egative NIA is permitted ad, if applicable, will be deducted from the amout of the excess cotributio. Excess cotributios (plus or mius the NIA) that are distributed by your federal icome tax retur due date (icludig extesios) will be cosidered corrected, thus avoidig a excess cotributio pealty. Early Distributios from a Traditioal IRA Your receipt or use of ay portio of your accout (excludig ay amout represetig a retur of o-deducted cotributios) before you attai age 59½ is cosidered a early or premature distributio. The distributio is subject to a pealty tax equal to 10% of the distributio uless oe of the followig exceptios applies to the distributio: 1. due to your death, or 2. made because you are disabled, or 3. used specifically for deductible medical expeses which exceed 7.5% of your adjusted gross icome, or 4. used for health isurace cost due to your uemploymet, or 5. used for higher educatio expeses defied i sectio 529(e)(3) of the Iteral Reveue Code, or 6. used toward the expeses of a first time home purchase up to a lifetime limit of $10,000, or 7. part of a scheduled series of substatially equal periodic paymets over your life, or over the joit life expectacy of you ad a beeficiary. If you request a distributio i the form of a series of substatially equal periodic paymets, ad you modify the paymets before 5 years have elapsed ad before attaiig age 59½, the pealty tax will apply retroactively to the year paymets bega through the year of such modificatio, or 8. required because of a IRS levy, or 9. the distributio is a Qualified Reservist Distributio. The 10% pealty tax is i additio to ay federal icome tax that is owed at distributio. For more iformatio o the 10% pealty tax ad the exceptios listed above, cosult IRS Publicatio 590. If you are subject to a federal pealty tax due to a premature distributio, you must file IRS Form Required Distributios from a Traditioal IRA You are required to begi receivig miimum distributios from your IRA by your required begiig date (April 1 of the year followig the year you attai age 70½). The year you attai age 70½ is referred to as your first distributio caledar year. Your required miimum distributio for each year, begiig with the caledar year you attai age 70½, is geerally based upo the value of your accout at the ed of the prior year divided by the factor for your age (derived from the IRS Uiform Lifetime Distributio Period Table). This table assumes you have a desigated spouse beeficiary exactly 10 years youger tha you. However, if your spouse is your sole beeficiary ad is more tha 10 years youger tha you, your required miimum distributio for each year is based upo the joit life expectacies of you ad your spouse. The accout balace that is used to determie each year s required miimum distributio amout is the prior year ed fair market value (value as of December 31st), adjusted for outstadig rollovers, trasfers ad recharacterizatios (that relate to a coversio or failed coversio made i the prior

9 Idividual Retiremet Accout (IRA) 9 cotiued year). You are resposible for otifyig the Custodia of ay outstadig amouts. If the amout distributed durig a taxable year is less tha the miimum amout required to be distributed, you will be subject to a pealty tax equal to 50% of the differece betwee the amout distributed ad the amout required to be distributed. You are resposible for moitorig this schedule from year to year to make sure that you are withdrawig the required miimum amout. If you are subject to a federal pealty tax due to a missed required miimum distributio, you must file IRS Form However, o paymet will be made from this IRA util you provide the Custodia with a proper distributio request acceptable by the Custodia. Upo receipt of such distributio request, you may switch to a joit life expectacy i determiig the required miimum distributio if your spouse was your sole beeficiary, as of the Jauary 1st of the caledar year that cotais your required begiig date, ad such spouse is more tha 10 years youger tha you. The required miimum distributio for the secod distributio caledar year ad for each subsequet distributio caledar year must be made by December 31 of each such year. A required miimum distributio electio form is available from the Custodia. Traditioal IRA Distributios Due to Death If, prior to your death, you have ot started to take your required distributios ad you properly desigated a beeficiary(ies), the etire value of your IRA must be distributed to your beeficiaries withi five years after your death, uless the desigated beeficiary elects i writig, o later tha September 30th of the year followig the year i which you die, to take distributios over their life expectacy. These distributios must commece o later tha December 31st of the caledar year followig the caledar year of your death. However, if your spouse is your sole beeficiary, these distributios are ot required to commece util the December 31st of the caledar year you would have attaied age 70½, if that date is later tha the required commecemet date i the previous setece. If you die before your required begiig date ad you do ot have a desigated beeficiary, the balace i your IRA must be distributed o later tha the December 31st of the caledar year that cotais the fifth aiversary of your death. If you die o or after your required begiig date ad you have a desigated beeficiary, the balace i your IRA will be distributed to your beeficiary over the beeficiary s sigle life expectacy. These distributios must commece o later tha December 31st of the caledar year followig the caledar year of your death. If you die o or after your required begiig date ad you do ot have a desigated beeficiary, the balace i your IRA must be distributed over a period that does ot exceed your remaiig sigle life expectacy determied i the year of your death. However, the required miimum distributio for the caledar year that cotais the date of your death is still required to be distributed. Such amout is determied as if you were still alive throughout that year. If your spouse is your sole beeficiary, your spouse may elect to treat your IRA as their ow IRA, whether you die before or after your required begiig date. If you die after your required begiig date ad your spouse elects to treat your IRA as his or her ow IRA, ay required miimum that has ot bee distributed for the year of your death must still be distributed to your survivig spouse ad the the remaiig balace ca be treated as your spouse s ow IRA. After your death, your desigated beeficiary may ame a

10 10 Logleaf Parters Fuds Traditioal IRA Disclosure subsequet beeficiary. Ay subsequet beeficiaries must take distributios at least as frequetly as the origial desigated beeficiary. If you do ot properly desigate a beeficiary, or all desigated beeficiaries have predeceased you, your spouse shall become the beeficiary or, if o survivig spouse or umarried, the distributio will be made to your estate. Cosult IRS Publicatio 590 for a complete discussio of rules goverig distributios due to death. Per Stirpes Desigatios The Custodia shall accept as complete ad accurate all writte istructios provided i good order by the estate/executor with regard to the idetificatio of your beeficiaries ad the allocatios thereto. Traditioal IRA IRS Approved Form Your traditioal IRA is the Iteral Reveue Service s model custodial accout cotaied i IRS Form 5305-A. Certai additios have bee made i Article VIII of the form. By followig the form, your traditioal IRA meets the requiremets of the Iteral Reveue Code. However, the IRS has ot edorsed the merits of the ivestmets allowed uder the IRA. Form 5305-A may also be used by qualifyig employers i cojuctio with Form 5305-SEP to establish a Simplified Employee Pesio pla (SEP) o behalf of employees. If your IRA is part of a SEP, details regardig the pla should also be provided by your employer. IRS Form 5305-A caot be used i coectio with SIMPLE or Roth IRAs or Coverdell Educatio Savigs Accouts.

11 Idividual Retiremet Accout (IRA) 11 Roth IRA Disclosure You have opeed a Roth Idividual Retiremet Accout (Roth IRA), which is a accout for the exclusive beefit of you ad your beeficiaries, created by a writte istrumet (the Custodial Accout Agreemet). The followig requiremets apply to your Roth IRA: 1. Cotributios, trasfers ad rollovers may be made oly i cash by check, draft, or other form acceptable to the Custodia. 2. The Custodia must be a bak, trust compay, savigs ad loa associatio, credit uio or a perso who is approved to act i such capacity by the Secretary of the Treasury. 3. No part may be ivested i life isurace cotracts. 4. Your iterest must be oforfeitable. 5. The assets of the custodial accout may ot be mixed with other property except i a commo ivestmet fud. 6. There is o age limit o cotributios as log as you have eared icome. 7. Your adjusted gross icome must be withi the eligibility limits (see IRS Publicatio 590 for curret year limits). 8. There are o madatory withdrawals durig your lifetime. Roth IRA Eligibility You are permitted to make a regular cotributio to your Roth IRA for ay taxable year if you receive compesatio for such taxable year. Compesatio icludes salaries, wages, tips, commissios, bouses, alimoy, royalties from creative efforts ad eared icome i the case of self-employmet. Cotributios ca cotiue to be made to a Roth IRA after you attai age 70½ as log as the requiremets of eared icome are met. There is a phase-out of eligibility to make a Roth IRA cotributio if your adjusted gross icome is betwee certai levels. These limits may be adjusted from time to time by the Iteral Reveue Service, please refer to IRS Publicatio 590 for curret year limits. Roth IRA Icome Tax Deductio Your cotributio to a Roth IRA is ot deductible o your federal icome tax retur. Roth IRA Rollovers If a Roth IRA distributio is rolled over (i.e. deposited ito aother Roth IRA withi 60 caledar days of the date of receipt), the amout rolled over is ot taxable. The IRS strictly eforces the 60-day time limit. Rollovers from a Roth IRA to a Coverdell ESA, traditioal, SEP or SIMPLE IRA are ot permitted. If you make a tax-free rollover of ay part of a distributio from a Roth IRA, you caot, withi a 1-year period, make a tax-free rollover of ay later distributio from that same Roth IRA. You also caot make a tax-free rollover of ay amout distributed, withi the same 1-year period, from the Roth IRA ito which you made the tax-free rollover. Rollover from a Desigated Roth Cotributio Accout Uder a Employer-Sposored Pla Ito a Roth IRA Amouts attributable to a participat s desigated Roth cotributio accout uder a employer s 401(k) pla or 403(b) pla are eligible to roll over ito a Roth IRA as either a direct rollover or a 60-day rollover. Oce the amout is rolled over to a Roth IRA it may ot be rolled back to a employer s pla. The rules regardig desigated Roth rollovers to Roth IRAs are complex ad you should cosult IRS Publicatio 590 or a tax advisor prior to iitiatig a desigated Roth rollover.

12 12 Logleaf Parters Fuds Roth IRA Disclosure Military Death Gratuities ad Service Members Group Life Isurace (SGLI) Paymet Rollovers If you received a military death gratuity or SGLI paymet, you may cotribute all or part of the amout received to your Roth IRA or to a Coverdell Educatio Savigs Accout (Coverdell ESA). The cotributio is treated as a rollover, except that this type of rollover does ot cout whe figurig the aual limit o the umber of rollovers allowed. The amout you ca cotribute to a Roth IRA or Coverdell ESA uder this provisio caot exceed the total amout of such paymets that you received because of the death of a perso reduced by ay part of the amout so received that you have already cotributed to a Roth IRA or Coverdell ESA. Roth Coversios See Importat Chages To Roth Coversios Effective Jauary 1, 2010 You may covert a traditioal, SEP, or SIMPLE (after the required two year holdig period) IRA ito a Roth IRA if your AGI (sigle or joit) does ot exceed $100,000 for the tax year uless you are married ad file separately. (If you are a married idividual, filig a separate retur, ad have lived apart from your spouse for the etire year, you may be eligible to be treated as a sigle taxpayer.) For purposes of the coversio, either the coversio amout or the amout of ay required miimum distributio from your traditioal IRA is icluded i the AGI limit of $100,000. If a distributio is coverted from a traditioal IRA ad is deposited to your Roth IRA withi 60 caledar days of receipt, the amout of the coversio distributio will be taxed as ordiary icome, except the amout of ay distributio from the traditioal IRA which represets the retur of o-deductible cotributios is ot taxed. The IRS eforces the 60-day time limit strictly. You may ot covert ay portio of a required miimum distributio (RMD). The 10% pealty for distributios uder age 59½ will ot apply to the amout coverted if held i your Roth IRA for at least five years ad certai other criteria are met. See the sectio titled Taxatio of Roth IRA Distributios. Your traditioal IRA may be coverted to a Roth IRA by meas of a i-house direct trasfer (withi the same fiacial istitutio) or as a direct trasfer betwee two differet fiacial istitutios. A coversio is reported as a distributio from your traditioal IRA (IRS Form 1099-R) ad a coversio cotributio to your Roth IRA (IRS Form 5498). The rules regardig coversios to Roth IRAs are complex ad you should cosult a professioal tax advisor prior to a coversio. Importat Chages to Roth Coversios Effective Jauary 1, 2010 Begiig i 2010, there are o eligibility requiremets for covertig a traditioal, SEP or SIMPLE (after the required two year holdig period) IRA ito a Roth IRA uder the Tax Icrease Prevetio ad Recociliatio Act of 2006 ( TIPRA ). You should cosult your tax advisor or the IRS web site regardig special taxatio rules that will apply to coversios occurrig i Begiig i 2010, idividuals are permitted to rollover amouts from a eligible retiremet pla ad covert them to a Roth IRA uder The Worker, Retiree, ad Employer Recovery Act of 2008 ( WRERA ) regardless of their modified adjusted gross icome or filig status.

13 Idividual Retiremet Accout (IRA) 13 cotiued Employer-Sposored Pla Coversios to a Roth IRA Begiig i 2008, coversio rollovers from employer-sposored plas, such as qualified plas ad 403(b) plas, to a Roth IRA are permitted. Recharacterizatio of a Coversio Correctio Process You may correct a coversio made i error by recharacterizig the coversio. A coversio is recharacterized by movig the coversio amout, plus allocable earigs, back to a traditioal IRA. The correctio must take place prior to the due date, icludig extesios, for filig your federal icome tax retur for the tax year i which the coversio was origially made. A recharacterized coversio may be coverted back to a Roth IRA, however limitatios may apply. Assets that have bee recharacterized back to a traditioal IRA caot be recoverted to a Roth IRA i the same tax year or withi thirty days of the recharacterizatio. A recharacterized coversio is reported as a distributio from the Roth IRA (IRS Form 1099-R) ad a recharacterizatio cotributio to the traditioal IRA (IRS Form 5498) for the tax year i which the recharacterizatio occurs. The rules regardig recharacterizatio are complex ad you should cosult a professioal tax advisor prior to ay recharacterizatio or recoversio. A recharacterizatio form is available from the Custodia ad should be used for all recharacterizatio or recoversio requests. Recharacterizig a Roth IRA Cotributio All or part of a cotributio you make to your Roth IRA, alog with ay allocable earigs or losses, maybe recharacterized ad treated as if made to your traditioal IRA o the date the cotributio was origially made to your Roth IRA. All or part of a cotributio you make to your traditioal IRA may be recharacterized ad treated as if made to your Roth IRA o the date the cotributio was origially made to your traditioal IRA. Recharacterizatio of a cotributio is irrevocable ad must be completed o or before the due date, icludig extesios, for filig your federal icome tax retur for the tax year for which the cotributio was origially made. Please refer to IRS Publicatio 590 for more iformatio. A recharacterized cotributio is reported as a distributio from the first IRA (IRS Form 1099-R) ad a recharacterizatio cotributio to the secod IRA (IRS Form 5498) for the tax year i which the recharacterizatio occurs. The rules regardig recharacterizatio are complex ad you should cosult a professioal tax advisor prior to ay recharacterizatio. A recharacterizatio form is available from the Custodia ad should be used for all recharacterizatio requests. Excess Cotributios Amouts cotributed to your Roth IRA i excess of the allowable limit will be subject to a o-deductible excise tax of 6% for each year util the excess is used up (as a allowable cotributio i a subsequet year) or retured to you. The 6% excise tax o excess cotributios will ot apply if the excess cotributio ad earigs allocable to it are distributed by your federal icome tax retur due date, icludig extesios. If such a distributio is made, oly the earigs are cosidered taxable icome for the tax year i which the excess was cotributed to the IRA. The retur of earigs may also be subject to the 10% pealty tax o early distributios. A IRS Form 1099-R will be issued for the year i which the distributio occurred, ot the year i which the excess cotributio was made. Cosult IRS Publicatio 590 for more iformatio pertaiig to excess cotributios. If you make

14 14 Logleaf Parters Fuds Roth IRA Disclosure a excess cotributio to your Roth IRA ad it is ot corrected o a timely basis, a excise tax of 6% is imposed o the excess amout. This tax will apply each year to ay part or all of the excess that remais i your accout. Earigs will be removed with the excess cotributio if corrected before your federal icome tax retur due date (icludig extesios), pursuat to Iteral Reveue Code Sectio 408(d)(4) ad IRS Publicatio 590. The IRS may impose a 10% early distributio pealty o the earigs if you are uder age 59½. If you are subject to a federal pealty tax due to a excess cotributio, you must file IRS Form For the purpose of the excess cotributio, we will calculate the et icome attributable to that cotributio (Net Icome Attributable or NIA ) usig the method provided for i the IRS Fial Regulatios for Earigs Calculatio for Retured or Recharacterized Cotributios. This method calculates the NIA based o the actual earigs ad losses of the Roth IRA durig the time it held the excess cotributio. Please ote that a egative NIA is permitted ad, if applicable, will be deducted from the amout of the excess cotributio. Excess cotributios (plus or mius the NIA) that are distributed by your federal icome tax retur due date (plus extesios) will be cosidered corrected, thus avoidig a excess cotributio pealty. Taxatio of Roth IRA Distributios Ay distributio, or portio of ay distributio, which cosists of the retur of cotributios you made to your Roth IRA is ot subject to federal icome tax. For federal icome tax purposes, cotributios are presumed to be withdraw first, the coversio cotributios, the earigs. Qualified Distributio The earigs o your cotributios will ot be subject to federal icome tax or pealty if the assets beig withdraw have bee i your Roth IRA for at least five (5) years (from the first taxable year i which your iitial cotributio, icludig rollover or coversio cotributio, was made to the Roth IRA) i additio to ay oe of the followig: 1. you have attaied age 59½, or 2. used toward the expeses of a first time home purchase up to a lifetime limit of $10,000, or 3. made because you are disabled, or 4. due to your death. No-Qualified Distributio The earigs portio of a distributio made prior to the ed of the five-year holdig period, regardless of the reaso, is cosidered a o-qualified distributio ad is subject to ordiary icome tax. The earigs may also be subject to a 10% pealty tax if you are uder age 59½, uless a early distributio exceptio applies. The distributio of amouts attributable to coversio cotributios (prior to five years from the tax year of coversio) may be subject to a 10% pealty tax if you are uder age 59½, uless a early distributio exceptio applies. Exceptios to the 10% pealty tax o early distributios are described i the sectio titled Early Distributios from a Roth IRA. If you are subject to a federal pealty tax due to a premature distributio, you must file IRS Form Early Distributios from a Roth IRA The earigs portio of distributios made prior to the ed of the five-year holdig period, or which fail to meet the criteria as outlied i Taxatio of Roth IRA Distributios, are subject to ordiary icome taxes. The earigs portio of the distributio is also subject

15 Idividual Retiremet Accout (IRA) 15 to the 10% pealty tax o early distributios uless oe of the followig exceptios applies to the distributio: 1. you have attaied age 59½, or 2. due to your death, or 3. made because you are disabled, or 4. used specifically for deductible medical expeses which exceed 7.5% of your adjusted gross icome, or 5. used for health isurace cost due to your uemploymet, or 6. used for higher educatio expeses defied i sectio 529(e)(3) of the Iteral Reveue Code, or 7. used toward the expeses of a first time home purchase up to a lifetime limit of $10,000, or 8. part of a scheduled series of substatially equal paymets over your life, or over the joit life expectacy of you ad a beeficiary. If you request a distributio i the form of a series of substatially equal paymets, ad you modify the paymets before 5 years have elapsed ad before attaiig age 59½, the pealty tax will apply retroactively to the year paymets bega through the year of such modificatio, or 9. required because of a IRS levy, or 10. the distributio is a Qualified Reservist Distributio. The 10% pealty tax is i additio to ay federal icome tax that is owed at distributio. For more iformatio o the 10% pealty tax ad the exceptios listed above, cosult IRS Publicatio 590. Roth IRA Required Distributios You are ot required to take distributios from your Roth IRA durig your lifetime. Roth IRA Distributio Due to Death If you have properly desigated a beeficiary(ies), the etire value of your Roth IRA must be distributed to your beeficiaries withi five years after your death, uless the desigated beeficiary elects i writig, o later tha September 30th of the year followig the year i which you die, to take distributios over their life expectacy. These distributios must commece o later tha December 31st of the caledar year followig the caledar year of your death. Your desigated beeficiary may ame a subsequet beeficiary. Ay subsequet beeficiaries must take distributios at least as frequetly as the origial desigated beeficiary. If you do ot properly desigate a beeficiary, or all desigated beeficiaries have predeceased you, your spouse shall become the beeficiary or, if o survivig spouse or umarried, the distributio will be made to your estate. If your desigated beeficiary is your spouse, your spouse may elect to treat your Roth IRA as their ow. Cosult IRS Publicatio 590 for a complete discussio of rules goverig distributios due to death. Per Stirpes Desigatios - The Custodia shall accept as complete ad accurate all writte istructios provided i good order by the estate/executor with regard to the idetificatio of your beeficiaries ad the allocatios thereto. Roth IRA IRS Approved Form Your Roth IRA is the Iteral Reveue Service s model custodial accout cotaied i IRS Form 5305-RA. Certai additios have bee made i Article IX of the form. By followig the form, your Roth IRA meets the requiremets of the Iteral Reveue Code. However, the IRS has ot edorsed the merits of the ivestmets allowed uder the Roth IRA. IRS Form 5305-RA caot be used i coectio with, SEP, SIMPLE or traditioal IRAs or Coverdell Educatio Savigs Accouts.

16 16 Logleaf Parters Fuds Combied Disclosure Cotiued Tax Refud Direct Deposit IRA Cotributios Taxpayers who qualify for a tax refud may elect to directly deposit their refud ito their IRA accout. The amout of the refud deposited to your IRA caot exceed aual IRA limits as set forth by the Iteral Reveue Service. You must cotact the Custodia i advace of completig IRS Form 8888 to obtai the proper routig istructios. All tax refud cotributios will be recorded as curret year cotributios for the year received. Health Savigs Accout ( HSA ) Fudig Distributio You are allowed a oe-time, tax-free trasfer from a IRA (other tha a SEP or SIMPLE IRA) to use toward your aual Health Savigs Accout ( HSA ) cotributio. Eligible idividuals may make a irrevocable oe-time, tax-free qualified HSA fudig distributio from a IRA ad move it directly ito a HSA, subject to strict requiremets. The HSA fudig distributio must be directly trasferred from the IRA custodia or trustee to the HSA custodia or trustee. The amout of the trasfer caot exceed the maximum HSA cotributio limit for the year that the amout is trasferred. The deposited amout is couted toward the idividual s total HSA aual cotributio limit. No-Spouse Beeficiaries of Employer Plas Eligible o-spouse beeficiary distributios from a employer s retiremet pla ca be directly rolled over ito a beeficiary/iherited IRA. To accomplish the direct rollover, the pla admiistrator must distribute the beefit payable to the trustee or custodia ad mail it directly to the receivig istitutio. If the distributio is paid directly to the o-spouse beeficiary, a rollover will ot be permitted. The beeficiary/iherited IRA accout must be registered i both the o-spouse beeficiary s ame ad the decedet s ame. A o-spouse beeficiary may iclude a trust beeficiary that meets the special look through rules uder the IRS regulatios. No qualified trusts, estates or charities are ot eligible for the direct rollover provisio. Qualified Reservist Distributios Early distributios paid to military reservists called to active duty after September 11, 2001 ( Qualified Reservist Distributios ) are eligible to be repaid to a IRA withi a two-year period after the ed of active duty. This provisio applies to distributios made after September 11, Repaymets caot exceed the amout of your Qualified Reservist Distributios. Repaymet caot be made after the later of either the date that is two years after your active duty period eds, or August 16, The repaymets are ot treated as rollovers. For additioal iformatio refer to IRS Publicatio 590 uder the headig Qualified reservist repaymets. Rollover Rules for Qualified Hurricae Distributios Qualified Hurricae Distributios are eligible to be rolled over to a IRA withi a 3-year period after the eligible idividual received such distributio. More iformatio o Qualified Hurricae Distributios ad other tax relief provisios applicable to affected idividuals of Hurricaes Katria, Rita or Wilma ca be foud i IRS Publicatio Taxpayers usig these tax relief provisios must file Form 8915 with their federal icome tax retur.

17 Idividual Retiremet Accout (IRA) 17 cotiued Midwester Disaster Distributios Rollovers Qualified Disaster Recovery Assistace Distributios for certai Midwester disaster areas are eligible to be rolled over to a IRA withi a 3-year period after the eligible idividual received such distributio. Please refer to IRS Publicatio 4492-B for more iformatio o Qualified Disaster Recovery Assistace Distributios ad other tax relief provisios applicable to Midwester disaster relief. Taxpayers usig the tax relief provisios must file specific forms with their federal icome tax retur; see IRS Publicatio 4492-B for filig requiremets. Exxo Valdez Settlemet Icome Rollovers If you received qualified settlemet icome i coectio with the Exxo Valdez litigatio, you may cotribute all or part (ot exceedig $100,000) of the amout you received to a eligible retiremet pla which icludes a traditioal or Roth IRA. The cotributios are reported as rollovers ito the IRA ad may be made util the due date for filig your federal icome tax retur, ot icludig extesios. Qualified Charitable Distributios Effective Through 2011 Effective for distributios through December 31, 2011, taxpayers age 70½ or older may trasfer fuds from their IRA to a eligible charitable orgaizatio. Qualified charitable distributios may be made from a traditioal IRA, Roth IRA or equivalet beeficiary/ iherited IRA accout. Qualified charitable distributios may be used to satisfy a participat s RMD requiremet. The maximum total amout of qualified charitable distributios that may be made durig a year by a IRA ower is $100,000 regardless of how may IRAs the participat ows. For married idividuals filig a joit retur the limit is $100,000 for each idividual IRA ower. The distributio proceeds from the IRA or beeficiary/iherited IRA must be made payable to the charitable orgaizatio. Not all charities are eligible. More iformatio about qualified charitable distributios ca be foud i IRS Publicatio 590. Prohibited Trasactios If you or your beeficiary egages i ay prohibited trasactio as described i the Iteral Reveue Code (IRC) Sectio 4975(c) (such as ay sale, exchage, borrowig, or leasig of ay property betwee you ad your IRA; or ay other iterferece with the idepedet status of the accout), the accout will lose its exemptio from tax ad be treated as havig bee distributed to you i the tax year i which you or your beeficiary egaged i the prohibited trasactio. The distributio may also be subject to additioal pealties icludig a 10% pealty tax if you have ot attaied age 59½. See Publicatio 590 for further istructios o calculatig taxable gai, reportig amouts i icome ad prohibited trasactio pealty taxes. I additio, if you or your beeficiary use (pledge) all or ay part of your IRA as security for a loa, the the portio so pledged will be treated as if distributed to you, ad will be taxable to you. Your distributio may also be subject to a 10% pealty tax if you have ot attaied age 59½ durig the year which you make such a pledge. Estate Tax Amouts payable to your spouse, as your amed beeficiary, may qualify for a marital tax deductio for federal estate tax purposes.

18 18 Logleaf Parters Fuds Combied Disclosure Cotiued Icome Tax Withholdig The Custodia is required to withhold federal icome tax from ay taxable distributio from your IRA at the rate of 10% uless you choose ot to have tax withheld. You may elect out of withholdig by advisig the Custodia i writig, prior to the distributio, that you do ot wat tax withheld from the distributio. This electio may be made o ay distributio request form provided by the Custodia. If you do ot elect out of tax withholdig, you may direct the Custodia to withhold a additioal amout of tax i excess of 10%. State icome tax withholdig may also apply to distributios from your IRA accout whe federal icome tax is withheld. Please cotact your tax advisor or state tax authority for iformatio about your state s icome tax withholdig requiremets. Additioal Iformatio Distributios uder $10 will ot be reported o IRS Form 1099-R (as allowed uder IRS regulatios). However, you must still report these distributios to the IRS o your Form 1040 (as well as other forms that may be required to properly file your tax retur). For more detailed iformatio, you may obtai IRS Publicatio 590, Idividual Retiremet Arragemets (IRAs) from ay district office of the Iteral Reveue Service or by callig TAX-FORM. Filig with the IRS Cotributios to your IRA must be reported o your tax retur (Form 1040 or 1040A, ad Form 8606 for odeductible traditioal IRA cotributios) for the taxable year cotributed. If you are subject to ay of the federal pealty taxes due to excess cotributios, premature distributios, or missed required miimum distributios, you must file IRS Form 5329.

19 Idividual Retiremet Accout (IRA) 19 Traditioal IRA Custodial Accout Agreemet Uder sectio 408(a) of the Iteral Reveue Code Form 5305-A (Revised March 2002) Form 5305-A is a model custodial accout agreemet that meets the requiremets of sectio 408(a) ad has bee pre-approved by the IRS. The Depositor whose ame appears i the accompayig Applicatio is establishig a Idividual Retiremet Accout ( IRA ) uder sectio 408(a) to provide for his or her retiremet ad for the support of his or her beeficiaries after death. The accout must be created i the Uited States for the exclusive beefit of the Depositor or his or her beeficiaries. The Custodia has give the Depositor the disclosure statemet required uder Regulatios sectio The Depositor ad the Custodia make the followig agreemet: Article I Except i the case of a rollover cotributio described i sectio 402(c), 403(a)(4), 403(b)(8), 408(d)(3), or 457(e)(16), a employer cotributio to a simplified employee pesio pla as described i sectio 408(k), or a recharacterized cotributio described i sectio 408A(d)(6), the Custodia will accept oly cash cotributios up to $3,000 per year for tax years 2002 through That cotributio limit is icreased to $4,000 for tax years 2005 through 2007 ad $5,000 for 2008 ad thereafter. For idividuals who have reached the age of 50 before the close of the tax year, the cotributio limit is icreased to $3,500 per year for tax years 2002 through 2004, $4,500 for 2005, $5,000 for 2006 ad 2007, ad $6,000 for 2008 ad thereafter. For tax years after 2008, the above limits will be icreased to reflect a cost-of-livig adjustmet, if ay. Article II The Depositor s iterest i the balace i the custodial accout is oforfeitable. Article III 1. No part of the custodial fuds may be ivested i life isurace cotracts, or may the assets of the custodial accout be commigled with other property except i a commo trust fud or commo ivestmet fud (withi the meaig of sectio 408(a)(5)). 2. No part of the custodial accout fuds may be ivested i collectibles (withi the meaig of sectio 408(m)) except as otherwise permitted by sectio 408(m)(3), which provides a exceptio for certai gold, silver ad platium cois, cois issued uder the laws of ay state ad certai bullio. Article IV 1. Notwithstadig ay provisio of this agreemet to the cotrary, the distributio of the Depositor s iterest i the custodial accout shall be made i accordace with the followig requiremets ad shall otherwise comply with sectio 408(a)(6) ad the regulatios thereuder, the provisios of which are herei icorporated by referece. 2. The Depositor s etire iterest i the custodial accout must be, or begi to be, distributed ot later tha the Depositor s required begiig date, April 1 followig the caledar year i which the Depositor reaches age 70½. By that date, the Depositor may elect, i a maer acceptable to the Custodia, to have the balace i the custodial accout distributed i: (a) A sigle sum or (b) Paymets over a period ot loger tha the life of the Depositor or the joit lives of the Depositor ad his or her desigated beeficiary.

20 20 Logleaf Parters Fuds Traditioal IRA Custodial Accout Agreemet 3. If the Depositor dies before his or her etire iterest is distributed to him or her, the remaiig iterest will be distributed as follows: (a) If the Depositor dies o or after the required begiig date ad: i. the desigated beeficiary is the Depositor s survivig spouse, the remaiig iterest will be distributed over the survivig spouse s life expectacy as determied each year util such spouse s death, or over the period i paragraph (a)(iii) below if loger. Ay iterest remaiig after the spouse s death will be distributed over such spouse s remaiig life expectacy as determied i the year of the spouse s death ad reduced by 1 for each subsequet year, or, if distributios are beig made over the period i paragraph (a)(iii) below, over such period. ii. the desigated beeficiary is ot the Depositor s survivig spouse, the remaiig iterest will be distributed over the beeficiary s remaiig life expectacy as determied i the year followig the death of the Depositor ad reduced by 1 for each subsequet year, or over the period i paragraph (a)(iii) below if loger. iii. there is o desigated beeficiary; the remaiig iterest will be distributed over the remaiig life expectacy of the Depositor as determied i the year of the Depositor s death ad reduced by 1 for each subsequet year. (b) If the Depositor dies before the required begiig date, the remaiig iterest will be distributed i accordace with (i) below or, if elected or there is o desigated beeficiary, i accordace with (ii) below: i. The remaiig iterest will be distributed i accordace with paragraphs (a)(i) ad (a)(ii) above (but ot over the period i paragraph (a)(iii), eve if loger), startig by the ed of the caledar year followig the year of the Depositor s death. If, however, the desigated beeficiary is the Depositor s survivig spouse, the this distributio is ot required to begi before the ed of the caledar year i which the Depositor would have reached age 70½. But, i such case, if the Depositor s survivig spouse dies before distributios are required to begi, the the remaiig iterest will be distributed i accordace with (a)(ii) above (but ot over the period i paragraph (a)(iii), eve if loger), over such spouse s desigated beeficiary s life expectacy, or i accordace with (ii) below if there is o such desigated beeficiary. ii. The remaiig iterest will be distributed by the ed of the caledar year cotaiig the fifth aiversary of the Depositor s death. 4. If the Depositor dies before his or her etire iterest has bee distributed ad if the desigated beeficiary is ot the Depositor s survivig spouse, o additioal cotributios may be accepted i the accout. 5. The miimum amout that must be distributed each year, begiig with the year cotaiig the Depositor s required begiig date, is kow as the required miimum distributio ad is determied as follows: (a) The required miimum distributio uder paragraph 2(b) for ay year, begiig with

21 Idividual Retiremet Accout (IRA) 21 cotiued the year the Depositor reaches age 70½, is the Depositor s accout value at the close of busiess o December 31 of the precedig year divided by the distributio period i the uiform lifetime table i Regulatios sectio 1.401(a)(9)-9. However, if the Depositor s desigated beeficiary is his or her survivig spouse, the required miimum distributio for a year shall ot be more tha the Depositor s accout value at the close of busiess o December 31 of the precedig year divided by the umber i the joit ad last survivor table i Regulatios sectio 1.401(a)(9)-9. The required miimum distributio for a year uder this paragraph (a) is determied usig the Depositor s (or, if applicable, the Depositor ad spouse s) attaied age (or ages) i the year. (b) The required miimum distributio uder paragraphs 3(a) ad 3(b)(i) for a year, begiig with the year followig the year of the Depositor s death (or the year the Depositor would have reached age 70½, if applicable uder paragraph 3(b)(i)) is the accout value at the close of busiess o December 31 of the precedig year divided by the life expectacy (i the sigle life table i Regulatios sectio 1.401(a)(9)-9) of the idividual specified i such paragraphs 3(a) ad 3(b)(i). (c) The required miimum distributio for the year the Depositor reaches age 70½ ca be made as late as April 1 of the followig year. The required miimum distributio for ay other year must be made by the ed of such year. 6. The ower of two or more traditioal IRAs may satisfy the miimum distributio requiremets described above by takig from oe traditioal IRA the amout required to satisfy the requiremet for aother i accordace with the regulatios uder sectio 408(a)(6). Article V 1. The Depositor agrees to provide the Custodia with iformatio ecessary for the Custodia to prepare ay reports required uder sectios 408(i) ad Regulatios sectios ad The Custodia agrees to submit reports to the Iteral Reveue Service ad the Depositor prescribed by the Iteral Reveue Service. Article VI Notwithstadig ay other articles, which may be added or icorporated, the provisios of Articles I through III ad this setece will be cotrollig. Ay additioal articles that are ot cosistet with sectio 408(a) ad the related regulatios will be ivalid. Article VII This agreemet will be ameded from time to time to comply with the provisios of the Code ad related regulatios. Other amedmets may be made with the coset of the persos whose sigature appears o the IRA applicatio. Article VIII 1. All fuds i the custodial accout (icludig earigs) shall be ivested i shares of ay oe or more of the registered ivestmet compaies ( mutual fuds ), or portfolios thereof, which have bee desigated by the compay listed o the accout opeig documets ( compay ) as eligible for ivestmet uder this custodial accout. The mutual fuds, portfolios, ad compay shall be collectively referred to herei as the Fuds ad the shares of the Fuds shall be collectively referred to as Fud Shares. Fud Shares shall be purchased at the public offerig price for Fud Shares ext to be determied after receipt of the cotributio by the Custodia or its aget.

22 22 Logleaf Parters Fuds Traditioal IRA Custodial Accout Agreemet 2. The shareholder of record of all Fud Shares shall be the Custodia or its omiee. 3. The Depositor shall, from time to time, direct the Custodia to ivest the fuds of his/her custodial accout i Fud Shares. Ay fuds, which are ot directed as to ivestmet, shall, at the sole discretio of the Custodia, be held uivested util such directio is received from the Depositor or be retured to the Depositor without beig deemed to have bee cotributed to his/her custodial accout. The Depositor shall be the beeficial ower of all Fud Shares held i the custodial accout, ad the Custodia shall ot vote ay such shares except upo writte directio of the Depositor. 4. The Custodia agrees to forward, or to cause to be forwarded, to every Depositor the the-curret prospectus(es) of the Fuds, as applicable, which have bee desigated by the compay as eligible for ivestmet uder the custodial accout ad selected by the Depositor for such ivestmet, ad all otices, proxies ad related proxy solicitig materials applicable to said Fud Shares received by it. 5. Each Depositor shall have the right by writte otice to the Custodia to desigate or to chage a beeficiary to receive ay beefit to which such Depositor may be etitled i the evet of his/her death prior to the complete distributio of such beefit. A beeficiary desigatio will be deemed to be i effect whe received i good order by the Custodia. If o such desigatio is i effect at the time of the Depositor s death, or if the desigated beeficiary has predeceased the Depositor, the spouse shall become the beeficiary or, if o survivig spouse or umarried, the beeficiary shall be the Depositor s estate. 6. (a) The Custodia shall have the right to receive rollover cotributios. The Custodia reserves the right to refuse to accept ay property, which is ot i the form of cash. (b) The Custodia, upo writte directio of the Depositor ad after submissio to the Custodia of such documets as it may reasoably require, shall trasfer the assets held uder this Agreemet (reduced by (1) ay amouts referred to i paragraph 8 of this Article VIII ad (2) ay amouts required to be distributed durig the caledar year of trasfer) to a qualified retiremet pla, to a successor idividual retiremet accout, to a idividual retiremet auity for the Depositor s beefit, or directly to the Depositor. Ay amouts received or trasferred by the Custodia uder this paragraph 6 shall be accompaied by such records ad other documets, as the Custodia deems ecessary to establish the ature, value ad extet of the assets ad of the various iterests therei. 7. Without i ay way limitig the foregoig, the Depositor hereby irrevocably delegates to the Custodia the right ad power to amed at ay time ad from time to time the terms ad provisios of this Agreemet ad hereby cosets to such amedmets, provided they shall comply with all applicable provisios of the Code, the Treasury regulatios there uder ad with ay other govermetal law, regulatio or rulig. Ay such amedmets shall be effective whe the otice of such amedmets is mailed to the address of the Depositor idicated by the Custodia s records. 8. Ay icome taxes or other taxes of ay kid whatsoever levied or assessed upo or i respect of the assets of the custodial accout or the icome arisig there from, ay trasfer taxes icurred, all other admiistrative expeses icurred, specifically icludig, but ot limited to, admiistrative expeses icurred by the Custodia i the performace of its

23 Idividual Retiremet Accout (IRA) 23 cotiued duties ad fees for legal services redered to the Custodia, ad the Custodia s compesatio may be paid by the Depositor ad, uless so paid withi such time period as the Custodia may establish, shall be paid from the Depositor s custodial accout. The Custodia reserves the right to chage or adjust its compesatio upo 30 days advace otice to the Depositor. 9. The beefits provided hereuder shall ot be subject to alieatio, assigmet, garishmet, attachmet, executio, or levy of ay kid, ad ay attempt to cause such beefits to be so subjected shall ot be recogized, except to such extet as may be required by law. 10. The Custodia may rely upo ay statemet by the Depositor (or the Depositor s beeficiary if the Depositor is deceased) whe takig ay actio or determiig ay fact or questio which may arise uder this Custodial Agreemet. The Depositor hereby agrees that either the Custodia or the Fuds will be liable for ay loss or expese resultig from ay actio take or determiatio made i reliace o such statemet. The Depositor assumes sole resposibility for assurig that cotributios to the custodial accout satisfy the limits specified i the appropriate provisios of the Code. 11. The Custodia may resig at ay time upo 30 days writte otice to the Depositor ad the Fuds, ad may be removed by the Depositor at ay time upo 30 days writte otice to the Custodia. Upo the resigatio or removal of the Custodia, a successor Custodia shall be appoited withi 30 days of such resigatio otice ad i the absece of such appoitmet, the Custodia shall appoit a successor uless the Agreemet be sooer termiated. Ay successor Custodia shall be a bak (as defied i sectio 408() of the Code) or such other perso foud qualified to act as a Custodia uder a idividual accout pla by the Secretary of the Treasury or his delegate. The appoitmet of a successor Custodia shall be effective upo receipt by the Custodia of such successor s writte acceptace, which shall be submitted to the Custodia, the Fuds, ad the Depositor. Withi 30 days of the effective date of a successor Custodia s appoitmet, the Custodia shall trasfer ad deliver to the successor Custodia applicable accout records ad assets of the custodial accout (reduced by ay upaid amouts referred to i paragraph 8 of this Article VIII). The successor Custodia (or ay successor thereto) shall be subject to the provisios of this Agreemet o the effective date of its appoitmet. 12. The Custodia shall, from time to time, i accordace with istructios i writig from the Depositor (or the Depositor s beeficiary if the Depositor is deceased), make distributios out of the custodial accout i the maer ad amouts as may be specified i such istructios (reduced by ay amouts referred to i Article VIII, paragraph 8). A IRA distributio form is available from the Custodia, ad may be obtaied ad used to request distributios from your IRA. Notwithstadig the provisios of Article IV above, the Custodia assumes (ad shall have) o resposibility to make ay distributio from the custodial accout uless ad util such istructios specify the occasio for such distributio ad the elected maer of distributio, except as set forth i the secod part of this paragraph (12) below, with respect to age 70½ distributios. Prior to makig ay such distributio from the custodial accout, the Custodia shall be furished with ay ad all applicatios, certificates, tax waivers, sigature guaratees, ad other documets (icludig proof of ay legal represetative s authority) deemed ecessary or advisable by the Custodia, but the Custodia shall ot be liable for complyig with ay such istructios which appear o their face to be

24 24 Logleaf Parters Fuds Traditioal IRA Custodial Accout Agreemet geuie, or for refusig to comply if ot satisfied such istructios are geuie, ad assumes o duty of further iquiry. Upo receipt of proper istructios as required above, the Custodia shall cause the assets of the custodial accout to be distributed i cash ad/or i kid, as specified i such istructios. The Depositor may select a method of distributio uder Article IV, paragraph 2. If the Depositor requests a age 70½ distributio by timely istructio, but does ot choose ay of the methods of distributio described above by the April 1st followig the caledar year i which he or she reaches age 70½, distributio to the Depositor will be made i accordace with Article IV, paragraph 2. If the Depositor does ot request a age 70½ distributio from the custodial accout by timely istructio, or does ot specify a method of calculatig the amout of the age 70½ distributio which the Depositor will be takig from aother IRA(s), o distributio will be made; however calculatio of the curret year Required Miimum Distributio amout which caot be rolled over to aother IRA will be made i accordace with Article IV, paragraph 2, optio (b). 13. Distributio of the assets of the custodial accout shall be made i accordace with the provisios of Article IV as the Depositor (or the Depositor s beeficiary if the Depositor is deceased) shall elect by writte istructios to the Custodia; subject, however, to the provisios of sectios 401(a)(9), 408(a)(6) ad 403(b) (10) of the Code, the regulatios promulgated thereuder, Article VIII, paragraph 12 of this Agreemet, ad the followig: i. If the Depositor dies before his/her etire iterest i the custodial accout has bee distributed, ad if the desigated beeficiary of the Depositor is the Depositor s survivig spouse, the spouse may treat the custodial accout as his/her ow idividual retiremet arragemet. This electio will be deemed to have bee made if the survivig spouse makes a regular IRA cotributio to the custodial accout, makes a rollover to or from such custodial accout, or fails to receive a paymet from the custodial accout withi the appropriate time period applicable to the deceased Depositor uder sectio 401(a)(9)(B) of the Code. The provisios of this paragraph (13) of Article VIII shall prevail over the provisios of Article IV to the extet the provisios of this paragraph (13) are permissible uder proposed ad/or fial regulatios promulgated by the Iteral Reveue Service. 14. I the evet ay amouts remai i the custodial accout after the death of the Depositor, the rights of the Depositor uder this Agreemet shall thereafter be exercised by his or her beeficiary. 15. The Custodia is authorized to hire agets (icludig ay trasfer aget for Fud Shares) to perform certai duties uder this Agreemet. 16. This Agreemet shall termiate coicidet with the complete distributio of the assets of the Depositor s accout. 17. All otices to be give by the Custodia to the Depositor shall be deemed to have bee give whe mailed to the address of the Depositor idicated by the Custodia s records. 18. Neither the Custodia or the Fuds shall be resposible for ay losses, pealties or other cosequeces to the Depositor or ay other perso arisig out of the makig of, or the failure to make, ay cotributio or withdrawal. 19. I additio to the reports required by paragraph (2) of Article V, the Custodia shall periodically cause to be mailed to the Depositor i respect of each such

25 Idividual Retiremet Accout (IRA) 25 cotiued period a accout of all trasactios affectig the custodial accout durig such period ad a statemet showig the custodial accout as of the ed of such period. If, withi 30 days after such mailig, the Depositor has ot give the Custodia writte otice of ay exceptio or objectio thereto, the periodic accoutig shall be deemed to have bee approved ad, i such case or upo the writte approval of the Depositor, the Custodia ad the Fuds shall be released, relieved ad discharged with respect to all matters ad statemets set forth i such accoutig as though the accout had bee settled by judgmet or decree of a court of competet jurisdictio. 20. I performig the duties coferred upo the Custodia by the Depositor there uder, the Custodia shall act as the aget of the Depositor. The parties do ot ited to cofer ay fiduciary duties o the Custodia or the Fuds, ad oe shall be implied. Neither the Custodia or the Fuds shall be liable (ad either assumes ay resposibility) for the collectio of cotributios, the deductibility or the propriety of ay cotributio uder this Agreemet, the selectio of ay Fud Shares for this custodial accout, or the purpose or propriety of ay distributio made i accordace with Article IV ad Paragraph 12 or 13 of Article VIII, which matters are the sole resposibility of the Depositor or the Depositor s beeficiary, as the case may be. The Depositor ad the successors of the Depositor, icludig ay desigated beeficiary, executor or admiistrator of the Depositor, shall, to the extet permitted by law, idemify ad hold the Custodia ad the Fuds ad their affiliates, successors ad assigs harmless from ay ad all claims, actios or liabilities of the Custodia, except such as may arise from the Custodia s ow bad faith, egligece, ofeasace, or willful miscoduct. 21. The Custodia shall be resposible solely for the performace of those duties expressly assiged to it i this Agreemet ad by operatio of law. Neither the Custodia or the Fuds shall have ay duty to accout for deductible cotributios separately from odeductible cotributios, uless required to do so by applicable law. I determiig the taxable amout of a distributio, the Depositor shall rely oly o his or her federal tax records, ad the Custodia shall withhold federal icome tax from ay distributio from the custodial accout as if the total amout of the distributio is icludible i the Depositor s icome. 22. Except to the extet superseded by Federal law, this Agreemet shall be govered by, ad costrued, admiistered ad eforced accordig to, the laws of the State of Delaware, ad all cotributios shall be deemed made i Delaware. 23. Participat As refereced i the Adoptio Agreemet/Applicatio ad i ay forms associated with this Custodial Agreemet carries the same defiitio as the Depositor idetified i Article I ad the Defiitios Sectio of this Custodial Agreemet. Geeral Istructios Sectio refereces are to the Iteral Reveue Code uless otherwise oted. Purpose of Form Form 5305-A is a model custodial accout agreemet that meets the requiremets of sectio 408(a) ad has bee automatically approved by the IRS. A idividual retiremet accout (IRA) is established after the form is fully executed by both the idividual (Depositor) ad the Custodia ad must be completed o later tha the due date of the idividual s icome tax retur for the tax year (without regard to extesios). This accout must be created i the Uited States for the exclusive beefit

26 26 Logleaf Parters Fuds Traditioal IRA Custodial Accout Agreemet of the Depositor or his or her beeficiaries. Do ot file Form 5305-A with the IRS. Istead, keep it for your records. For more iformatio o IRAs, icludig the required disclosures the Custodia must give the Depositor, see IRS Publicatio 590 Idividual Retiremet Arragemets (IRAs). Defiitios Custodia The Custodia must be a bak or savigs ad loa associatio, as defied i sectio 408(), or ay perso who has the approval of the IRS to act as Custodia. Depositor The Depositor is the perso who establishes the custodial accout. Idetifyig Number The Depositor s social security umber will serve as the idetificatio umber of his or her IRA. A employer idetificatio umber (EIN) is required oly for a IRA for which a retur is filed to report urelated busiess taxable icome. A EIN is required for a commo fud created for IRAs. Traditioal IRA for Noworkig Spouse Form 5305-A may be used to establish the IRA custodial accout for a oworkig spouse. Cotributios to a IRA custodial accout for a oworkig spouse must be made to a separate IRA custodial accout established by the oworkig spouse. Specific Istructios Article IV Distributios made uder this article may be made i a sigle sum, periodic paymet, or a combiatio of both. The distributio optio should be reviewed i the year the Depositor reaches age 70½ to esure that the requiremets of sectio 408(a)(6) have bee met. Article VIII Article VIII ad ay that follow it may icorporate additioal provisios that are agreed to by the Depositor ad Custodia to complete the agreemet. They may iclude, for example, defiitios, ivestmet powers, votig rights, exculpatory provisios, amedmet ad termiatio, removal of the Custodia, Custodia s fees, state law requiremets, Federal law requiremets, regulatory requiremets, begiig date of distributios, acceptig oly cash, treatmet of excess cotributios, prohibited trasactios with the Depositor, etc.

27 Idividual Retiremet Accout (IRA) 27 Roth IRA Custodial Accout Agreemet Uder sectio 408A of the Iteral Reveue Code Form 5305-RA March 2002 Form 5305-RA is a model custodial accout agreemet that meets the requiremets of sectio 408A ad has bee pre-approved by the IRS. The Depositor whose ame appears i the accompayig Applicatio is establishig a Roth Idividual Retiremet Accout ( Roth IRA ) uder sectio 408A to provide for his or her retiremet ad for the support of his or her beeficiaries after death. The accout must be created i the Uited States for the exclusive beefit of the Depositor or his or her beeficiaries. The Custodia has give the Depositor the disclosure statemet required uder Regulatios sectio The Depositor ad the Custodia make the followig agreemet: Article I Except i the case of a rollover cotributio described i sectio 408A(e), a recharacterized cotributio described i sectio 408A(d)(6), or a IRA coversio cotributio, the Custodia will accept oly cash cotributios ad oly up to a maximum amout of $3,000 per year for tax years 2002 through That cotributio limit is icreased to $4,000 for tax years 2005 through 2007 ad $5,000 for 2008 ad thereafter. For idividuals who have reached the age of 50 before the close of the tax year, the cotributio limit is icreased to $3,500 per year for tax years 2002 through 2004, $4,500 for 2005, $5,000 for 2006 ad 2007 ad $6,000 for 2008 ad thereafter. For tax years after 2008, the limits will be icreased to reflect a cost-of-livig adjustmet, if ay. Article II 1. The aual cotributio limit described i Article I is gradually reduced to $0 for higher icome levels. For a sigle Depositor, the aual cotributio is phased out betwee adjusted gross icome ( AGI ) of $95,000 ad $110,000, for a married Depositor filig joitly, betwee AGI of $150,000 ad $160,000; ad for a married Depositor filig separately, betwee AGI of $0 ad $10,000. I the case of a coversio, the Custodia will ot accept IRA Coversio Cotributios i a tax year if the Depositor s AGI for the tax year the fuds were distributed from the other IRA exceeds $100,000 or if the Depositor is married ad files a separate retur. Adjusted gross icome is defied i sectio 408A(c)(3) ad does ot iclude IRA Coversio Cotributios. 2. I the case of a joit retur, the AGI limits i the precedig paragraph apply to the combied AGI of the Depositor ad his or her spouse. Article III The Depositor s iterest i the balace i the custodial accout is oforfeitable. Article IV 1. No part of the custodial accout fuds may be ivested i life isurace cotracts, or may the assets of the custodial accout be commigled with other property except i a commo trust fud or commo ivestmet fud (withi the meaig of sectio 408(a)(5)). 2. No part of the custodial accout fuds may be ivested i collectibles (withi the meaig of sectio 408(m)) except as otherwise permitted by sectio 408(m)(3), which provides a exceptio for certai gold, silver, ad platium cois, cois issued uder the laws of ay state, ad certai bullio. Article V 1. If the Depositor dies before his or her etire iterest is distributed to him or her ad the depositor s survivig spouse is ot the sole beeficiary, the remaiig

28 28 Logleaf Parters Fuds Roth IRA Custodial Accout Agreemet iterest will be distributed i accordace with (a) below or, if elected or there is o desigated beeficiary, i accordace with (b) below: (a) The remaiig iterest will be distributed, startig by the ed of the caledar year followig the year of the Depositor s death, over the desigated beeficiary s remaiig life expectacy as determied i the year followig the death of the Depositor. (b) The remaiig iterest will be distributed by the ed of the caledar year cotaiig the fifth aiversary of the Depositor s death. 2. The miimum amout that must be distributed each year uder paragraph 1(a) above is the accout value at the close of busiess o December 31 of the precedig year divided by the life expectacy (i the sigle life table i Regulatios sectio (a)(9)-9) of the desigated beeficiary usig the attaied age of the beeficiary i the year followig the year of the Depositor s death ad subtractig 1 from the divisor for each subsequet year. 3. If the Depositor s survivig spouse is the desigated beeficiary, such spouse will the be treated as the Depositor. Article VI 1. The Depositor agrees to provide the Custodia with iformatio ecessary for the Custodia to prepare ay reports required uder sectios 408(i) ad 408A(d)(3)(E), Regulatios sectios ad , or uder guidace published by the Iteral Reveue Service. 2. The Custodia agrees to submit to the IRS ad Depositor the reports prescribed by the IRS. Article VII Notwithstadig ay other articles, which may be added or icorporated, the provisios of Articles I through IV ad this setece will be cotrollig. Ay additioal articles that are ot cosistet with sectio 408A, the related regulatios, ad other published guidace will be ivalid. Article VIII This agreemet will be ameded as ecessary to comply with the provisios of the Code, related regulatios, ad other published guidace. Other amedmets may be made with the coset of the persos whose sigature appears o the IRA applicatio. Article IX 1. All fuds i the custodial accout (icludig earigs) shall be ivested i shares of ay oe or more of the registered ivestmet compaies ( mutual fuds ), or portfolios thereof, which have bee desigated by the compay listed o the accout opeig documets ( compay ) as eligible for ivestmet uder this custodial accout. The mutual fuds, portfolios, ad compay shall be collectively referred to herei as the Fuds ad the shares of the Fuds shall be collectively referred to as Fud Shares. Fud Shares shall be purchased at the public offerig price for Fud Shares ext to be determied after receipt of the cotributio by the Custodia or its aget. 2. The shareholder of record of all Fud Shares shall be the Custodia or its omiee. 3. The Depositor shall, from time to time, direct the Custodia to ivest the fuds of his/her custodial accout i Fud Shares. Ay fuds, which are ot directed as to ivestmet, shall, at the sole discretio of the Custodia, be held uivested util such directio is received from the Depositor or be retured to the Depositor without beig deemed to have bee cotributed to his/her custodial accout. The Depositor shall be the beeficial ower of all Fud Shares

29 Idividual Retiremet Accout (IRA) 29 cotiued held i the custodial accout, ad the Custodia shall ot vote ay such shares except upo writte directio of the Depositor. 4. The Custodia agrees to forward, or to cause to be forwarded, to every Depositor the the-curret prospectus(es) of the Fuds, as applicable, which have bee desigated by the compay as eligible for ivestmet uder the custodial accout ad selected by the Depositor for such ivestmet, ad all otices, proxies ad related proxy solicitig materials applicable to said Fud Shares received by it. 5. Each Depositor shall have the right by writte otice to the Custodia to desigate or to chage a beeficiary to receive ay beefit to which such Depositor may be etitled i the evet of his/her death prior to the complete distributio of such beefit. A beeficiary desigatio will be deemed to be i effect whe received i good order by the Custodia. If o such desigatio is i effect at the time of the Depositor s death, or if the desigated beeficiary has predeceased the Depositor, the spouse shall become the beeficiary or, if o survivig spouse or umarried, the beeficiary shall be the Depositor s estate. 6. (a) The Custodia shall have the right to receive rollover ad coversio cotributios as allowed uder IRS Code Sectio 408A, however it is the Depositor s resposibility to esure that such rollovers ad coversios are eligible to be cotributed to this Roth IRA. The Custodia reserves the right to refuse to accept ay property, which is ot i the form of cash. (b) The Custodia, upo writte directio of the Depositor ad after submissio to the Custodia of such documets as it may reasoably require, shall trasfer the assets held uder this Agreemet (reduced by ay amouts referred to i paragraph 8 of this Article IX) to a successor Roth Idividual Retiremet Accout or directly to the Depositor. Ay amouts received or trasferred by the Custodia uder this paragraph 6 shall be accompaied by such records ad other documets, as the Custodia deems ecessary to establish the ature, value ad extet of the assets ad of the various iterests therei. 7. Without i ay way limitig the foregoig, the Depositor hereby irrevocably delegates to the Custodia the right ad power to amed at ay time ad from time to time the terms ad provisios of this Agreemet ad hereby cosets to such amedmets, provided they shall comply with all applicable provisios of the Code, the Treasury regulatios thereuder ad with ay other govermetal law, regulatio or rulig. Ay such amedmets shall be effective whe the otice of such amedmets is mailed to the address of the Depositor idicated by the Custodia s records. 8. Ay icome taxes or other taxes of ay kid whatsoever levied or assessed upo or i respect of the assets of the custodial accout or the icome arisig there from, ay trasfer taxes icurred, all other admiistrative expeses icurred, specifically icludig, but ot limited to, admiistrative expeses icurred by the Custodia i the performace of its duties ad fees for legal services redered to the Custodia, ad the Custodia s compesatio may be paid by the Depositor ad, uless so paid withi such time period as the Custodia may establish, shall be paid from the Depositor s custodial accout. The Custodia reserves the right to chage or adjust its compesatio upo 30 days advace otice to the Depositor. 9. The beefits provided hereuder shall ot be subject to alieatio, assigmet, garishmet, attachmet, executio or levy of ay kid, ad ay

30 30 Logleaf Parters Fuds Roth IRA Custodial Accout Agreemet attempt to cause such beefits to be so subjected shall ot be recogized, except to such extet as may be required by law. 10. The Custodia may rely upo ay statemet by the Depositor (or the Depositor s beeficiary if the Depositor is deceased) whe takig ay actio or determiig ay fact or questio which may arise uder this Custodial Agreemet. The Depositor hereby agrees that either the Custodia or the Fuds will be liable for ay loss or expese resultig from ay actio take or determiatio made i reliace o such statemet. The Depositor assumes sole resposibility for assurig that cotributios to the custodial accout satisfy the limits specified i the appropriate provisios of the Code. 11. The Custodia may resig at ay time upo 30 days writte otice to the Depositor ad the Fuds, ad may be removed by the Depositor at ay time upo 30 days writte otice to the Custodia. Upo the resigatio or removal of the Custodia, a successor Custodia shall be appoited withi 30 days of such resigatio otice ad i the absece of such appoitmet, the Custodia shall appoit a successor uless the Agreemet be sooer termiated. Ay successor Custodia shall be a bak (as defied i sectio 408() of the Code) or such other perso foud qualified to act as a Custodia uder a idividual accout pla by the Secretary of the Treasury or his delegate. The appoitmet of a successor Custodia shall be effective upo receipt by the Custodia of such successor s writte acceptace that shall be submitted to the Custodia, the Fuds, ad the Depositor. Withi 30 days of the effective date of a successor Custodia s appoitmet, the Custodia shall trasfer ad deliver to the successor Custodia applicable accout records ad assets of the custodial accout (reduced by ay upaid amouts referred to i paragraph 8 of this Article IX). The successor Custodia shall be subject to the provisios of this Agreemet (or ay successor thereto) o the effective date of its appoitmet. 12. The Custodia shall, from time to time, i accordace with istructios i writig from the Depositor (or the Depositor s beeficiary if the Depositor is deceased), make distributios out of the custodial accout to the Depositor i the maer ad amouts as may be specified i such istructios (reduced by ay amouts referred to i Article IX, paragraph 8). A IRA distributio form is available from the Custodia, ad may be obtaied ad used to request distributios from your Roth IRA. The Custodia assumes (ad shall have) o resposibility to make ay distributio from the custodial accout uless ad util such istructios specify the occasio for such distributio ad the elected maer of distributio. Prior to makig ay such distributio from the custodial accout, the Custodia shall be furished with ay ad all applicatios, certificates, tax waivers, sigature guaratees, ad other documets (icludig proof of ay legal represetative s authority) deemed ecessary or advisable by the Custodia, but the Custodia shall ot be liable for complyig with ay such istructios which appear o their face to be geuie, or for refusig to comply if ot satisfied such istructios are geuie, ad assumes o duty of further iquiry. Upo receipt of proper istructios as required above, the Custodia shall cause the assets of the custodial accout to be distributed i cash ad/or i kid, as specified i such istructios. 13. No distributios are required to be take from the Roth IRA durig the lifetime of the Depositor. If the Depositor desires to take distributios from the Roth IRA, such distributios shall be made, as the Depositor shall elect by writte istructios to the Custodia.

31 Idividual Retiremet Accout (IRA) 31 cotiued 14. I the evet ay amouts remai i the custodial accout after the death of the Depositor, his or her beeficiary shall thereafter exercise the rights of the Depositor as described i Article V. 15. The Custodia is authorized to hire agets (icludig ay trasfer aget for Fud Shares) to perform certai duties uder this Agreemet. 16. This Agreemet shall termiate coicidet with the complete distributio of the assets of the Depositor s accout. 17. All otices to be give by the Custodia to the Depositor shall be deemed to have bee give whe mailed to the address of the Depositor idicated by the Custodia s records. 18. Neither the Custodia or the Fuds shall be resposible for ay losses, pealties or other cosequeces to the Depositor or ay other perso arisig out of the makig of, or the failure to make, ay cotributio or withdrawal. 19. I additio to the reports required by paragraph (2) of Article VI, the Custodia shall periodically cause to be mailed to the Depositor i respect of each such period a accout of all trasactios affectig the custodial accout durig such period ad a statemet showig the custodial accout as of the ed of such period. If, withi 30 days after such mailig, the Depositor has ot give the Custodia writte otice of ay exceptio or objectio thereto, the periodic accoutig shall be deemed to have bee approved ad, i such case or upo the writte approval of the Depositor, the Custodia ad the Fuds shall be released, relieved ad discharged with respect to all matters ad statemets set forth i such accoutig as though the accout had bee settled by judgmet or decree of a court of competet jurisdictio. 20. I performig the duties coferred upo the Custodia by the Depositor hereuder, the Custodia shall act as the aget of the Depositor. The parties do ot ited to cofer ay fiduciary duties o the Custodia or the Fuds, ad oe shall be implied. Neither the Custodia or the Fuds shall be liable (ad either assumes ay resposibility) for the collectio of cotributios, the propriety of ay cotributio uder this Agreemet, the selectio of ay Fud Shares for this custodial accout, or the purpose or propriety of ay distributio made, which matters are the sole resposibility of the Depositor or the Depositor s beeficiary, as the case may be. The Depositor ad the successors of the Depositor, icludig ay desigated beeficiary, executor or admiistrator of the Depositor, shall, to the extet permitted by law, idemify ad hold the Custodia ad the Fuds ad their affiliates, successors ad assigs harmless from ay ad all claims, actios or liabilities of the Custodia, except such as may arise from the Custodia s ow bad faith, egligece, ofeasace, or willful miscoduct. 21. The Custodia shall be resposible solely for the performace of those duties expressly assiged to it i this Agreemet ad by operatio of law. I determiig the taxable amout of a distributio, the Depositor shall rely oly o his or her federal tax records, ad the Custodia shall withhold federal icome tax from ay distributio from the custodial accout as if the total amout of the distributio is icludible i the Depositor s icome. 22. Except to the extet superseded by Federal law, this Agreemet shall be govered by, ad costrued, admiistered ad eforced accordig to, the laws of the State of Delaware, ad all cotributios shall be deemed made i Delaware.

32 32 Logleaf Parters Fuds Roth IRA Custodial Accout Agreemet 23. Notwithstadig ay provisios of this Agreemet to the cotrary, specifically icludig but ot limited to paragraph 3 of Article V ad Article VII, a spouse beeficiary shall have available all death beefits optios available uder curret IRA code sectio 408(a) eve if the spouse is ot the sole beeficiary. 24. Notwithstadig ay provisios of this Agreemet to the cotrary, the Depositor is deemed to have elected ot to desigate this accout as a Roth Coversio IRA. Ay referece o the Applicatio to coversio is simply to clarify istructios from the Depositor ad does ot i ay way characterize the Roth IRA beig established as a Roth Coversio IRA subject to Article I. 25. Participat As refereced i the Adoptio Agreemet/Applicatio ad i ay forms associated with this Custodial Agreemet carries the same defiitio as the Depositor idetified i Article I ad the Defiitios Sectio of this Custodial Agreemet. Geeral Istructios Sectio refereces are to the Iteral Reveue Code uless otherwise oted. Purpose of Form Form 5305-RA is a model custodial accout agreemet that meets the requiremets of sectio 408A ad has bee automatically approved by the IRS. A Roth idividual retiremet accout (Roth IRA) is established after the form is fully executed by both the idividual (Depositor) ad the Custodia. This accout must be created i the Uited States for the exclusive beefit of the Depositor or his or her beeficiaries. Do ot file Form 5305-RA with the IRS. Istead, keep it for your records. Ulike cotributios to traditioal idividual retiremet arragemets, cotributios to a Roth IRA are ot deductible from the grator s gross icome; ad distributios after 5 years that are made whe the grator is 59½ years of age or older or o accout of death, disability, or the purchase of a home by a first-time home buyer (limited to $10,000), are ot icludible i gross icome. See IRS Publicatio 590, Idividual Retiremet Arragemets (IRAs) for more iformatio o Roth IRAs, icludig the required disclosures the Custodia must give the Depositor. Defiitios Coversio Cotributios IRA Coversio Cotributios are amouts rolled over, trasferred, or cosidered trasferred from a o-roth IRA to a Roth IRA. A o-roth IRA is a idividual retiremet accout or auity described i sectio 408(a) or 408(b), other tha a Roth IRA. Custodia The Custodia must be a bak or savigs ad loa associatio, as defied i sectio 408(), or ay perso who has the approval of the IRS to act as Custodia. Depositor The Depositor is the perso who establishes the custodial accout. Specific Istructios Article I The Depositor may be subject to a 6 percet tax o excess cotributios if (1) cotributios to other idividual retiremet arragemets of the Depositor have bee made for the same tax year, (2) the Depositor s adjusted gross icome exceeds the applicable limits i Article II for the tax year, or (3) the Depositor s ad spouse s compesatio does ot exceed the amout cotributed for them for the tax year. The Depositor should see the disclosure statemet or IRS Publicatio 590 for more iformatio. Article V This article describes how distributios will be made from the Roth IRA after the Depositor s death. Electios made pursuat to this article should be reviewed periodically to esure they correspod to the Depositor s itet. Uder paragraph 3 of Article V, the Depositor s spouse is treated as the ower of the

33 Idividual Retiremet Accout (IRA) 33 Roth IRA upo the death of the Depositor, rather tha as the beeficiary. If the spouse is to be treated as the beeficiary, ad ot the ower, a overridig provisio should be added to Article IX. Article IX Article IX ad ay that follow it may icorporate additioal provisios that are agreed to by the Depositor ad Custodia to complete the agreemet. They may iclude, for example, defiitios, ivestmet powers, votig rights, exculpatory provisios, amedmet ad termiatio, removal of the Custodia, Custodia s fees, state law requiremets, begiig date of distributios, acceptig oly cash, treatmet of excess cotributios, prohibited trasactios with the Depositor, etc. Attach additioal pages if ecessary.

34 34 Logleaf Parters Fuds Traditioal ad Roth IRA Applicatio ad Adoptio Agreemet Istructios Please complete the Traditioal ad Roth Idividual Retiremet Accout (IRA) Applicatio ad Adoptio Agreemet (the Applicatio ) to establish your IRA accout. The applicat s ame must be that of a idividual, ot a busiess or trust. If you are opeig a IRA for your spouse, your spouse must complete a separate Applicatio. Please read the Traditioal IRA or Roth IRA Disclosure Statemet carefully or cosult Iteral Reveue Service ( IRS ) Publicatio 590 for IRA eligibility requiremets ad cotributio restrictios. Refereces to the Custodia, we or us mea BNY Mello Ivestmet Servicig Trust Compay. The maximum allowable cotributio to your IRAs (deductible, o-deductible ad Roth) for each tax year is the lesser of (a) the cotributio limit for the give tax year $5,000 (for 2010 ad 2011) or (b) 100% of your compesatio or earigs from self-employmet. For those who have attaied the age of 50 before the close of the taxable year, the aual IRA cotributio limit icreases by $1,000 (for 2010 ad 2011) kow as a catch-up cotributio. Makig a IRA cotributio o behalf of your spouse If you have eared compesatio, are married ad file a joit federal icome tax retur, you may make a IRA cotributio o behalf of your workig or oworkig spouse. The total aual cotributio limit for both IRAs may ot exceed the lesser of the combied compesatio of both spouses or the aual IRA cotributio limits as set forth by the IRS. Cotributios made o behalf of a spouse must be made to a separate IRA accout established by your spouse. More iformatio about eligibility requiremets ad cotributio restrictios ca be foud i IRS Publicatio 590. Ay cotributio made to your IRA will be treated as a cotributio for the year it is received, uless the cotributio is made betwee Jauary 1 ad the April 15th postmark deadlie ad you have idetified the cotributio as a prior year cotributio. For tax years after 2011, the above limits may be subject to IRS cost-of-livig adjustmets, if ay. Please read the Traditioal ad Roth Idividual Retiremet Accout (IRA) Combied Disclosure Statemet carefully or cosult IRS Publicatio 590 or a qualified tax professioal for more iformatio about eligibility requiremets ad cotributio restrictios. The miimum iitial ivestmet to establish a Logleaf Parters Fuds IRA is $10,000. As this miimum exceeds the aual cotributio limit for a IRA, your iitial ivestmet i a Logleaf Parters Fuds IRA must be fuded by meas of a trustee to trustee trasfer or rollover*. Please make checks payable to Logleaf Parters Fuds. Cotributios to your IRA may be ivested i mutual fuds pursuat to the Mutual Fud Optio. (See Descriptio of Available Optios for Your Cotributios i the Combied Disclosure Statemet). Prospectuses for the mutual fuds available through the Mutual Fud Optio (the Fuds ) may be obtaied by callig (800) Before ivestig i a Fud, please be sure to read the prospectus for that Fud carefully. All portios of the Traditioal ad Roth Idividual Retiremet Accout (IRA) Applicatio ad Adoptio Agreemet are bidig o you so you are ecouraged to read all portios of it, i particular the Descriptio of Available Optios for Your Cotributios, the applicable Custodial Accout Agreemet ad Terms ad Coditios o the sigature page of the Applicatio. *Trustee to Trustee Trasfers ad Rollovers If you are establishig a IRA accout to accept a trasfer or rollover, be sure to check the appropriate box o the

35 Idividual Retiremet Accout (IRA) 35 Applicatio. To trasfer your curret IRA directly to your ew Logleaf Parters Fuds IRA, please complete a Trasfer of Assets/Direct Rollover Form. To certify a rollover from a IRA or a qualified retiremet pla, please complete the Certificatio of Rollover Assets. Participat directed rollovers must be completed withi 60 caledar days from the date of receipt. Simplified Employee Pesio (SEP) Istructios A SEP is a writte arragemet (a pla) that allows your employer to make cotributios toward your retiremet. Cotributios are made to a traditioal Idividual Retiremet Accout ( traditioal IRA ). Your employer will provide you with a copy of the agreemet cotaiig participatio rules ad a descriptio of how employer cotributios may be made to your IRA. Your employer must also provide you with a copy of the completed Form 5305-SEP or SEP prototype adoptio agreemet ad a yearly statemet showig cotributios made to your IRA. If you are a employer who is establishig a SEP Pla, please refer to the IRS website at to obtai a copy of IRS Form 5305-SEP. employer. Employer cotributios to your SEP IRA are excluded from your icome uless there are cotributios i excess of the applicable limit. For SEP IRAs, you ad/or your employer are resposible for clearly differetiatig SEP employer cotributios from those of persoal IRA cotributios (if cotributed to the same accout). If you are establishig a SEP IRA, you must attach a executed copy of the employer s Form 5305-SEP or SEP prototype adoptio agreemet. Please mail your completed applicatio to: First Class Mail: Logleaf Parters Fuds c/o BNY Mello P.O. Box 9694 Providece, RI Overight Mail: Logleaf Parters Fuds c/o BNY Mello 4400 Computer Drive Westborough, MA (800) Your employer has adopted a SEP Pla for your retiremet eeds. Please read the iformatio o Form 5305-SEP as it cotais importat iformatio o how a SEP works ad your rights as a SEP IRA accoutholder. Your employer will determie the amout to be cotributed to your IRA each year. The amout for ay year is limited to the smaller of the aual 415(c) dollar limitatio (adjusted for cost-of-livig, if applicable) or 25% of your compesatio. Please see IRS Publicatio 560 for curret limitatios o beefits ad cotributios (COLA) limits. All amouts cotributed to your IRA by your employer belog to you eve after you stop workig for the

36 36 Logleaf Parters Fuds FACTS WHAT DOES BNY MELLON INVESTMENT SERVICING TRUST COMPANY DO WITH YOUR PERSONAL INFORMATION? Rev. July 1, NAF Why? Fiacial compaies choose how they share your persoal iformatio. Federal law gives cosumers the right to limit some but ot all sharig. Federal law also requires us to tell you how we collect, share, ad protect your persoal iformatio. Please read this otice carefully to uderstad what we do. What? The types of persoal iformatio we collect ad share deped o the product or service you have with us. This iformatio ca iclude: Social Security umber Accout balaces Trasactio history Accout trasactios Retiremet assets Whe you are o loger our customer, we cotiue to share your iformatio as described i this otice. How? All fiacial compaies eed to share customers persoal iformatio to ru their everyday busiess. I the sectio below, we list the reasos fiacial compaies ca share their customers persoal iformatio; the reasos BNY Mello Ivestmet Servicig Trust Compay chooses to share; ad whether you ca limit this sharig. Reasos we ca share your persoal iformatio For our everyday busiess purposes such as to process your trasactios, maitai your accout(s), respod to court orders ad legal ivestigatios, or report to credit bureaus For our marketig purposes to offer our products ad services to you Does BNY Mello Ivestmet Servicig Trust Compay share? Yes No Ca you limit this sharig? No No For joit marketig with other fiacial compaies No No For our affiliates everyday busiess purposes iformatio about your trasactios ad experieces For our affiliates everyday busiess purposes iformatio about your creditworthiess Yes No No No For our affiliates to market to you No No For oaffiliates to market to you No No Questios? Call

37 Idividual Retiremet Accout (IRA) 37 Page 2 Who we are Who is providig this otice? What we do How does BNY Mello Ivestmet Servicig Trust Compay protect my persoal iformatio? How does BNY Mello Ivestmet Servicig Trust Compay collect my persoal iformatio? Why ca t I limit all sharig? BNY Mello Ivestmet Servicig Trust Compay, custodia for self-directed savigs ad retiremet accouts, such as Idividual Retiremet Accouts, Qualified Plas ad 403(b)(7) Plas, ad for mutual fud Wrap Product ad Global Cash Portal accouts To protect your persoal iformatio from uauthorized access ad use, we use security measures that comply with federal law. These measures iclude computer safeguards ad secured files ad buildigs. Our iteral data security policies restrict access of opublic persoal iformatio to authorized employees. We maitai physical, electroic ad procedural safeguards to guard our customers' opublic persoal iformatio. Employees who violate our data security policies are subject to discipliary actio, up to ad icludig termiatio. We collect your persoal iformatio, for example, whe you Ope a accout or deposit fuds Make deposits or withdrawals from your accout Provide accout iformatio Give us your cotact iformatio Show your govermet-issued ID We also collect your persoal iformatio from affiliates or other compaies. Federal law gives you the right to limit oly Sharig for affiliates everyday busiess purposes iformatio about your creditworthiess Affiliates from usig your iformatio to market to you Sharig for oaffiliates to market to you State laws ad idividual compaies may give you additioal rights to limit sharig. Defiitios Affiliates Noaffiliates Joit marketig Compaies related by commo owership or cotrol. They ca be fiacial ad ofiacial compaies. Compaies ot related by commo owership or cotrol. They ca be fiacial ad ofiacial compaies. BNY Mello Ivestmet Servicig Trust Compay does ot share iformatio with oaffiliates so they ca market to you. A formal agreemet betwee oaffiliated fiacial compaies that together market fiacial products or services to you. BNY Mello Ivestmet Servicig Trust Compay does t joitly market. Other importat iformatio This otice applies to idividual cosumers who are customers or former customers. This otice replaces all previous otices of our cosumer privacy policy, ad may be ameded at ay time. We will keep you iformed of chages or amedmets as required by law.

38 38 Logleaf Parters Fuds This page is itetioally left blak.