VINTAGE MUTUAL FUNDS
INSTITUTIONAL CUSTODY AGREEMENT
VINTAGE MUTUAL FUNDS (the "Principal") hereby requests Union Bank and Trust
Company (the "Agent") to open and maintain an agency account (the "Account") in
the name of the Principal(s), subject to the following terms and conditions:
1. The Agent shall hold in safekeeping all stocks, bonds and other securities
from time to time delivered to it or purchased for the Account. In addition
thereto, the Agent shall establish a cash account in which any cash
delivered to it or received by it shall be held.
2. The Agent shall receive payment of income on the securities and investments
held in the Account. The Agent is also authorized at the direction of the
Principal(s) to invest both income and principal in accordance with prudent
investment practices as recognized or established under Nebraska law. The
Agent may receive investment instructions orally or in writing from the
Principal(s). Otherwise, the Agent shall have no discretion in the
management of the Account, and without prior consultation or approval, the
Agent shall make no investment changes other than to keep money temporarily
invested in a money market mutual fund offered by the Agent. The
investments in the Account will not be subject to trust law as to quality
or diversification. Agent is also authorized by the Principal(s) to invest
in mutual funds managed by or offered by the Agent once approved in writing
by the Principal(s).
3. The Agent may retain assets held in the Account and is authorized to sell,
settle or transfer any securities for the Account with the oral or written
direction of the Principal(s). The Agent is also authorized to place
securities in its nominee name and deliver such securities to a depository
for safekeeping. The Agent may be required by federal regulations to supply
to the Principal(s), within five business days, notification of any
securities transactions effected on behalf of the Principal(s). The
Principal(s) hereby waives any such right to notification. The Agent shall
make available to the Principal(s) a statement on a quarterly basis showing
all receipts and disbursements, along with information concerning the
purchase or sale of any securities in the Account. The Agent shall execute
proxies as Agent for the Principal(s). Orders for the purchase and sale of
stocks, bonds, mortgages and other securities shall be placed for the
Account at the risk of the Principal(s). The Agent shall not be responsible
for any act or omission of any broker or similar agent whom the
Principal(s) may designate or the Agent may employ, to purchase, sell or
perform any act with respect to any stocks, bonds, mortgages and other
securities at any time held in the Account.
4. The Agent shall be paid a fee in accordance with its published schedule of
fees from time to time in effect. The Agent and Principal(s) may enter into
another arrangement for fees as long as both parties agree in writing.
5. The Agreement may be amended, revoked or terminated at any time, effective
upon receipt of written notice by the Agent from the Principal(s). The
Agent also reserves the right to amend or terminate this Agreement at any
time, such amendment or termination to be effective upon ninety (90) days
after mailing of written notice to the Principal(s). Upon termination,
securities, other investments and cash held in the Account shall be
delivered by the Agent to the Principal(s) only upon receiving an
appropriate receipt therefore and upon payment to the Agent of any balance
which may be due and owing to the Agent by the Principal(s).
6. THE AGENT IN NO WAY GUARANTEES THE PERFORMANCE OR SAFETY OF ANY OF THE
INVESTMENTS PURCHASED FOR THE ACCOUNT, AND SUCH INVESTMENTS DO NOT
CONSTITUTE DEPOSITS OR OBLIGATIONS OF THE AGENT. THE INVESTMENTS TO BE
PURCHASED IN THE ACCOUNT ARE NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION (FDIC), AND THE PRINCIPAL IS NOT GUARANTEED OR INSURED. AS
SUCH, THE INVESTMENTS THAT WILL BE PLACED INTO THE ACCOUNT INVOLVE CERTAIN
RISKS INCLUDING POSSIBLE LOSS OF PRINCIPAL.
DATED this__________day of ________________, 2000.
VINTAGE MUTUAL FUNDS
_______________________________
By:
ACCEPTED AND APPROVED
Union Bank & Trust Company, Agent
By: _____________________________
Title: ____________________________