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EXHIBIT 99.B6(b)
DISTRIBUTION AGREEMENT
THIS AGREEMENT is made as of this 1st day of June, 1997 (the "Agreement")
by and between CT & T Funds, a Delaware business trust (the "Company") and
First Data Distributors, Inc. (the "Distributor"), a Massachusetts corporation.
WHEREAS, the Company is registered as a diversified, open-end management
investment company under the Investment Company Act of 1940, as amended (the
"1940 Act"); and is currently offering units of beneficial interest (such units
of all series are hereinafter called the "Shares"), representing interests in
investment portfolios of the Company identified on Schedule A hereto (the
"Funds") which are registered with the Securities and Exchange Commission (the
"SEC") pursuant to the Company's Registration Statement on Form N-1A (the
"Registration Statement"); and
WHEREAS, the Company desires to retain the Distributor as distributor for
the Funds to provide for the sale and distribution of the Shares of the Funds
identified on Schedule A and for such additional classes or series as the
Company may issue, and the Distributor is prepared to provide such services
commencing on the date first written above.
NOW THEREFORE, in consideration of the premises and mutual covenants set
forth herein and intending to be legally bound hereby the parties hereto agree
as follows:
1. SERVICE AS DISTRIBUTOR
1.1 The Distributor will act on behalf of the Company for the distribution of
the Shares covered by the Registration Statement under the Securities Act
of 1933, as amended (the "1933 Act"). The Distributor will have no
liability for payment for the purchase of Shares sold pursuant to this
Agreement or with respect to redemptions or repurchases of Shares. The
Company can withdraw the offering of Shares at any time and without prior
notice.
1.2 The Distributor agrees to use efforts deemed appropriate by the
Distributor to solicit orders for the sale of the Shares and will
undertake such advertising and promotion as it believes reasonable in
connection with such solicitation; provided, however, that each Fund will
bear the expenses incurred and other payments made in accordance with the
provisions of this Agreement and any plan now or hereafter adopted with
respect to any Fund pursuant to Rule 12b-1 under the 1940 Act (the
"Plans"). To the extent that the Distributor receives shareholder
services fees under any Plan adopted by the Company, the Distributor
agrees to furnish, and/or enter into arrangements with others for the
furnishing of, personal and/or account maintenance services with respect
to the relevant shareholders of the Company as may be required pursuant to
such Plan. The Company understands that the Distributor is now, and may
in the future be, the distributor of the shares of several investment
companies or series (collectively, the "Investment Entities"), including
Investment Entities having investment objectives similar to those of the
Company. The Company further understands that investors and potential
investors in the Company may invest in shares of such other Investment
Entities. The Company agrees that the Distributor's duties to such
Investment Entities shall not be deemed in conflict with its duties to the
Company under this Section 1.2.
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1.3 The Distributor shall not utilize any materials in connection with the
sale or offering of Shares except the Company's prospectus and statement
of additional information and such other materials as the Company shall
provide or approve.
1.4 All activities by the Distributor and its employees, as distributor of
the Shares, shall comply with all applicable laws, rules and regulations,
including, without limitation, all rules and regulations made or adopted
by the SEC or the National Association of Securities Dealers, Inc.
1.5 The Distributor will transmit any orders received by it for purchase or
redemption of the Shares to the transfer agent for the Company.
1.6 Whenever in its judgment such action is warranted by unusual market,
economic or political conditions, the Company may decline to accept any
orders for, or make any sales of, the Shares until such time as the
Company deems it advisable to accept such orders and to make such sales.
1.7 The Distributor may enter into selling agreements with selected dealers
or other institutions with respect to the offering of Shares to the
public. Each such selling agreement will provide (a) that all payments
for purchases of Shares will be sent directly from the dealer or such
other institution to the Funds' transfer agent and (b) that, if payment is
not made with respect to purchases of Shares at the customary or required
time for settlement of the transaction, the Distributor will have the
right to cancel the sale of the Shares ordered by the dealer or such other
institution, in which case the dealer or such other institution will be
responsible for any loss suffered by any Fund or the Distributor resulting
from such cancellation. The Distributor may also act as disclosed agent
for a Fund and sell Shares of that Fund to individual investors, such
transactions to be specifically approved by an officer of that Fund.
1.8 The Company agrees at its own expense to execute any and all documents
and to furnish any and all information and otherwise to take all actions
that may be reasonably necessary to allow the sale of the Shares in such
states as the Distributor may designate. The Company shall notify the
Distributor in writing of the states in which the Shares may be sold and
shall notify the Distributor in writing of any changes to the information
contained in the previous notification.
1.9 The Company shall furnish from time to time, for use in connection with
the sale of the Shares, such information with respect to the Company and
the Shares as the Distributor may reasonably request; and the Company
warrants that the statements contained in any such information shall
fairly show or represent what they purport to show or represent. The
Company shall also furnish the Distributor upon request with: (a) audited
annual statements and unaudited semi-annual statements of a Fund's books
and accounts prepared by the Company and (b) from time to time such
additional information regarding the financial condition of the Company as
the Distributor may reasonably request.
1.10 The Company represents to the Distributor that the Registration Statement
and prospectuses filed by the Company with the SEC under the 1933 Act with
respect to the
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Shares have been prepared in conformity with the requirements of the 1933
Act and the rules and regulations of the SEC thereunder. As used in this
Agreement, the term "Registration Statement" shall mean the Registration
Statement and any prospectus and any statement of additional information
relating to the Company filed with the SEC as in effect from time to time
and any amendments or supplements thereto filed with the SEC. Except as
to information included in the Registration Statement in reliance upon
information provided to the Company by the Distributor or any affiliate of
the Distributor, the Company represents and warrants to the Distributor
that the Registration Statement, when such Registration Statement becomes
effective, will contain statements required to be stated therein in
conformity with the 1933 Act and the rules and regulations of the SEC;
that all statements of fact contained in any such Registration Statement
will be true and correct when such Registration Statement becomes
effective; and that no Registration Statement when such Registration
Statement becomes effective will include an untrue statement of a material
fact or omit to state a material fact required to be stated therein or
necessary to make the statements therein, in light of the circumstances
under which they were made, not misleading to a purchaser of the Shares.
The Distributor may but shall not be obligated to propose from time to
time such amendment or amendments to any Registration Statement and such
supplement or supplements to any prospectus as, in the light of future
developments, may, in the opinion of the Distributor's counsel, be
necessary or advisable. The Distributor shall promptly notify the Company
of any advice given to it by its counsel regarding the necessity or
advisability of amending or supplementing such Registration Statement.
The Company shall not file any amendment to any Registration Statement or
supplement to any prospectus without giving the Distributor reasonable
notice thereof in advance; provided, however, that nothing contained in
this Agreement shall in any way limit the Company's right to file at any
time such amendments to any Registration Statements and/or supplements to
any prospectus, of whatever character, as the Company may deem advisable,
such right being in all respects absolute and unconditional.
1.11 The Company authorizes the Distributor to use any prospectus or statement
of additional information in the form furnished from time to time in
connection with the sale of the Shares. The Company agrees to indemnify
and hold harmless the Distributor, its officers, directors, and employees,
and any person who controls the Distributor within the meaning of Section
15 of the 1933 Act, free and harmless from and against any and all claims,
costs, expenses (including reasonable attorneys' fees) losses, damages,
charges, payments and liabilities of any sort or kind which the
Distributor, its officers, directors, employees or any such controlling
person may incur, directly or indirectly, under the 1933 Act, arising out
of or based upon:
(a) any untrue statement of a material fact contained in the Company's
Registration Statement, prospectus, statement of additional information,
or sales literature (including amendments and supplements thereto), or
(b) any omission to state a material fact required to be stated in the
Company's Registration Statement, prospectus, statement of additional
information or sales literature (including amendments or supplements
thereto), necessary to make the statements therein, in light of the
circumstances under which they were made, not misleading, provided,
however, that insofar as losses, claims, damages, liabilities or expenses
arise out of or are
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based upon any such untrue statement or omission made in reliance on and
in conformity with information furnished to the Company by the Distributor
or its affiliated persons for use in the Company's Registration Statement,
prospectus, or statement of additional information or sales literature
(including amendments or supplements thereto), such indemnification is
not applicable.
The Company acknowledges and agrees that in the event that the Distributor
is required to give indemnification comparable to that set forth in this
Section 1.11 to any broker-dealer or other entity selling Shares of the
Company and such broker-dealer or other entity shall make a claim for
indemnification against the Distributor, the Distributor shall make a
similar claim for indemnification against the Company.
1.12 The Distributor agrees to indemnify and hold harmless the Company, its
officers, trustees, and employees, and any person who controls the Company
within the meaning of Section 15 of the 1933 Act, free and harmless from
and against any and all claims, costs, expenses (including reasonable
attorneys' fees) losses, damages, charges, payments and liabilities of any
sort or kind which the Company, its officers, trustees, employees or any
such controlling person may incur, directly or indirectly, under the 1933
Act, arising out of or based upon:
(a) any untrue statement of a material fact contained in the Company's
Registration Statement, prospectus, statement of additional information,
or sales literature (including amendments and supplements thereto),
provided that such untrue statement was made in reliance on and in
conformity with information furnished to the Company by the Distributor
for use in the Company's Registration Statement, prospectus, statement of
additional information or sales literature (including any amendments or
supplements), or
(b) any omission to state a material fact required to be stated in the
Company's Registration Statement, prospectus, statement of additional
information or sales literature (including amendments or supplements
thereto), necessary to make the statements therein not misleading,
provided, that such omission to state a material fact was made in reliance
on and in conformity with information furnished to the Company by the for
use in the Company's Registration Statement, prospectus, or statement of
additional information or sales literature (including amendments or
supplements thereto).
1.13 In any case in which one party hereto (the "Indemnifying Party") may be
asked to indemnify or hold the other party hereto (the "Indemnified
Party") harmless, the Indemnified Party will notify the Indemnifying Party
promptly after identifying any situation which it believes presents or
appears likely to present a claim for indemnification (an "Indemnification
Claim") against the Indemnifying Party, although the failure to do so
shall not prevent recovery by the Indemnified Party, and shall keep the
Indemnifying Party advised with respect to all developments concerning
such situation. The Indemnifying Party shall have the option to defend the
Indemnified Party against any Indemnification Claim which may be the
subject of this indemnification, and, in the event that the Indemnifying
Party so elects, such defense shall be conducted by counsel chosen by the
Indemnifying Party and satisfactory to the Indemnified Party, and
thereupon the Indemnifying Party shall take over complete defense of the
Indemnification Claim and the Indemnified Party shall sustain no further
legal or other expenses in respect of such
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Indemnification Claim. The Indemnified Party will not confess any
Indemnification Claim or make any compromise in any case in which the
Indemnifying Party will be asked to provide indemnification, except with
the Indemnifying Party's prior written consent. The obligations of the
parties hereto under this Section 1.12 and Section 3.1 shall survive the
termination of this Agreement.
In the event that the Indemnifying Party does not elect to assume the
defense of any such suit, or in case the Indemnified Party reasonably
does not approve of counsel chosen by the Indemnifying Party, the
Indemnifying Party will reimburse the Indemnified Party, its officers,
directors and employees, or the controlling person or persons named as
defendant or defendants in such suit, for the fees and expenses of any
counsel retained by the Indemnified Party or them. The Indemnifying
Party's indemnification agreement contained in this Section 1.12 and
Section 3.1 and the Indemnifying Party's representations and warranties
in this Agreement shall remain operative and in full force and effect
regardless of any investigation made by or on behalf of the Indemnified
Party, its officers, directors and employees, or any controlling person.
This agreement of indemnity will inure exclusively to the Indemnified
Party's benefit, to the benefit of its several officers, directors and
employees, and their respective estates and to the benefit of the
controlling persons and their successors. The Company agrees promptly to
notify the Distributor of the commencement of any litigation or
proceedings against the Company or any of its officers or affiliates in
connection with the issue and sale of any Shares.
1.14 No Shares shall be offered by either the Distributor or the Company under
any of the provisions of this Agreement and no orders for the purchase or
sale of Shares hereunder shall be accepted by the Company if and so long
as effectiveness of the Registration Statement then in effect or any
necessary amendments thereto shall be suspended under any of the
provisions of the 1933 Act, or if and so long as a current prospectus as
required by Section 5(b)(2) of the 1933 Act is not on file with the SEC;
provided, however, that nothing contained in this Section 1.14 shall in
any way restrict or have any application to or bearing upon the Company's
obligation to redeem Shares tendered for redemption by any shareholder in
accordance with the provisions of the Company's Registration Statement,
Declaration of Trust, bylaws or the 0000 Xxx.
1.15 The Company agrees to advise the Distributor as soon as reasonably
practical by a notice in writing delivered to the Distributor:
(a) of any request by the SEC for amendments to the Registration
Statement, prospectus or statement of additional information then in
effect;
(b) in the event of the issuance by the SEC of any stop order suspending
the effectiveness of the Registration Statement, prospectus or statement
of additional information then in effect or the initiation by service of
process on the Company of any proceeding for that purpose; and
(c) of the happening of any event that makes untrue any statement of a
material fact made in the Registration Statement, prospectus or statement
of additional information then in effect or that requires the making of a
change in such Registration Statement,
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prospectus or statement of additional information in order to make the
statements therein, in light of the circumstances under which they were
made, not misleading.
1.16 The Distributor agrees to be responsible for implementing and
operating the Plans in accordance with the terms thereof.
2. TERM
2.1 This Agreement shall become effective on the date first written above
and, unless sooner terminated as provided herein, shall continue for an
initial one-year term and thereafter shall be renewed for successive
one-year terms, provided such continuance is specifically approved at
least annually by (i) the Company's Board of Trustees or (ii) by a vote of
a majority (as defined in the 1940 Act and Rule 18f-2 thereunder) of the
outstanding voting securities of the Company, provided that in either
event the continuance is also approved by a majority of the Trustees who
are not parties to this Agreement and who are not interested persons (as
defined in the 0000 Xxx) of any party to this Agreement, by vote cast in
person at a meeting called for the purpose of voting on such approval.
This Agreement is terminable without penalty, on at least sixty days'
written notice, by the Company's Board of Trustees, by vote of a majority
(as defined in the 1940 Act and Rule 18f-2 thereunder) of the outstanding
voting securities of the Company, or by the Distributor. This Agreement
will also terminate automatically in the event of its assignment (as
defined in the 1940 Act and the rules thereunder).
2.2 In the event a termination notice is given by the Company, all expenses
associated with movement of records and materials and conversion thereof
will be borne by the Company.
3. LIMITATION OF LIABILITY
3.1 The Distributor shall not be liable to the Company for any error of
judgment or mistake of law or for any loss suffered by the Company in
connection with the performance of its obligations and duties under this
Agreement, except a loss resulting from the Distributor's willful
misfeasance, bad faith or negligence in the performance of such
obligations and duties, or by reason of its reckless disregard thereof.
The Company will indemnify the Distributor against and hold it harmless
from any and all claims, costs, expenses (including reasonable attorneys'
fees), losses, damages, charges, payments and liabilities of any sort or
kind which may be asserted against the Distributor for which the
Distributor may be held to be liable in connection with this Agreement or
the Distributor's performance hereunder (a "Section 3.1 Claim"), unless
such Section 3.1 Claim resulted from a negligent act or omission to act,
bad faith or willful misfeasance by the Distributor in the performance of
its duties hereunder. The Distributor will indemnify the Company against
and hold it harmless from any and all claims, costs, expenses (including
reasonable attorneys' fees), losses, damages, charges, payments and
liabilities of any sort or kind which may be asserted against the Company
for which the Company may be held to be liable in connection with this
Agreement or the Distributor's performance hereunder (a "Section 3.1
Claim"), provided that such Section 3.1 Claim resulted from a negligent
act or omission to act, bad faith or willful misfeasance by the
Distributor in the
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performance of its duties hereunder. The obligations of the parties
hereto under this Section 3.1 shall survive termination of this Agreement.
3.2 Neither party may assert any cause of action against the other party
under this Agreement that accrued more than two (2) years prior to the
filing of the suit (or commencement of arbitration proceedings) alleging
such cause of action.
3.3 Each party shall have the duty to mitigate damages for which the other
party may become responsible.
3.4 NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO THE CONTRARY, IN NO EVENT
SHALL EITHER PARTY, ITS AFFILIATES OR ANY OF ITS OR THEIR DIRECTORS,
OFFICERS, EMPLOYEES, AGENTS OR SUBCONTRACTORS BE LIABLE FOR CONSEQUENTIAL
DAMAGES.
4. EXCLUSION OF WARRANTIES
THIS IS A SERVICE AGREEMENT. EXCEPT AS EXPRESSLY PROVIDED IN THIS
AGREEMENT, THE DISTRIBUTOR DISCLAIMS ALL OTHER REPRESENTATIONS OR
WARRANTIES, EXPRESS OR IMPLIED, MADE TO THE COMPANY, A FUND OR ANY OTHER
PERSON, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES REGARDING
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE OF ANY
SERVICES OR ANY GOODS PROVIDED INCIDENTAL TO SERVICES PROVIDED UNDER THIS
AGREEMENT.
5. MODIFICATIONS AND WAIVERS
No change, termination, modification, or waiver of any term or condition
of the Agreement shall be valid unless in writing signed by each party.
No such writing shall be effective as against the Distributor unless said
writing is executed by a Senior Vice President, Executive Vice President
or President of the Distributor. A party's waiver of a breach of any term
or condition in the Agreement shall not be deemed a waiver of any
subsequent breach of the same or another term or condition.
6. NO PRESUMPTION AGAINST DRAFTER
The Distributor and the Company have jointly participated in the
negotiation and drafting of this Agreement. The Agreement shall be
construed as if drafted jointly by the Company and the Distributor, and no
presumptions arise favoring any party by virtue of the authorship of any
provision of this Agreement.
7. PUBLICITY
Neither the Distributor nor the Company shall release or publish news
releases, public announcements, advertising or other publicity relating to
this Agreement or to the transactions contemplated by it without prior
review and written approval of the other party; provided, however, that
either party may make such disclosures as are required by
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legal, accounting or regulatory requirements after making reasonable
efforts in the circumstances to consult in advance with the other party.
8. SEVERABILITY
The parties intend every provision of this Agreement to be severable. If
a court of competent jurisdiction determines that any term or provision
is illegal or invalid for any reason, the illegality or invalidity shall
not affect the validity of the remainder of this Agreement. In such
case, the parties shall in good faith modify or substitute such provision
consistent with the original intent of the parties. Without limiting the
generality of this paragraph, if a court determines that any remedy
stated in this Agreement has failed of its essential purpose, then all
other provisions of this Agreement, including the limitations on
liability and exclusion of damages, shall remain fully effective.
9. FORCE MAJEURE
No party shall be liable for any default or delay in the performance of
its obligations under this Agreement if and to the extent such default or
delay is caused, directly or indirectly, by (i) fire, flood, elements of
nature or other acts of God; (ii) any outbreak or escalation of
hostilities, war, riots or civil disorders in any country, (iii) any act
or omission of the other party or any governmental authority; (iv) any
labor disputes (whether or not the employees' demands are reasonable or
within the party's power to satisfy); or (v) nonperformance by a third
party or any similar cause beyond the reasonable control of such party,
including without limitation, failures or fluctuations in
telecommunications or other equipment. In any such event, the
non-performing party shall be excused from any further performance and
observance of the obligations so affected only for so long as such
circumstances prevail and such party continues to use commercially
reasonable efforts to recommence performance or observance as soon as
practicable.
10. MISCELLANEOUS
10.1 Any notice or other instrument authorized or required by this Agreement
to be given in writing to the Company or the Distributor shall be
sufficiently given if addressed to the party and received by it at its
office set forth below or at such other place as it may from time to time
designate in writing.
To the Company:
CT & T Funds
000 Xxxxx Xxxxx Xxxxxx
Xxxxxxx, Xxxxxxxx 00000
To the Distributor:
First Data Distributors, Inc.
0000 Xxxxxxxx Xxxxx
Xxxxxxxx, Xxxxxxxxxxxxx 00000
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10.2 The laws of the Commonwealth of Massachusetts, excluding the laws on
conflicts of laws, and the applicable provisions of the 1940 Act shall
govern the interpretation, validity, and enforcement of this Agreement.
To the extent the provisions of Massachusetts law or the provisions hereof
conflict with the 1940 Act, the 1940 Act shall control. All actions
arising from or related to this Agreement shall be brought in the state
and federal courts sitting in the City of Boston, and the Distributor and
the Company hereby submit themselves to the exclusive jurisdiction of
those courts.
10.3 This Agreement may be executed in any number of counterparts, each of
which shall be deemed to be an original and which collectively shall be
deemed to constitute only one instrument.
10.4 The captions of this Agreement are included for convenience of reference
only and in no way define or delimit any of the provisions hereof or
otherwise affect their construction or effect.
10.5 This Agreement shall be binding upon and shall inure to the benefit of
the parties hereto and their respective successors and is not intended to
confer upon any other person any rights or remedies hereunder.
10.6 Pursuant to Section 2.10 of the Trust Instrument dated September 8, 1993
as filed with the Secretary of State of the State of Delaware on September
10, 1993, the obligations of the Company stated under this Agreement are
limited to the assets of the Company or the Funds, as the case may be, and
each shareholder of the Company and of each Fund shall not be personally
liable for any debts, liabilities, obligations and expenses arising
hereunder.
11. CONFIDENTIALITY
11.1 The parties agree that the Proprietary Information (defined below) and
Confidential Information as defined in Section 10.3 below (collectively
"Confidential Information") are confidential information of the parties
and their respective licensers. The Company and the Distributor shall
exercise reasonable care to safeguard the confidentiality of the
Confidential Information of the other. The Company and the Distributor
may each use the Confidential Information only to exercise its rights or
perform its duties under this Agreement. Except as may be required by
law, the Company and the Distributor shall not duplicate, sell or disclose
to others the Confidential Information of the other, in whole or in part,
without the prior written permission of the other party. The Company and
the Distributor may, however, disclose Confidential Information to its
employees who have a need to know the Confidential Information to perform
work for the other, provided that each shall use reasonable efforts to
ensure that the Confidential Information is not duplicated or disclosed by
its employees in breach of this Agreement. The Company and the
Distributor may also disclose the Confidential Information to independent
contractors, auditors and professional advisors, if necessary.
Notwithstanding the previous sentence, in no event shall either the
Company or the Distributor disclose the Confidential Information to any
competitor of the other without specific, prior written consent.
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11.2 Proprietary Information means:
(a) any data or information that is competitively sensitive material, and
not generally known to the public, including, but not limited to,
information about product plans, marketing strategies, finance,
operations, customer relationships, customer profiles, sales estimates,
business plans, and internal performance results relating to the past,
present or future business activities of the Company or the Distributor,
their respective subsidiaries and affiliated companies and the customers,
clients and suppliers of any of them;
(b) any scientific or technical information, design, process, procedure,
formula, or improvement that is commercially valuable and secret in the
sense that its confidentiality affords the Company or the Distributor a
competitive advantage over its competitors: and
(c) all confidential or proprietary concepts, documentation, reports,
data, specifications, computer software, source code, object code, flow
charts, databases, inventions, know-how, show-how and trade secrets,
whether or not patentable or copyrightable.
11.3 Confidential Information includes, without limitation, all documents,
inventions, substances, engineering and laboratory notebooks, drawings,
diagrams, specifications, bills of material, equipment, prototypes and
models, and any other tangible manifestation of the foregoing of either
party which now exist or come into the control or possession of the other.
11.4 The Parties acknowledge that breach of the restrictions on use,
dissemination or disclosure of any Confidential Information would result
in immediate and irreparable harm, and money damages would be inadequate
to compensate the other party for that harm. The non-breaching party
shall be entitled to equitable relief, in addition to all other available
remedies, to redress any such breach.
13. ENTIRE AGREEMENT
This Agreement, including all Schedules hereto, constitutes the entire
agreement between the parties with respect to the subject matter hereof
and supersedes all prior and contemporaneous proposals, agreements,
contracts, representations, and understandings, whether written or oral,
between the parties with respect to the subject matter hereof.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
duly executed all as of the day and year first above written.
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CT & T FUNDS
By: /s/Xxxxxxx Xxxxxxxx
Name: Xxxxxxx Xxxxxxxx
Title: President
FIRST DATA DISTRIBUTORS, INC.
By: /s/Xxxxxxx X. Xxxxxxx
Name: Xxxxxxx X. Xxxxxxx
Title: Executive Vice President
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SCHEDULE A
to the Distribution Agreement
between CT & T Funds and
First Data Distributors, Inc.
Name of Funds
Montag & Xxxxxxxx Growth Fund
Chicago Trust Growth & Income Fund
Chicago Trust Talon Fund
Chicago Trust Asset Allocation Fund
Montag & Xxxxxxxx Balanced Fund
Chicago Trust Bond Fund
Chicago Trust Municipal Bond Fund
Chicago Trust Money Market Fund
A-1