Common use of Investment of Trust Assets Clause in Contracts

Investment of Trust Assets. In conjunction with the establishment and operation of the Trust, the Trustee is authorized in its discretion, or as it may be directed by the Grantor or the administrator of the Plan, but not by way of limitation: (A) to invest and reinvest the Trust fund in such property, real or personal, as a prudent investor of intelligence and integrity would purchase in an exercise of reasonable care, judgment and diligence, whether or not the same be expressly authorized by law for the investment of Trust funds including, but merely by way of illustration, bonds, mortgages, notes, debentures, equipment trust certificates, interest in investment trusts, shares of stock, whether common or preferred, shares of registered investment companies (i.e., mutual funds, including mutual funds for which the Trustee or any affiliate of the Trustee serves as investment advisor, custodian or other service provider as disclosed in the current mutual fund prospectus to be provided to the Grantor or the administrator of the Plan), leasehold interests, real estate, money market securities, such insurance company group annuity or other insurance contracts as the Grantor may specify, and any other property which it may deem suitable; (B) to acquire interests in investments and to commingle funds of the Trust with those of other funds with respect to which the Trustee is acting in a fiduciary capacity and to retain any such investment coming into its possession as Trustee; (C) to invest in any common trust funds maintained by the Trustee or any affiliate thereof; (D) to deposit any portion of the Trust fund in bank accounts, certificates of deposit, time deposit open accounts and other similar investments which bear a reasonable rate of interest, in the banking department of any bank or trust company, including the banking department of the Trustee or of any affiliate thereof; (E) to retain in cash or other investments which are unproductive of income so much of the Trust fund as it may deem advisable (e.g., Trust assets pending investment or disbursement) which may include retention of Trust assets in non-interest bearing accounts in the banking department of the Trustee or of any affiliate thereof, notwithstanding the banking department's or other entity's receipt of "float" from such uninvested cash. (F) to retain insurance contracts or policies transferred to it by the Grantor, and to purchase such insurance as it or the Grantor shall determine to be necessary or advisable to advance best the purposes of the Trust and the interest of the Beneficiaries; and (G) to retain the entire or a substantial part of the principal in any shares or other interest in assets used to initially fund the Trust or to sell all or any part of the interest. The Trustee is authorized to retain this interest without liability for failure to sell the interest even though the retention may result in lack of diversification or the interest is not the character or quality of investment permitted by law for Trustees. (H) to the fullest extent permitted by law, the Trustee is expressly authorized to (i) retain the services of U.S. Bancorp Xxxxx Xxxxxxx Inc. and/or U.S. Bancorp Investments, Inc., each being affiliates of U.S. Bank National Association, and/or any other registered broker-dealer organization hereafter affiliated with U.S. Bank National Association, and any future successors in interest thereto (collectively for the purposes of this paragraph referred to as the "Affiliated Entities"), to provide services to assist in or facilitate the purchase or sale of investment securities in the Trust, (ii) acquire as assets of the Trust shares of mutual funds to which Affiliated Entities provides, for a fee, services in any capacity and (iii) acquire in the Trust any other services or products of any kind or nature from the Affiliated Entities regardless of whether the same or similar services or products are available from other institutions. The Trust may directly or indirectly (through mutual funds fees and charges for example) pay management fees, transaction fees and other commissions to the Affiliated Entities for the services or products provided to the Trust and/or such mutual funds at such Affiliated Entities' standard or published rates without offset (unless required by law) from any fees charged by the Trustee for its services as Trustee. The Trustee may also deal directly with the Affiliated Entities regardless of the capacity in which it is then acting, to purchase, sell, exchange or transfer assets of the Trust even though the Affiliated Entities are receiving compensation or otherwise profiting from such transaction or are acting as a principal in such transaction. Each of the Affiliated Entities is authorized to (i) effect transactions on national securities exchanges for the Trust as directed by the Trustee, and (ii) retain any transactional fees related thereto, consistent with Section 11(a)(1) of the Securities Exchange Act of 1934, as amended, and related Rule 11a2-2(T). Included specifically, but not by way of limitation, in the transactions authorized by this provision are transactions in which any of the Affiliated Entities are serving as an underwriter or member of an underwriting syndicate for a security being purchased or are purchasing or selling a security for its own account. In the event the Trustee is directed by the Grantor, the administrator of the Plan or any designated investment manager, as applicable hereunder (collectively referred to for purposes of this paragraph as the "Directing Party"), the Directing Party shall be authorized, and expressly retains the right hereunder, to direct the Trustee to retain the services of, and conduct transactions with, Affiliated Entities fully in the manner described above.

Investment of Trust Assets. (a) Grantor shall have the sole power and responsibility for the management, disposition, and investment of the Trust assets, and Trustee shall comply with written directions from the Grantor. The Trustee shall have no duty or responsibility to review, initiate action, or make recommendations regarding the investment of the Trust assets and shall retain such assets until directed in writing to dispose of them. Prior to issuing any such directions, the Grantor shall certify to the Trustee the person(s) at the Company or its agent who have the authority to issue such directions. (b) In conjunction with the establishment and operation administration of the Trust, Trustee shall have the following powers; however, all powers regarding the investment of the Trust shall be done solely pursuant to direction of the Grantor or its delegated agent or, if applicable, an Investment Manager, unless Trustee has been properly delegated investment authority: (1) To hold assets of any kind, including shares of any registered investment company, whether or not Trustee or any of its affiliates provides investment advice or other services to such company and receives compensation for the services provided; (2) To sell, exchange, assign, transfer, and convey any security or property held in the Trust, at public or private sale, at such time and price and upon such terms and conditions (including credit) as directed; (3) To invest and reinvest assets of the Trust (including accumulated income) as directed; (4) To vote, tender, or exercise any right appurtenant to any stock or securities held in the Trust, as directed; (5) To consent to and participate in any plan for the liquidation, reorganization, consolidation, merger or any similar action of any corporation, any security of which is held in the Trust, as directed; (6) To sell or exercise any “rights” issued on any securities held in the Trust, as directed; (7) To cause all or any part of the assets of the Trust to be held in the name of Trustee (which in such instance need not disclose its fiduciary capacity) or, as permitted by laws, in the name of any nominee, and to acquire for the Trust any investment in bearer form, but the books and records of the Trust shall at all times show that all such investments are part of the Trust and Trustee shall hold evidence of title to all such investments; (8) To make such distributions in accordance with the provisions of this Trust Agreement; (9) To hold a portion of the Trust for the ordinary administration and for the disbursement of funds in cash, without liability for interest thereon for such period of time as necessary, notwithstanding that Trustee or an affiliate of Trustee may benefit directly or indirectly from such uninvested amounts. It is acknowledged that Trustee’s handling of such amounts is consistent with usual and customary banking and fiduciary practices, and any earnings realized by Trustee or its affiliates will be compensation for its bank services in addition to its regular fees; and (10) To invest in deposit products of Trustee or its affiliates, or other bank or similar financial institution, subject to the rules and regulations governing such deposits, and without regard to the amount of such deposit, as directed; (11) To invest in securities (including stock and the rights to acquire stock) or obligations issued by the Grantor as that term is defined in the Plans; (12) To appoint custodians, subcustodians, or subtrustees, domestic or foreign (including affiliates of the Trustee), as to part or all of the Trust; provided that the Trustee shall not be liable for the acts or omissions of any subcustodian appointed under this Section. (c) From time to time the Grantor may appoint one or more investment managers who shall have investment management and control over all or a portion of the assets of the Trust (“Investment Managers”). The Grantor shall notify the Trustee in writing of the appointment of the Investment Manager. In the event more than one Investment Manager is appointed, the Grantor shall determine which assets shall be subject to management and control by each Investment Manager and shall also determine the proportion in which funds withdrawn or disbursed shall be charged against the assets subject to each Investment Manager’s management and control. Such Investment Manager shall direct Trustee as to the investment of assets and any voting, tendering, and other appurtenant rights of all securities held in the portion of the Trust over which the Investment Manager is appointed. Trustee shall have no duty or responsibility to review, initiate action, or make recommendations regarding the investment of the Trust assets and shall retain such assets until directed in writing to dispose of them. (d) Grantor may delegate to Trustee the responsibility to manage all or a portion of the Trust if Trustee agrees to do so in writing. Upon written acceptance of that delegation, Trustee shall have full power and authority to invest and reinvest the Trust in investments as provided herein, subject to any investment guidelines provided by Grantor. (e) The Trustee shall have no responsibility to notify the Grantor of any calls for redemption which do not appear in Standard New York Financial Publications, unless the Trustee actually receives written notice of such call for redemption. The Trustee shall promptly notify the Grantor of each written notice actually received by the Trustee in the ordinary course of its custodial business hereunder concerning any default of payment in connection with securities held hereunder, call for redemption, exchange offer, tender offer, rights offering, subscription rights, conversion or similar rights, merger, consolidation, reorganization, reclassification or recapitalization, or similar event or proceeding affecting the property held in the Trust, and shall take such action in respect thereto as may be directed in writing by the Grantor. (f) All solicitation fees payable to the Trustee as agent in connection with tender offers or any of the aforementioned proceedings that would not otherwise be payable to the Grantor will be retained by the Trustee, to the extent that said fee retention does not violate the Employee Retirement Income Security Act or other federal or state laws. (g) Should any securities held in any depository be called for partial redemption by the issuer of such securities, the Trustee is authorized in its discretion, or as it may the Trustee’s sole discretion to allot the called portion to the respective holders in any manner deemed to be directed by the Grantor or the administrator of the Plan, but not by way of limitation: (A) to invest fair and reinvest the Trust fund in such property, real or personal, as a prudent investor of intelligence and integrity would purchase in an exercise of reasonable care, judgment and diligence, whether or not the same be expressly authorized by law for the investment of Trust funds including, but merely by way of illustration, bonds, mortgages, notes, debentures, equipment trust certificates, interest in investment trusts, shares of stock, whether common or preferred, shares of registered investment companies (i.e., mutual funds, including mutual funds for which the Trustee or any affiliate of the Trustee serves as investment advisor, custodian or other service provider as disclosed equitable in the current mutual fund prospectus to Trustee’s judgment. Securities called for partial redemption must be provided to the Grantor or the administrator of the Plan), leasehold interests, real estate, money market securities, such insurance company group annuity or other insurance contracts as the Grantor may specify, and any other property which it may deem suitable; (B) to acquire interests in investments and to commingle funds of the Trust with those of other funds with respect to which the Trustee is acting in a fiduciary capacity and to retain any such investment coming into its possession as Trustee; (C) to invest in any common trust funds maintained by the Trustee or any affiliate thereof; (D) to deposit any portion of the Trust fund in bank accounts, certificates of deposit, time deposit open accounts and other similar investments which bear a reasonable rate of interest, in the banking department of any bank or trust company, including the banking department of the Trustee or of any affiliate thereof; (E) to retain in cash or other investments which are unproductive of income so much of the Trust fund as it may deem advisable (e.g., Trust assets pending investment or disbursement) which may include retention of Trust assets in non-interest bearing accounts in the banking department of the Trustee or of any affiliate thereof, notwithstanding the banking department's or other entity's receipt of "float" from such uninvested cash. (F) to retain insurance contracts or policies transferred to it by the Grantor, and to purchase such insurance as it or the Grantor shall determine to be necessary or advisable to advance best the purposes of the Trust and the interest of the Beneficiaries; and (G) to retain the entire or a substantial part of the principal in any shares or other interest in assets used to initially fund the Trust or to sell all or any part of the interest. The Trustee is authorized to retain this interest without liability for failure to sell the interest even though the retention may result in lack of diversification or the interest is not the character or quality of investment permitted by law for Trustees. (H) to the fullest extent permitted by law, the Trustee is expressly authorized to (i) retain the services of U.S. Bancorp Xxxxx Xxxxxxx Inc. and/or U.S. Bancorp Investments, Inc., each being affiliates of U.S. Bank National Association, and/or any other registered broker-dealer organization hereafter affiliated with U.S. Bank National Association, and any future successors in interest thereto (collectively for the purposes of this paragraph referred to as the "Affiliated Entities"), to provide services to assist in or facilitate the purchase or sale of investment securities in the Trust, (ii) acquire as assets of the Trust shares of mutual funds to which Affiliated Entities provides, for a fee, services in any capacity and (iii) acquire in the Trust any other services or products of any kind or nature from the Affiliated Entities regardless of whether the same or similar services or products are available from other institutions. The Trust may directly or indirectly (through mutual funds fees and charges for example) pay management fees, transaction fees and other commissions pursuant to the Affiliated Entities for the services or products provided to the Trust and/or such mutual funds at such Affiliated Entities' standard or published rates without offset (unless required by law) from any fees charged by the Trustee for its services as Trustee. The Trustee may also deal directly with the Affiliated Entities regardless of the capacity in which it is then acting, to purchase, sell, exchange or transfer assets of the Trust even though the Affiliated Entities are receiving compensation or otherwise profiting from such transaction or are acting as a principal in such transaction. Each of the Affiliated Entities is authorized to (i) effect transactions on national securities exchanges for the Trust as directed by the Trustee, and (ii) retain any transactional fees related thereto, consistent with Section 11(a)(1) of the Securities Exchange Act of 1934, as amended, and related Rule 11a2-2(T). Included specifically, but not by way of limitation, in the transactions authorized by this provision are transactions in which any of the Affiliated Entities are serving as an underwriter or member of an underwriting syndicate for a security being purchased or are purchasing or selling a security for its own account. In the event the Trustee is directed by the Grantor, the administrator of the Plan or any designated investment manager, as applicable hereunder (collectively referred to for purposes of this paragraph as the "Directing Party"), the Directing Party shall be authorized, and expressly retains the right hereunder, to direct the Trustee to retain the services of, and conduct transactions with, Affiliated Entities fully in the manner described aboveactual rather than provisional credit.

Investment of Trust Assets. In conjunction The Trustee shall not have any discretion, and is specifically prohibited from having or exercising any discretion, with respect to the establishment investment of Trust assets. The Employer, the Retirement Committee, and operation any other person so designated pursuant to Article X of the TrustPlan shall be the named fiduciaries ("Named Fiduciary", singularly); provided, however that the Trustee is authorized in its discretion, or as it may shall not be directed by the Grantor or the administrator considered a Named Fiduciary for purposes of this Agreement and the Plan, and except as provided in Section 3.5 (Participant Directed Investments), the Employer or other designated Named Fiduciary shall be solely responsible for giving the Trustee directions as to the investment and disposition of the Trust assets, including but not by way limited to guaranteed investment contracts, bank investment contracts, synthetic investment contracts, certificates of limitation: (A) deposit and insurance company annuity contracts. The Trustee, unless it has knowledge that an investment direction constitutes a violation of ERISA or any other applicable law, shall be entitled to rely on such direction, and the Trustee shall not review any securities or other assets or make suggestions with respect to the investment, reinvestment, retention or disposition of any Trust assets. The Trustee shall invest and reinvest the Trust fund Trust's assets only as directed and free from any limitations imposed by state law on investments of trust funds and without distinction between income and principal in such any property, real or personal, as a prudent investor of intelligence and integrity would purchase in an exercise of reasonable care, judgment and diligence, whether or not the same be expressly authorized by law for the investment of Trust funds including, but merely by way of illustrationnot limited to, bondscommon and preferred stocks, mortgages, notes, debenturesgovernmental obligations, equipment trust certificates, interest in investment trustsparticipation certificates, shares of stock, whether common or preferred, shares of registered investment companies or trusts (i.e.including any investment company or trust which has an investment management or other agreement with an affiliate of the Trustee), mutual collateral trust notes, savings and time deposits, commercial paper (including participation in variable amount notes), leasebacks, mortgages and other interests in realty, corporate bonds, debentures, notes and other evidences of indebtedness, secured or unsecured, non-income producing securities or property, options and participation in any group or common trust funds, including mutual funds for which the Trustee or any affiliate of the Trustee serves as investment advisor, custodian or other service provider as disclosed in the current mutual fund prospectus to be provided to the Grantor or the administrator of the Plan), leasehold interests, real estate, money market securities, such insurance company group annuity or other insurance contracts as the Grantor may specify, and any other property which it may deem suitable; (B) to acquire interests in investments and to commingle funds of the Trust with those of other funds with respect to which the Trustee is acting in a fiduciary capacity and to retain any such investment coming into its possession as Trustee; (C) to invest in any common trust funds held or maintained by the Trustee or any an affiliate thereof; (D) to deposit any portion of the Trust fund in bank accountsTrustee, certificates for commingling assets of deposit, time deposit open accounts participating trusts and other similar investments which bear a reasonable rate of interest, in the banking department of any bank or trust companyexempt from Federal income tax, including but not limited to, any group or common trust fund which is qualified under the banking department provisions of Section 401(a) of the Trustee Code or any successor provisions thereto (the instrument of trust creating any affiliate thereof; (E) such qualified group or common trust fund, to retain in cash or other investments which are unproductive of income so much the extent of the Trust fund as it may deem advisable (e.g., Trust assets pending investment or disbursement) which may include retention of Trust assets in non-interest bearing accounts in the banking department of the Trustee or of any affiliate Trust's equitable share thereof, notwithstanding the banking department's or other entity's receipt of "float" from such uninvested cash. (F) to retain insurance contracts or policies transferred to it by the Grantor, and to purchase such insurance as it or the Grantor shall determine to be necessary or advisable to advance best the purposes of the Trust and the interest of the Beneficiaries; and (G) to retain the entire or a substantial part of the principal being adopted hereby). Notwithstanding any language in any shares or other interest in assets used to initially fund the Trust or to sell all or any part of the interest. The Trustee is authorized to retain this interest without liability for failure to sell the interest even though the retention may result in lack of diversification or the interest is not the character or quality of investment permitted by law for Trustees. (H) Agreement to the fullest extent permitted by lawcontrary, the Trustee is expressly authorized to will not serve as trustee for Plan assets invested in the Verde Santa Fe Limited Partnership or the Sedona Diversified Properties Limited Partnership (i) retain the services of U.S. Bancorp Xxxxx Xxxxxxx Inc. and/or U.S. Bancorp Investmentscollectively, Inc., each being affiliates of U.S. Bank National Association, and/or any other registered broker-dealer organization hereafter affiliated with U.S. Bank National Association, and any future successors in interest thereto (collectively "Limited Partnerships"). The trustee for the purposes of this paragraph referred Limited Partnerships will continue to as the "Affiliated Entities")be Xxxxxx X. Xxxxxxxxx pursuant to a trust agreement between Sunquest Information Systems, to provide services to assist in or facilitate the purchase or sale of investment securities in the TrustInc. and Xxxxxx X. Xxxxxxxxx dated April 3, (ii) acquire as assets of the Trust shares of mutual funds to which Affiliated Entities provides, for a fee, services in any capacity and (iii) acquire in the Trust any other services or products of any kind or nature from the Affiliated Entities regardless of whether the same or similar services or products are available from other institutions. The Trust may directly or indirectly (through mutual funds fees and charges for example) pay management fees, transaction fees and other commissions to the Affiliated Entities for the services or products provided to the Trust and/or such mutual funds at such Affiliated Entities' standard or published rates without offset (unless required by law) from any fees charged by the Trustee for its services as Trustee. The Trustee may also deal directly with the Affiliated Entities regardless of the capacity in which it is then acting, to purchase, sell, exchange or transfer assets of the Trust even though the Affiliated Entities are receiving compensation or otherwise profiting from such transaction or are acting as a principal in such transaction. Each of the Affiliated Entities is authorized to (i) effect transactions on national securities exchanges for the Trust as directed by the Trustee, and (ii) retain any transactional fees related thereto, consistent with Section 11(a)(1) of the Securities Exchange Act of 1934, as amended, and related Rule 11a2-2(T). Included specifically, but not by way of limitation, in the transactions authorized by this provision are transactions in which any of the Affiliated Entities are serving as an underwriter or member of an underwriting syndicate for a security being purchased or are purchasing or selling a security for its own account. In the event the Trustee is directed by the Grantor, the administrator of the Plan or any designated investment manager, as applicable hereunder (collectively referred to for purposes of this paragraph as the "Directing Party"), the Directing Party shall be authorized, and expressly retains the right hereunder, to direct the Trustee to retain the services of, and conduct transactions with, Affiliated Entities fully in the manner described above1991.

Investment of Trust Assets. In conjunction with the establishment and operation of the Trust, the Trustee is authorized in its discretion, or as it may be directed by the Grantor or the administrator of the Plan, but not by way of limitation: (A) to invest and reinvest the Trust fund in such property, real or personal, as a prudent investor of intelligence and integrity would purchase in an exercise of reasonable care, judgment and diligence, whether or not the same be expressly authorized by law for the investment of Trust funds including, but merely by way of illustration, bonds, mortgages, notes, debentures, equipment trust certificates, interest in investment trusts, shares of stock, whether common or preferred, shares of registered investment companies (i.e., mutual funds, including mutual funds for which the Trustee or any affiliate of the Trustee serves as investment advisor, custodian or other service provider as disclosed in the current mutual fund prospectus to be provided to the Grantor or the administrator of the Plan), leasehold interests, real estate, money market securities, such insurance company group annuity or other insurance contracts as the Grantor may specify, and any other property which it may deem suitable; (B) to acquire interests in investments and to commingle funds of the Trust with those of other funds with respect to which the Trustee is acting in a fiduciary capacity and to retain any such investment coming into its possession as Trustee; (C) to invest in any common trust funds maintained by the Trustee or any affiliate thereof; (D) to deposit any portion of the Trust fund in bank accounts, certificates of deposit, time deposit open accounts and other similar investments which bear a reasonable rate of interest, in the banking department of any bank or trust company, including the banking department of the Trustee or of any affiliate thereof; (E) to retain in cash or other investments which are unproductive of income so much of the Trust fund as it may deem advisable (e.g., Trust assets pending investment or disbursement) which may include retention of Trust assets in non-interest bearing accounts in the banking department of the Trustee or of any affiliate thereof, notwithstanding the banking department's or other entity's receipt of "float" from such uninvested cash. (F) to retain insurance contracts or policies transferred to it by the Grantor, and to purchase such insurance as it or the Grantor shall determine to be necessary or advisable to advance best the purposes of the Trust and the interest of the Beneficiaries; and (G) to retain the entire or a substantial part of the principal in any shares or other interest in assets used to initially fund the Trust or to sell all or any part of the interest. The Trustee is authorized to retain this interest without liability for failure to sell the interest even though the retention may result in lack of diversification or the interest is not the character or quality of investment permitted by law for Trustees. (H) to the fullest extent permitted by law, the Trustee is expressly authorized to (i) retain the services of U.S. Bancorp Xxxxx Xxxxxxx Piper Jaffray Inc. and/or U.S. Bancorp Investments, Inc.Xxx., each being xxxx xxing affiliates of U.S. Bank National Association, and/or any other registered broker-dealer organization hereafter affiliated with U.S. Bank National Association, and any future successors in interest thereto (collectively for the purposes of this paragraph referred to as the "Affiliated Entities"), to provide services to assist in or facilitate the purchase or sale of investment securities in the Trust, (ii) acquire as assets of the Trust shares of mutual funds to which Affiliated Entities provides, for a fee, services in any capacity and (iii) acquire in the Trust any other services or products of any kind or nature from the Affiliated Entities regardless of whether the same or similar services or products are available from other institutions. The Trust may directly or indirectly (through mutual funds fees and charges for example) pay management fees, transaction fees and other commissions to the Affiliated Entities for the services or products provided to the Trust and/or such mutual funds at such Affiliated Entities' standard or published rates without offset (unless required by law) from any fees charged by the Trustee for its services as Trustee. The Trustee may also deal directly with the Affiliated Entities regardless of the capacity in which it is then acting, to purchase, sell, exchange or transfer assets of the Trust even though the Affiliated Entities are receiving compensation or otherwise profiting from such transaction or are acting as a principal in such transaction. Each of the Affiliated Entities is authorized to (i) effect transactions on national securities exchanges for the Trust as directed by the Trustee, and (ii) retain any transactional fees related thereto, consistent with Section 11(a)(1) of the Securities Exchange Act of 1934, as amended, and related Rule 11a2-2(T). Included specifically, but not by way of limitation, in the transactions authorized by this provision are transactions in which any of the Affiliated Entities are serving as an underwriter or member of an underwriting syndicate for a security being purchased or are purchasing or selling a security for its own account. In the event the Trustee is directed by the Grantor, the administrator of the Plan or any designated investment manager, as applicable hereunder (collectively referred to for purposes of this paragraph as the "Directing Party"), the Directing Party shall be authorized, and expressly retains the right hereunder, to direct the Trustee to retain the services of, and conduct transactions with, Affiliated Entities fully in the manner described above.