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EXHIBIT 99.B14.2
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▇▇▇
CUSTODIAL
AGREEMENT
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INDIVIDUAL RETIREMENT ACCOUNT
DISCLOSURE STATEMENT
Please read the following information together with the Individual Retirement
Account Custodial Agreement and the Prospectus(es) for the Fund(s) you select
for your investment. This information reflects the current provisions of the
Internal Revenue Code.
YOU MAY REVOKE YOUR INDIVIDUAL RETIREMENT ACCOUNT (▇▇▇) UNDER THE FOLLOWING
CONDITIONS:
1. YOU RECEIVED YOUR STRONG FUNDS ▇▇▇ DISCLOSURE STATEMENT LESS
THAN 7 DAYS BEFORE YOU PURCHASED YOUR ▇▇▇ ACCOUNT AND
2. YOU REVOKE YOUR ACCOUNT WITHIN SEVEN (7) CALENDAR DAYS AFTER IT
IS RECEIVED BY STRONG FUNDS. MAIL OR DELIVER A WRITTEN REQUEST FOR
REVOCATION TO:
Strong Funds Strong Funds
P.O. Box 2936 100 Heritage Reserve
Milwaukee, WI 53201 ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇
▇-▇▇▇-▇▇▇-▇▇▇▇ (For overnight delivery)
You will receive a full refund for your initial ▇▇▇ contribution without any
reduction for administrative expenses, sales commissions or changes in market
value.
TYPES OF IRAS
Regular ▇▇▇. If you are under age 70 1/2, have earned income, and you are of
legal age, you may make regular ▇▇▇ contributions of $2,000 or 100% of your
compensation, whichever is less. To determine the tax deductible amount for
your ▇▇▇ contribution, see "Deductible ▇▇▇ Contributions," section 7.
Spousal ▇▇▇. If you are married and your spouse either earns no income or
elects to be treated as earning no income during the year, you may make
contributions to a Spousal ▇▇▇ in addition to your ▇▇▇. Contributions to your
▇▇▇ and your spouse's ▇▇▇ may not exceed 100% of your compensation or $2,250,
whichever is less. In no event, however, may the annual contribution to either
your ▇▇▇ or your spouse's ▇▇▇ exceed the $2,000 limit.
Rollover ▇▇▇. You may make a Rollover ▇▇▇ contribution by rolling over all or
a portion of your distribution or directly transferring the assets from a
qualified retirement plan [pension plan, profit-sharing plan, ▇▇▇▇▇, 401(k)],
403(b)(7) plan or another ▇▇▇ to your Strong Funds ▇▇▇. The distribution must
be rolled over within sixty (60) days of receipt from the qualified retirement
plan.
The amount of your ▇▇▇ Rollover contribution or transfer will not be included in
your taxable income for the year. However, strict limitations apply to these
rollovers and you should seek competent tax advice regarding these
restrictions.
Direct Rollover ▇▇▇. You may directly rollover a qualifed retirement or
403(b)(7) plan distribution to an ▇▇▇ to avoid the mandatory 20% federal tax
withholding on cash distributions. The distribution must be eligible for
rollover.
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The amount of your Direct Rollover ▇▇▇ contribution will not be included in
your taxable income for the year. However, strict limitations apply to these
rollovers and you should seek competent tax advice regarding these
restrictions.
Simplified Employee Pension Plan. A Simplified Employee Pension Plan or
SEP-▇▇▇ allows an employer to make deductible contributions to separate ▇▇▇
accounts established for each eligible employee. Your employer can make
contributions up to the lesser of 15% of your compensation or $30,000.
Eligibilty. If an employer or a self-employed individual
establishes a SEP-▇▇▇, the plan must include all employees who are at
least 21 years old and who have worked for the employer at any time
during at least three of the past five years. Employees who earn less
than the minimum compensation amount for the current tax year, as
adjusted to reflect cost of living increases, may be excluded. Please
call us for the current minimum compensation amount. Employees who are
non-resident aliens may also be excluded in certain circumstances.
Salary Deferral SEP. Employers may allow you to make salary deferrals of up to
the lesser of 15% of your compensation or the current deferral limitation
amount, as adjusted to reflect cost of living increases. Please call us for
the current deferral limitation. However, the combination of your employer's
contributions and the salary deferrals may not exceed the lesser of 15% of your
compensation or $30,000.
Eligibility. The salary deferral option can only be
established by employers with 25 or fewer employees at any time during
the preceding year, and at least 50% of the eligible employees must
choose to participate.
If you are covered by a SEP-▇▇▇, you can also make ▇▇▇ contributions.
Participation in a SEP-▇▇▇ may affect the deductibility of your ▇▇▇
contributions, as described in "Deductible ▇▇▇ Contributions," section 7.
The contributions made by the employer to your SEP-▇▇▇ are subject to the same
distribution rules that apply to other ▇▇▇ contributions, as described in
"Distributions," section 12.
1. General. Your ▇▇▇ is a custodial account created for your exclusive
benefit. Your interest in the account is non-forfeitable.
2. Investments. Contributions made to your ▇▇▇ will be invested in one or more
of the Strong Funds.
3. Eligibility. Employees and self-employed individuals are eligible to
contribute to an ▇▇▇. Employers may also contribute to an employer-sponsored
▇▇▇ established for the benefit of their employees (see "Simplified Employee
Pension Plan"). You may also establish an ▇▇▇ to receive rollover
contributions and/or transfers from another ▇▇▇ or from certain retirement
plans.
4. Contributions. All contributions to your ▇▇▇ must be made in cash.
Therefore, securities or other assets already owned cannot be contributed to an
▇▇▇ but can be converted to cash and then contributed. No part of your
contribution may be invested in life insurance contracts or mixed with other
property.
5. Time of Contribution. You may make regular contributions at any time up to
and including the due date for filing your tax return for the year, not
including any extensions. You may continue to make regular contributions to
your ▇▇▇ up to, but not including, the calendar year in which you reach 70 1/2,
as long as you have earned
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income. In addition, if you are over age 70 1/2 but your spouse is under age
70 1/2, a spousal ▇▇▇ contribution can still be made for your spouse. Rollover
contributions and transfers may be made at any time, including after you reach
age 70 1/2. Contributions to a Simplified Employee Pension Plan may be
continued after you attain age 70 1/2, provided you still have earned income.
6. Amount of Contribution. Employees or self-employed individuals may
contribute to an ▇▇▇ up to 100% of compensation for the year or $2,000,
whichever is less. Qualifying rollover contributions and transfers are not
subject to this limitation.
7. Deductible ▇▇▇ Contributions. If you are not married and are not
an "active participant" in a qualified retirement plan and you are under age
70 1/2, you may make a fully deductible ▇▇▇ contribution in any amount up to
$2,000 or 100% of your compensation for the year, whichever is less. The same
limits apply if you are married and you file a joint return with your spouse,
if neither you nor your spouse is an "active participant" in a qualified
retirement plan.
For purposes of determining deductible ▇▇▇ contributions, a qualified
retirement plan includes any of the following types of retirement plans:
* a qualified pension, profit-sharing, or stock bonus plan
established in accordance with IRC 401(a) or 401(k)
* a Simplified Employee Pension Plan (SEP-▇▇▇) [IRC 408(k)]
* tax-sheltered annuities and custodial accounts [IRC 403(b)
and 403(b)(7)]
* a qualified annuity plan under IRC Section 403(a)
Generally, you are considered an "active participant" in a defined contribution
plan if an employer contribution or forfeiture was credited to your account
under the plan during the year. You are considered an "active participant" in
a defined benefit plan if you are eligible to participate in a plan, even
though you elect not to participate. You are also treated as an "active
participant" for a year you make a voluntary or mandatory contribution to any
type of plan, even if your employer makes no contribution to the plan.
If you (or your spouse, if filing a joint tax return) are covered by a
qualified retirement plan, your ▇▇▇ contribution is tax-deductible only if your
adjusted gross income does not exceed certain limits. Adjusted gross income is
determined prior to adjustments for personal exemptions and itemized
deductions. For purposes of determining the ▇▇▇ deduction, adjusted gross
income is not modified to take into account deductions for ▇▇▇ contributions,
but does consider taxable benefits under the Social Security Act and the
Railroad Retirement Act and the passive loss limitations under Code Section 86.
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8. Limits on Deductible Contributions
▇▇▇ DEDUCTIBILITY CHART
Tax-Deductibility of
Adjusted Gross Income* ▇▇▇ Contribution
Covered by a Not Covered by
Individual Joint Qualified Plan a Qualified Plan
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$25,000 $40,000 Fully Fully
and under and under Deductible Deductible
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$25,000- $40,000- Partially Fully
$35,000 $50,000 Deductible Deductible
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$35,000 $50,000 Not Fully
and up and up Deductible Deductible
*Adjusted Gross Income (AGI) is the total of yearly wages, interest, dividends,
capital gains (or losses) minus allowable adjustments, such as alimony and
business or moving expenses.
To determine the amount of your partially deductible contribution, use the two
step calculation.
1) Go to the appropriate individual/joint column and find your income
level. Subtract your income from the maximum dollar amount in your
category.
2) Multiply the result by 20% to determine the deductible amount of
your ▇▇▇ contribution.
For example, let's assume you are married, file a joint tax return, one spouse
is covered by a qualified retirement plan, and your AGI is $47,200. You can
make a $2,000 contribution -- $560 is deductible and $1,440 is non-deductible.
1) $50,000-$47,200 = $2,800
2) $2,800 x 20% = $560
If the deduction limit is not a multiple of $10 then it should be rounded up to
the next highest $10. There is a $200 minimum floor on the deduction limit if
your adjusted gross income does not exceed $35,000 (for a single taxpayer),
$50,000 (for married taxpayers filing jointly) or $10,000 (for a married
taxpayer filing separately).
For married couples filing a joint tax return, the deduction limitations on ▇▇▇
contributions, as determined above, apply to each spouse.
9. Nondeductible ▇▇▇ Contributions. Even if your income exceeds the
limits described above, you may make a contribution to your ▇▇▇ of up to
$2,000 or 100% of your compensation, whichever is less. To the extent that
your contribution exceeds the deductible limits, it will be nondeductible.
Earnings on all ▇▇▇ contributions are tax-deferred until distribution. You are
required to indicate the nondeductible and deductible ▇▇▇ contributions on
your tax return.
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10. Excess Contributions. Contributions which exceed the maximum allowable
contribution to your ▇▇▇ for federal income tax purposes (the lesser of $2,000
or 100% of compensation or $2,250 for Spousal IRAs) are treated as excess
contributions. Any excess contributions made to your ▇▇▇ are subject to a
nondeductible penalty tax of 6% on the excess amount contributed. This penalty
tax will be added to your income tax liability for each year the excess
contribution remains in your account.
11. Correction of Excess Contribution. If you make a contribution in excess
of your allowable maximum, you may avoid the 6% excess contribution penalty
tax by withdrawing the excess amount by your tax filing deadline for that year.
The earnings on your excess contribution will be taxable to you for the year
the excess contribution was made and may be subject to a 10% premature
withdrawal penalty tax if you are under age 59 1/2.
12. Distributions. Distributions from your ▇▇▇ will be included in your gross
income for federal tax purposes in the year received by you unless otherwise
excludable. You may begin receiving distributions from your ▇▇▇ at any time.
You may choose any of the following alternatives for your payout:
(a) a single sum payment;
(b) equal or substantially equal monthly, quarterly, or annual
payments over your life expectancy;
(c) equal or substantially equal monthly, quarterly, or annual
payments over the joint life expectancy of you and your
designated beneficiary;
(d) equal or substantially equal monthly, quarterly, or annual
payments over a specified term not in excess of your life
expectancy; or
(e) equal or substantially equal monthly, quarterly, or annual
payments over a specified term not in excess of the joint
life expectancy of you and your designated beneficiary.
13. Tax Treatment of Distributions. Amounts distributed to you are generally
includable in your gross income in the taxable year you receive them and are
taxable as ordinary income. To the extent, however, that any part of a
distribution constitutes a return of your nondeductible contributions, it will
not be included in your income. The amount of any distribution excludable from
income is the portion that bears the same ratio as your aggregate nondeductible
contributions bear to the balance of your ▇▇▇ at the end of the year
(calculated after adding back distributions during the year). For this
purpose, all of your IRAs are treated as a single ▇▇▇. Furthermore, all
distributions from an ▇▇▇ during a taxable year are to be treated as one
distribution. The aggregate amount of distributions excludable from income for
all years cannot exceed the aggregate nondeductible contributions for all
calendar years.
Distributions from your ▇▇▇ made before age 59 1/2 will be subject to a 10%
nondeductible penalty tax unless the distribution is a return of nondeductible
contributions or is made because of your death, disability, as part of a series
of substantially equal periodic payments over your life expectancy or the joint
life expectancy of you and your beneficiary, or the distribution is an exempt
withdrawal of an excess contribution. The penalty tax may also be avoided if
the distribution is rolled over to another individual retirement account.
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14. Required Minimum Distributions. You must begin receiving the assets in
your account no later than April 1 following the calendar year in which you
reach age 70 1/2 (your "required beginning date"). In general, the minimum
amount that must be distributed each year is equal to the amount obtained by
dividing the balance in your ▇▇▇ on the last day of the prior year (or the last
day of the year prior to the year in which you attain age 70 1/2) by your life
expectancy, the joint life expectancy of you and your beneficiary, or the
specified payment term, whichever is applicable. A federal tax penalty may be
imposed against you if the required minimum distribution is not made for the
year you reach age 70 1/2 and for each year thereafter. The penalty is equal
to 50% of the amount by which the actual distribution is less than the required
minimum.
Unless you or your spouse elects otherwise, your life expectancy and/or the
life expectancy of your spouse will be recalculated annually. An election not
to recalculate life expectancy(ies) is irrevocable and will apply to all
subsequent years. The life expectancy of a nonspouse beneficiary may not be
recalculated.
If you have two or more IRAs, you may satisfy the minimum distribution
requirements by receiving a distribution from one of your IRAs in an amount
sufficient to satisfy the minimum distribution requirements for your other
IRAs. You must still calculate the required minimum distribution separately
for each ▇▇▇, but then such amounts may be totalled and the total distribution
taken from one or more of your individual IRAs.
Distribution from your ▇▇▇ must satisfy the special "incidental death benefit"
rules of the Internal Revenue Code. These provisions set forth certain
limitations on the joint life expectancy of you and your beneficiary. If your
beneficiary is not your spouse, your beneficiary will be generally considered
to be no more than 10 years younger than you for the purpose of calculating
the minimum amount that must be distributed.
15. Distribution of Account Assets After Death. If you die before receiving
the entire balance of your account, distribution of your remaining account
balance is subject to several special rules. If you die on or after your
required beginning date, distribution must continue in a method at least as
rapid as under the method of distribution in effect at your death. If you die
before your required beginning date, your remaining interest will, at the
election of your beneficiary or beneficiaries:
(i) be distributed by December 31 of the year in which occurs the
fifth anniversary of your death, or
(ii) commence to be distributed by December 31 of the year following
your death over a period not exceeding the life or life expectancy
of your designated beneficary or beneficiaries.
Two additional distribution options are available if your spouse is the
beneficiary:
(i) payments to your spouse may commence as late as December 31 of
the year you would have attained age 70 1/2 and be distributed over
a period not exceeding the life or life expectancy of your spouse,
or
(ii) your spouse can simply elect to treat your ▇▇▇ as his or her own,
in which case distributions will be required to commence by April
1 following the calendar year in which your spouse attains age 70
1/2.
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16. Excess Distributions. Distributions from tax-favored retirement plans,
including IRAs, are assessed a 15% excise tax when they exceed a certain
threshold amount. This threshold amount for the application of excess
distribution and excess accumulation penalties is adjusted to reflect cost of
living increases. Please call us for the current threshold amount. To
determine whether you have distributions in excess of this limit, you must
combine the amounts of all distributions you receive during the calendar year
from all retirement plans, including IRAs. Please consult with your tax
advisor for more complete information, including the availability of favorable
elections.
17. No Special Tax Treatment. No distribution to you or anyone else from
your ▇▇▇ will qualify for special 5-year or 10-year averaging or capital gains
treatment under the federal income tax laws. All distributions are taxed to
the recipient as ordinary income except for the portion of a distribution
which represents the return of non-deductible contributions.
18. Qualification of the Plan. Your ▇▇▇ has been approved as to form for use
as an ▇▇▇ by the Internal Revenue Service. The Internal Revenue Service
approval is a determination only as to the form of the ▇▇▇ and does not
represent a determination of the merits of the ▇▇▇. You may obtain further
information with respect to your ▇▇▇ from any district office of the Internal
Revenue Service.
19. Designation of Beneficiary. You can designate your beneficiary on the ▇▇▇
application. Any new account opened by exchanging money from an existing ▇▇▇
account with a valid beneficiary designation will have the same beneficiary
designation as the original account. To change your beneficiary designation,
write to Strong Funds indicating the new beneficiary.
20. Prohibited Transactions. The occurrence of any of the below-listed events
during the existence of your ▇▇▇ will result in the disqualification of your
account and the entire balance in your ▇▇▇ will be treated as if distributed to
you and will be taxable to you in the year in which any of the following events
occur:
(a) the sale, exchange, or leasing of any property between your
account and yourself;
(b) the lending of money or other extensions of credit between your
account and yourself; and/or
(c) the furnishing of goods, services, or facilities between you and
your account.
In addition, if you pledge all or part of your ▇▇▇ as security for a loan, the
portion that is pledged will be treated as if distributed to you and will be
taxed as ordinary income in the year it was pledged. If you are under age 59
1/2, you may also be subject to the 10% penalty tax on early distributions.
21. Reporting for Tax Purposes. contributions to your ▇▇▇ for which a
deduction is allowed are reported on your Federal Income Tax, Form 1040, for
the tax year contributed. If any nondeductible contributions are made by you
during a tax year, such amounts must be reported on Form 8606 and attached to
your Federal Income Tax Return for the year contributed. If you report a
nondeductible contribution to your ▇▇▇ and do not make the contribution, you
will be subject to a $100 penalty for each overstatement unless a reasonable
cause is shown for not contributing.
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Other reporting is required if any special taxes or penalties described herein
are due. You must also file Form 5329 with the Internal Revenue Service for
each taxable year in which the contribution limit has been exceeded, a
premature distribution has been made, an excess distribution has been made, or
less than the required minimum amount is distributed from your ▇▇▇.
22. Witholding of Income Tax. Federal law requires the custodian to withhold
income taxes on distributions from your ▇▇▇, unless you elect otherwise.
23. Service Charges. Any service charges or other types of fees or
assessments made against your ▇▇▇, and the amount of such charges, are
described in the Individual Retirement Account Custodial Agreement.
24. Allocation of Earnings. The method of computing and allocating annual
earnings shall be set forth in the Individual Retirement Account Custodial
Agreement. The growth in value of your ▇▇▇ is neither guaranteed nor
projected.
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INDIVIDUAL RETIREMENT ACCOUNT
CUSTODIAL AGREEMENT
This is an agreement establishing an Individual Retirement Account
(under Section 408(a) of the Internal Revenue Code of 1986, as amended (the
"Code")) between the Depositor and the Custodian.
"Depositor" means the individual for whom the Individual Retirement Account is
established.
"Custodian" means Firstar Trust Company, or any successor thereto.
"Custodial Account" means the account established by the Custodian in the name
of the Depositor.
ARTICLE I
The Custodian may accept additional cash contributions on behalf of the
Depositor for a tax year of the Depositor. The total cash contributions are
limited to $2,000 for the tax year unless the contribution is a rollover
contribution described in Code Section 402(c), 403(a)(4), 403(b)(8), or
408(d)(3), or an employer contribution to a simplified employee pension plan as
described in Section 408(k).
ARTICLE II
The Depositor's interest in the balance in the custodial account is
nonforfeitable.
ARTICLE III
1. No part of the custodial funds may be invested in life insurance
contracts, nor may the assets of the custodial account be commingled with
other property except in a common trust fund or common investment fund
(within the meaning of Code Section 408(a)(5)).
2. No part of the custodial funds may be invested in collectibles (as
defined in Code Section 408(m)(2)), except as otherwise permitted by Code
Section 408 (m)(3) which provides an exception for certain gold and silver
coins minted by the U.S. Treasury Department and any coins issued under
the laws of any state.
ARTICLE IV
1. Notwithstanding any provision of this agreement to the contrary, the
distribution of the Depositor's interest in the custodial account shall be
made in accordance with the following requirements and shall otherwise
comply with Code Section 408(a)(6) and Proposed Treasury Regulations
Section 1.408-8, including the incidental death benefit provisions of
Proposed Treasury Regulations Section 1.401(a)(9)-2, the provisions of
which are incorporated by reference.
2. Unless otherwise elected by the time of distributions are required to
begin to the Depositor under Paragraph 3, or to the surviving spouse under
Paragraph 4, other than in the case of a life annuity, life expectancies
shall be recalculated annually.
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Such election shall be irrevocable as to the Depositor and the surviving
spouse and shall apply to all subsequent years. The life expectancy of a
nonspouse beneficiary may not be recalculated.
3. The Depositor's entire interest in the custodial account must be, or begin
to be, distributed by the Depositor's required beginning date, (April 1
immediately following the end of the calendar year end in which the
Depositor reaches age 70 1/2). By that date, the Depositor may elect, in
a manner acceptable to the Custodian, to have the balance in the
custodial account distributed in:
(a) A single sum payment.
(b) An annuity contract that provides equal or substantially equal
monthly, quarterly, or annual payments over the life of the
Depositor.
(c) An annuity contract that provides equal or substantially equal
monthly, quarterly, or annual payments over the joint and last
survivor lives of the Depositor and his or her designated
beneficiary.
(d) Equal or substantially equal annual payments over a specified period
that may not be longer than the Depositor's life expectancy.
(e) Equal or substantially equal annual payments over a specified period
that may not be longer than the joint life and last survivor
expectancy of the Depositor and his or her designated beneficiary.
4. If the Depositor dies before his or her entire interest is distributed to
him or her, the entire remaining interest will be distributed as follows:
(a) If the Depositor dies on or after distribution of his or her interest
has begun, distribution must continue to be made in accordance with
Paragraph 3.
(b) If the Depositor dies before distribution of his or her interest has
begun, the entire remaining interest will, at the election of the
Depositor or, if the Depositor has not so elected, at the election of
the beneficiary or beneficiaries, either:
(i) Be distributed by the December 31 of the year containing the
fifth anniversary of the Depositor's death, or
(ii) Be distributed in equal or substantially equal payments over
the life or life expectancy of the designated beneficiary or
beneficiaries starting by December 31 of the year following
the year of the Depositor's death. If, however, the
beneficiary is the Depositor's surviving spouse, then this
distribution is not required to begin before December 31 of
the year in which the Depositor would have turned age 70 1/2.
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(c) Except where distribution in the form of an annuity meeting the
requirements of Code Section 408(b)(3) and its related regulations
has irrevocably commenced, distributions are treated as having begun
on the Depositor's required beginning date, even though payments may
actually have been made before that date.
(d) If the Depositor dies before his or her entire interest has been
distributed and if the beneficiary is other than the surviving
spouse, no additional cash contributions or rollover contributions
may be accepted in the account.
5. In the case of a distribution over life expectancy in equal or
substantially equal annual payments, to determine the minimum annual
payment for each year, divide the Depositor's entire interest in the
custodial account as of the close of business on December 31 of the
preceding year by the life expectancy of the Depositor (or the joint life
and last survivor expectancy of the Depositor and the Depositor's
designated beneficiary, or the life expectancy of the designated
beneficiary, whichever applies). In the case of distributions under
Paragraph 3, determine the initial life expectancy (or joint life and last
survivor expectancy) using the attained ages of the Depositor and
designated beneficiary as of their birthdays in the year the Depositor
reaches age 70 1/2. In the case of a distribution in accordance with
Paragraph 4(b)(ii), determine life expectancy using the attained age of
the designated beneficiary as of the beneficiary's birthday in the year
distributions are required to commence.
6. The owner of two or more individual retirement accounts may use the
"alternative method" described in Internal Revenue Notice 88-38, 1988-1
C.B. 524, to satisfy the minimum distribution requirements described
above. This method permits an individual to satisfy these requirements by
taking from one individual retirement account the amount required to
satisfy the requirement for another.
ARTICLE V
1. The Depositor agrees to provide the Custodian with information
necessary for the Custodian to prepare any reports required under Code
Section 408(i) and Treasury Regulations Section 1.408-5 and 1.408-6.
2. The Custodian agrees to submit reports to the Internal Revenue Service
(IRS) and the Depositor prescribed by the IRS.
ARTICLE VI
Notwithstanding any other articles which may be added or incorporated, the
provisions of Articles I through III and this sentence will be controlling. Any
additional articles that are not consistent with Code Section 408(a) and related
regulations will be invalid.
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ARTICLE VII
The Custodian shall amend this agreement from time to time to comply with the
provisions of the Code and related Treasury Regulations. The Custodian may
make other amendments with the consent of the persons whose signatures appear
below.
ARTICLE VIII
1. INVESTMENT OF ACCOUNT ASSETS.
(a) All contributions to the Custodial Account shall be invested in
the shares of any regulated investment company ("Investment Company")
for which Strong Capital Management, Inc. (the "Investment Advisor")
serves as investment advisor, or any other regulated investment
company designated by the Investment Advisor. Shares of stock of an
Investment Company shall be referred to as "Investment Company
Shares."
(b) Each contribution to the Custodial Account shall identify the
Depositor's account number and be accompanied by a signed statement
directing the investment of that contribution. The Custodian may
return to the Depositor, without liability for interest thereon, any
contribution which is not accompanied by adequate account
identification or an appropriate signed statement directing
investment of that contribution.
(c) Contributions shall be invested in whole and fractional
Investment Company Shares at the price and in the manner such shares
are offered to the public. All distributions received on Investment
Company Shares held in the Custodial Account shall be reinvested in
like shares. If any distribution of Investment Company Shares may be
received in additional like shares or in cash or other property, the
Custodian shall elect to receive such distribution in additional like
Investment Company Shares.
(d) All Investment Company Shares acquired by the Custodian shall be
registered in the name of the Custodian or its nominee. The Depositor
shall be the beneficial owner of all Investment Company Shares held in
the Custodial Account.
(e) The Custodian agrees to forward to the Depositor each prospectus,
report, notice, proxy and related proxy soliciting materials
applicable to Investment Company Shares held in the Custodial Account
received by the Custodian. By establishing or having established the
Custodial Account, the Depositor affirmatively directs the Custodian
to vote any Investment Company Shares held on the applicable record
date that have not been voted by the Depositor prior to a shareholder
meeting for which prior notice has been given. The Custodian shall
vote with the management of the Investment Company on each proposal
that the Investment Company's Board of Directors has approved
unanimously. If the Investment Company's Board of Directors has not
approved a proposal unanimously, the Custodian shall vote in
proportion to all shares voted by the Investment Company's
shareholders.
(f) The Depositor may, at any time, by written notice to the Custodian,
redeem any number of shares held in the Custodial Account and
reinvest the proceeds in the shares of any other Investment Company.
Such redemptions and reinvestments shall be done at the price and in
the manner such shares are then being redeemed or offered by the
respective Investment Companies.
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2. AMENDMENT AND TERMINATION.
(a) The Investment Advisor may amend the Custodial Account (including
retroactive amendments) by delivering to the Depositor written notice
of such amendment setting forth the substance and effective date of
the amendment. The Depositor shall be deemed to have consented to any
such amendment not objected to in writing by the Depositor within
thirty (30) days of receipt of the notice, provided that no amendment
shall cause or permit any part of the assets of the Custodial Account
to be diverted to purposes other than for the exclusive benefit of
the Depositor or his beneficiaries.
(b) The Depositor may terminate the Custodial Account by delivering to
the Custodian a written notice of such termination.
(c) The Custodial Account shall automatically terminate upon distribution
to the Depositor or any beneficiary of the entire balance in the
Custodial Account.
(d) At any time after three years from the effective date of this
Agreement, the Custodian may elect to terminate the Custodial Account
upon thirty (30) days written notice to the Depositor.
3. Taxes and Custodial Fees. Any income taxes or other taxes levied or
assessed upon or in respect of the assets or income of the Custodial
Account or any transfer taxes incurred shall be paid from the Custodial
Account. All administrative expenses incurred by the Custodian in the
performance of its duties, including fees for legal services rendered to
the Custodian and the Custodian's compensation, shall be paid from the
Custodial Account, unless otherwise paid by the Depositor or his or her
beneficiaries. The Custodian's current fees are:
(a) Annual maintenance fee - $10.00 per account
Maximum annual maintenance fee - $30.00
(b) Transfer to successor custodian - $10.00
(c) Complete distribution - $10.00
Extraordinary charges resulting from unusual administrative
responsibilities not contemplated by this schedule will be subject to such
additional charges as will reasonably compensate the Custodian for the
services performed.
A separate annual maintenance fee will be charged for each Investment
Company in which the Custodial Account is invested for that calendar year.
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If you decide not to prepay the maintenance fee, it will be deducted in
September of each year, and enough Investment Company Shares will be
redeemed to cover the fees. Upon thirty (30) days written notice to the
Depositor, the Custodian may change the fees payable in connection with
the Custodial Account.
4. REPORTS AND NOTICES.
(a) The Custodian shall keep adequate records of transactions it is
required to perform hereunder. After the close of each calendar year,
the Custodian shall provide to the Depositor or the Depositor's legal
representative a written report or reports reflecting the
transactions effected by it during such year and the assets and
liabilities of the Custodial Account at the close of the year.
(b) All communications or notices shall be deemed to be given upon
receipt by the Custodian of Strong Funds, at P. O. ▇▇▇ ▇▇▇▇,
▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, or the Depositor at his or her most
recent address shown in the Custodian's records. The Depositor agrees
to advise the Custodian promptly, in writing, of any change of
address.
5. DESIGNATION OF BENEFICIARY. The Depositor may designate a beneficiary or
beneficiaries to receive benefits from the Custodial Account in the event
of the Depositor's death. In the event the Depositor has not designated a
beneficiary, or if all beneficiaries shall predecease the Depositor, the
following persons shall take in the order named:
(a) The spouse of the Depositor; or
(b) The personal representative of the Depositor's estate, if the
Depositor does not have a spouse.
6. MULTIPLE INDIVIDUAL RETIREMENT ACCOUNTS. In the event the Depositor
maintains more than one individual retirement account (as defined in Code
Section 408(a)) and elects to satisfy his or her minimum distribution
requirements described in Article IV above by making a distribution for
another individual retirement account in accordance with Paragraph 6
thereof, the Depositor shall be deemed to have elected to calculate the
amount of his or her minimum distribution under this Custodial Account in
the same manner as under the individual retirement account from which the
distribution is made.
7. INALIENABILITY OF BENEFITS. The benefits provided under this Custodial
Account shall not be subject to alienation, assignment, garnishment,
attachment, execution, or levy of any kind and any attempt to cause such
benefits to be so subjected shall not be recognized except to the extent
as may be required by law.
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8. ROLLOVER CONTRIBUTIONS AND TRANSFERS. The Custodian shall have the right
to receive rollover contributions and to receive direct transfers from
other custodians or trustees. All contributions must be made in cash or by
check.
9. MINIMUM REQUIRED DISTRIBUTIONS. If a Depositor has attained age 70 1/2 and
has not notified the Custodian in writing as to how to calculate the
minimum required distribution or that a minimum required distribution has
been received from another ▇▇▇ (reference Article IV, Section 6), a
minimum required distribution will be made in accordance with Article IV,
Section 5.
10. CONFLICT IN PROVISIONS. To the extent that any provisions of this Article
VIII shall conflict with the provisions of Articles IV, V and/or VII, the
provisions of this Article VIII shall govern.
11. APPLICABLE STATE LAW. This Custodial Account shall be construed,
administered, and enforced according to the laws of the State of
Wisconsin.
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