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EXHIBIT (6)(a)
2
DISTRIBUTION AGREEMENT
October 1, 1993
The Winsbury Company Limited Partnership
0000 Xxxx Xxxxxx-Xxxxxxxxx Xxxx
Xxxxxxxx, Xxxx 00000
Gentlemen:
This is to confirm that, in consideration of the agreements hereinafter
contained, the undersigned, The Sessions Group (the "Trust"), an Ohio business
trust, has agreed that The Winsbury Company Limited Partnership (the
"Distributor") shall be, for the period of this Distribution Agreement (the
"Agreement"), the distributor of the shares of beneficial interest of the
initial investment portfolio and any additional investment portfolios of the
Trust, as each are or will be identified on Schedule A hereto (such initial
investment portfolio and any additional investment portfolios together called
the "Funds"). Such shares of beneficial interest are hereinafter called
"Shares."
1. Services as Distributor.
1.1 Distributor will act as agent for the distribution of the Shares
covered by the registration statement and prospectus of the Trust then in effect
under the Securities Act of 1933, as amended ("1933 Act").
1.2 Distributor agrees to use appropriate efforts 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. The Trust understands
that Distributor is now and, in the future, may be the distributor of the shares
of several investment companies or series (together, "Companies") including
Companies having investment objectives similar to those of the Trust. The Trust
further understands that investors and potential investors in the Trust may
invest in shares of such other Companies. The Trust agrees that Distributor's
duties to such Companies shall not be deemed in conflict with its duties to the
Trust under this paragraph 1.2.
Except as provided in Section 2 herein, Distributor shall, at its own
expense, finance appropriate activities which it deems reasonable which are
primarily intended to result in the sale of the Shares, including, but not
limited to, advertising, compensation of underwriters, dealers and sales
personnel, the printing and mailing of prospectuses to other than current
Shareholders, and the printing and mailing of sales literature.
1.3 All activities by Distributor and its partners, agents, and
employees as distributor of the Shares shall comply with all applicable laws,
rules and regulations, including, without
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limitation, all rules and regulations made or adopted pursuant to the Investment
Company Act of 1940 ("1940 Act") by the Securities and Exchange Commission or
any securities association registered under the Securities Exchange Act of 1934.
1.4 Distributor will provide one or more persons, during normal
business hours, to respond to telephone questions with respect to the Trust.
1.5 Distributor will transmit any orders received by it for purchase or
redemption of the Shares to the transfer agent and custodian for the Funds.
1.6 Whenever in their judgment such action is warranted by unusual
market, economic or political conditions, or by abnormal circumstances of any
kind, the Trust's officers may decline to accept any orders for, or make any
sales of the Shares until such time as those officers deem it advisable to
accept such orders and to make such sales.
1.7 Distributor will act only on its own behalf as principal if it
chooses to enter into selling agreements with selected dealers or others.
1.8 The Trust 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 in connection with the qualification of
the Shares for sale in such states as Distributor may designate.
1.9 The Trust shall furnish from time to time, for use in connection
with the sale of the Shares, such information with respect to the Funds and the
Shares as Distributor may reasonably request; and the Trust warrants that the
statements contained in any such information shall fairly show or represent what
they purport to show or represent. The Trust shall also furnish Distributor upon
request with: (a) unaudited semi-annual statements of the Funds' books and
accounts prepared by the Trust, (b) quarterly earnings statements prepared by
the Trust, (c) a monthly itemized list of the securities in the Funds, (d)
monthly balance sheets as soon as practicable after the end of each month, and
(e) from time to time such additional information regarding the financial
condition of the Funds as Distributor may reasonably request.
1.10 The Trust represents to Distributor that all registration
statements and prospectuses filed by the Trust with the Securities and Exchange
Commission under the 1933 Act with respect to the Shares have been carefully
prepared in conformity with the requirements of said Act and rules and
regulations of the
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Securities and Exchange Commission thereunder. As used in this agreement the
terms "registration statement" and "prospectus" shall mean any registration
statement and any prospectus and Statement of Additional Information relating to
the Funds filed with the Securities and Exchange Commission and any amendments
and supplements thereto which at any time shall have been filed with the same
Commission. The Trust represents and warrants to Distributor that any
registration statement and prospectus, when such registration statement becomes
effective, will contain all statements required to be stated therein in
conformity with said Act and the rules and regulations of said Commission; that
all statements of fact contained in any such registration statement and
prospectus will be true and correct when such registration statement becomes
effective; and that neither any registration statement nor any prospectus 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 not misleading to a
purchaser of the Shares. The Trust 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 Trust's counsel, be necessary or
advisable. If the Trust shall not propose such amendment or amendments and/or
supplement or supplements within fifteen days after receipt by the Trust of a
written request from Distributor to do so, Distributor may, at its option,
terminate this agreement. The Trust shall not file any amendment to any
registration statement or supplement to any prospectus without giving
Distributor reasonable notice thereof in advance; provided, however, that
nothing contained in this agreement shall in any way limit the Trust's right to
file at any time such amendments to any registration statement and/or
supplements to any prospectus, of whatever character, as the Trust may deem
advisable, such right being in all respects absolute and unconditional.
1.11 The Trust authorizes Distributor and dealers to use any prospectus
in the form furnished from time to time in connection with the sale of the
Shares. The Trust agrees to indemnify, defend and hold Distributor, its several
partners and employees, and any person who controls Distributor within the
meaning of Section 15 of the 1933 Act free and harmless from and against any and
all claims, demands, liabilities and expenses (including the cost of
investigating or defending such claims, demands or liabilities and any counsel
fees incurred in connection therewith) which Distributor, its partners and
employees, or any such controlling person, may incur under the 1933 Act or under
common law or otherwise, arising out of or based upon any untrue statement, or
alleged untrue statement, of a material fact contained in any registration
statement or any prospectus or arising out of or based
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upon any omission, or alleged omission, to state a material fact required to be
stated in either any registration statement or any prospectus or necessary to
make the statements in either thereof not misleading; provided, however, that
the Trust's agreement to indemnify Distributor, its partners or employees, and
any such controlling person shall not be deemed to cover any claims, demands,
liabilities or expenses arising out of any statements or representations as are
contained in any prospectus and in such financial and other statements as are
furnished in writing to the Trust by Distributor and used in the answers to the
registration statement or in the corresponding statements made in the
prospectus, or arising out of or based upon any omission or alleged omission to
state a material fact in connection with the giving of such information required
to be stated in such answers or necessary to make the answers not misleading;
and further provided that the Trust's agreement to indemnify Distributor and the
Trust's representations and warranties hereinbefore set forth in paragraph 1.10
shall not be deemed to cover any liability to the Trust or its Shareholders to
which Distributor would otherwise be subject by reason of willful misfeasance,
bad faith or gross negligence in the performance of its duties, or by reason of
Distributor's reckless disregard of its obligations and duties under this
agreement. The Trust's agreement to indemnify Distributor, its partners and
employees, and any such controlling person, as aforesaid, is expressly
conditioned upon the Trust's being notified of any action brought against
Distributor, its partners or employees, or any such controlling person, such
notification to be given by letter or by telegram addressed to the Trust at its
principal office in Columbus, Ohio and sent to the Trust by the person against
whom such action is brought, within 10 days after the summons or other first
legal process shall have been served. The failure to so notify the Trust of any
such action shall not relieve the Trust from any liability which the Trust may
have to the person against whom such action is brought by reason of any such
untrue, or allegedly untrue, statement or omission, or alleged omission,
otherwise than on account of the Trust's indemnity agreement contained in this
paragraph 1.11. The Trust will be entitled to assume the defense of any suit
brought to enforce any such claim, demand or liability, but, in such case, such
defense shall be conducted by counsel of good standing chosen by the Trust and
approved by Distributor, which approval shall not be unreasonably withheld. In
the event the Trust elects to assume the defense of any such suit and retain
counsel of good standing approved by Distributor, the defendant or defendants in
such suit shall bear the fees and expenses of any additional counsel retained by
any of them; but in case the Trust does not elect to assume the defense of any
such suit, or in case Distributor reasonably does not approve of counsel chosen
by the Trust, the Trust will reimburse Distributor, its partners and employees,
or the controlling person or persons named as defendant or defendants in such
suit, for the
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fees and expenses of any counsel retained by Distributor or them. The Trust's
indemnification agreement contained in this paragraph 1.11 and the Trust'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
Distributor, its partners and employees, or any controlling person, and shall
survive the delivery of any Shares. This agreement of indemnity will inure
exclusively to Distributor's benefit, to the benefit of its several partners and
employees, and their respective estates, and to the benefit of the controlling
persons and their successors. The Trust agrees promptly to notify Distributor of
the commencement of any litigation or proceedings against the Trust or any of
its officers or Trustees in connection with the issue and sale of any Shares.
1.12 Distributor agrees to indemnify, defend and hold the Trust, its
several officers and Trustees and any person who controls the Trust within the
meaning of Section 15 of the 1933 Act free and harmless from and against any and
all claims, demands, liabilities and expenses (including the costs of
investigating or defending such claims, demands or liabilities and any counsel
fees incurred in connection therewith) which the Trust, its officers or Trustees
or any such controlling person, may incur under the 1933 Act or under common law
or otherwise, but only to the extent that such liability or expense incurred by
the Trust, its officers or Trustees or such controlling person resulting from
such claims or demands, shall arise out of or be based upon any untrue, or
alleged untrue, statement of a material fact contained in information furnished
in writing by Distributor to the Trust and used in the answers to any of the
items of the registration statement or in the corresponding statements made in
the prospectus, or shall arise out of or be based upon any omission, or alleged
omission, to state a material fact in connection with such information furnished
in writing by Distributor to the Trust required to be stated in such answers or
necessary to make such information not misleading. Distributor's agreement to
indemnify the Trust, its officers and Trustees, and any such controlling person,
as aforesaid, is expressly conditioned upon Distributor's being notified of any
action brought against the Trust, its officers or Trustees, or any such
controlling person, such notification to be given by letter or telegram
addressed to Distributor at its principal office in Columbus, Ohio, and sent to
Distributor by the person against whom such action is brought, within 10 days
after the summons or other first legal process shall have been served.
Distributor shall have the right of first control of the defense of such action,
with counsel of its own choosing, satisfactory to the Trust, if such action is
based solely upon such alleged misstatement or omission on Distributor's part,
and in any other event the Trust, its officers or Trustees or such controlling
person shall each have the right to participate in the defense or preparation of
the defense
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of any such action. The failure to so notify Distributor of any such action
shall not relieve Distributor from any liability which Distributor may have to
the Trust, its officers or Trustees, or to such controlling person by reason of
any such untrue or alleged untrue statement, or omission or alleged omission,
otherwise than on account of Distributor's indemnity agreement contained in this
paragraph 1.12.
1.13 No Shares shall be offered by either Distributor or the Trust
under any of the provisions of this agreement and no orders for the purchase or
sale of Shares hereunder shall be accepted by the Trust if and so long as the
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 10(a) of
said Act, as amended, is not on file with the Securities and Exchange
Commission; provided, however, that nothing contained in this paragraph 1.13
shall in any way restrict or have an application to or bearing upon the Trust's
obligation to repurchase Shares from any Shareholder in accordance with the
provisions of the Trust's prospectus, Declaration of Trust, or By-Laws.
1.14 The Trust agrees to advise Distributor as soon as reasonably
practical by a notice in writing delivered to Distributor or its counsel:
(a) of any request by the Securities and Exchange Commission
for amendments to the registration statement or prospectus then in
effect or for additional information;
(b) in the event of the issuance by the Securities and
Exchange Commission of any stop order suspending the effectiveness of
the registration statement or prospectus then in effect or the
initiation by service of process on the Trust of any proceeding for
that purpose;
(c) of the happening of any event that makes untrue any
statement of a material fact made in the registration statement or
prospectus then in effect or which requires the making of a change in
such registration statement or prospectus in order to make the
statements therein not misleading; and
(d) of all action of the Securities and Exchange Commission
with respect to any amendment to any registration statement or
prospectus which may from time to time be filed with the Securities and
Exchange Commission.
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For purposes of this section, informal requests by or acts of the Staff
of the Securities and Exchange Commission shall not be deemed actions of or
requests by the Securities and Exchange Commission.
1.15 Distributor agrees on behalf of itself and its partners and
employees to treat confidentially and as proprietary information of the Trust
all records and other information relative to the Trust and its prior, present
or potential Shareholders, and not to use such records and information for any
purpose other than performance of its responsibilities and duties hereunder,
except after prior notification to and approval in writing by the Trust, which
approval shall not be unreasonably withheld and may not be withheld where
Distributor may be exposed to civil or criminal contempt proceedings for failure
to comply, when requested to divulge such information by duly constituted
authorities, or when so requested by the Trust.
1.16 This Agreement shall be governed by the laws of the State of Ohio.
2. Fee.
The Distributor shall receive from the Funds identified on Schedule B
hereto (the "Distribution Plan Funds") a distribution fee at the rate and upon
the terms and conditions set forth in the Distribution and Shareholder Service
Plan attached as Schedule C hereto, and as amended from time to time. The
distribution fee shall be accrued daily and shall be paid on the first business
day of each month, or at such time(s) as the Distributor shall reasonably
request.
3. Sale and Payment.
Under this Agreement, the following provisions shall apply with respect
to the sale of and payment of Shares sold at an offering price which includes a
sales load as described in the prospectuses of any Funds identified on Schedule
D hereto (collectively, the "Load Funds"; individually, a "Load Fund"):
(a) The Distributor shall have the right, as principal, to
purchase Shares from the Load Funds at their net asset value and to
sell such Shares to the public against orders therefor at the
applicable public offering price, as defined in Section 3 hereof. The
Distributor shall also have the right, as principal, to sell Shares to
dealers against orders therefor at the public offering price less a
concession determined by the Distributor, which concession shall not
exceed the amount of the sales charge or underwriting discount, if any,
referred to in Section 4 below.
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(b) Prior to the time of delivery of any Shares by a Load Fund
to, or on the order of, the Distributor, the Distributor shall pay or
cause to be paid to the Load Fund or to its order an amount in Boston
or New York clearing house funds equal to the applicable net asset
value of such Shares. The Distributor may retain so much of any sales
charge or underwriting discount as is not allowed by the Distributor as
a concession to dealers.
4. Public Offering Price.
The public offering price shall be the net asset value of Shares, plus
any applicable sales charge, all as set forth in the current prospectus of the
Load Fund. The net asset value of Shares shall be determined in accordance with
the provisions of the Declaration of Trust and By-Laws of the Trust and the then
current prospectus of the Load Fund.
5. Issuance of Shares.
The Load Funds reserve the right to issue, transfer or sell Shares at
net asset value (a) in connection with the merger or consolidation of the Trust
or the Load Fund(s) with any other investment company or the acquisition by the
Trust or the Load Fund(s) of all or substantially all of the assets or of the
outstanding Shares of any other investment company; (b) in connection with a pro
rata distribution directly to the holders of Shares in the nature of a stock
dividend or split; (c) upon the exercise of subscription rights granted to the
holders of Shares on a pro rata basis; (d) in connection with the issuance of
Shares pursuant to any exchange and reinvestment privileges described in any
then current prospectus of the Load Fund; and (e) otherwise in accordance with
any then current prospectus of the Load Fund.
6. Term and Matters Relating to the Trust as an Ohio Business Trust.
This Agreement shall become effective as of the date first set forth
above, and, unless sooner terminated as provided herein, shall continue
automatically for successive annual periods ending on March 31st of each year
with respect to each of the Funds, provided such continuance is specifically
approved at least annually by (i) the Trust's Board of Trustees or (ii) by "vote
of a majority of the outstanding voting securities" (as defined below) of the
Trust, provided, however, that in either event the continuance is also approved
by the majority of the Trust's Trustees who are not parties to the agreement or
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 not less than sixty
days' notice, by the Trust's Board of Trustees,
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by vote of a majority of the outstanding voting securities (as defined in the
0000 Xxx) of the Trust or by Distributor. This Agreement will also terminate
automatically in the event of its assignment (as defined in the 1940 Act).
The Sessions Group is a business trust organized under Chapter 1746,
Ohio Revised Code and under a Declaration of Trust, to which reference is hereby
made and a copy of which is on file at the office of the Secretary of State of
Ohio as required by law, and to any and all amendments thereto so filed or
hereafter filed. The obligations of "The Sessions Group" entered into in the
name or on behalf thereof by any of the Trustees, officers, employees or agents
are made not individually, but in such capacities, and are not binding upon any
of the Trustees, officers, employees, agents or shareholders of the Trust
personally, but bind only the assets of the Trust, as set forth in Section
1746.13(A), Ohio Revised Code, and all persons dealing with any of the Funds of
the Trust must look solely to the assets of the Trust belonging to such Fund for
the enforcement of any claims against the Trust.
Please confirm that the foregoing is in accordance with your
understanding by indicating your acceptance hereof at the place below indicated,
whereupon it shall become a binding agreement between us.
Yours very truly,
THE SESSIONS GROUP
By /s/Xxx X. Xxxxxx
---------------------
Name Xxx X. Xxxxxx
--------------------
Title President
-------------------
Accepted:
THE WINSBURY COMPANY LIMITED PARTNERSHIP
By The Winsbury Corporation,
General Partner
By /s/G. Xxxxxx Xxxxxxxxx
----------------------------
Name G. Xxxxxx Xxxxxxxxx
--------------------------
Title Vice President
-------------------------
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Dated: June 3, 1994
Schedule A
to the
Distribution Agreement
between The Sessions Group and
The Winsbury Company Limited Partnership
October 1, 1993
Name of Fund Date
------------ ----
Riverside Capital Money Market Fund October 1, 1993
Riverside Capital Equity Fund October 1, 1993
(Riverside Capital Value Equity Fund)
Riverside Capital Fixed Income Fund October 1, 1993
First Omaha U.S. Government October 1, 1993
Obligations Fund
Riverside Capital Tennessee Municipal October 1, 1993
Obligations Fund
First Omaha Equity Fund October 1, 1993
First Omaha Short/Intermediate October 1, 1993
Fixed Income Fund
First Omaha Fixed Income Fund October 1, 1993
Riverside Capital Low Duration April 5, 1994
Government Securities Fund
Riverside Capital Sunbelt Municipal April 5, 1994
Obligations Fund
Riverside Capital Growth Fund April 5, 1994
Riverside Capital Equity and June 3, 1994
Municipal Income Fund
THE WINSBURY COMPANY LIMITED THE SESSIONS GROUP
PARTNERSHIP
By The Winsbury Corporation,
General Partner
By /s/ Xxxxxxx X. Xxxxxx By /s/ Xxx X. Xxxxxx
---------------------------- ------------------------
Name Xxxxxxx X. Xxxxxx Name Xxx X. Xxxxxx
---------------------------- -----------------------
Title Executive Vice President Title President
--------------------------- ----------------------
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Dated: June 3, 1994
Schedule B
to the
Distribution Agreement
between The Sessions Group and
The Winsbury Company Limited Partnership
October 1, 1993
Name of Distribution Plan Fund Date
------------------------------ ----
Riverside Capital Money Market Fund October 1, 1993
Riverside Capital Equity Fund October 1, 1993
(Riverside Capital Value Equity Fund)
Riverside Capital Fixed Income Fund October 1, 1993
First Omaha U.S. Government October 1, 1993
Obligations Fund
Riverside Capital Tennessee Municipal October 1, 1993
Obligations Fund
First Omaha Equity Fund October 1, 1993
First Omaha Short/Intermediate October 1, 1993
Fixed Income Fund
First Omaha Fixed Income Fund October 1, 1993
Riverside Capital Low Duration April 5, 1994
Government Securities Fund
Riverside Capital Sunbelt Municipal April 5, 1994
Obligations Fund
Riverside Capital Growth Fund April 5, 1994
Riverside Capital Equity and June 3, 1994
Municipal Income Fund
THE WINSBURY COMPANY LIMITED THE SESSIONS GROUP
PARTNERSHIP
By The Winsbury Corporation,
General Partner
By /s/ Xxxxxxx X. Xxxxxx By /s/ Xxx X. Xxxxxx
------------------------------ -----------------------------
Name Xxxxxxx X. Xxxxxx Name Xxx X. Xxxxxx
---------------------------- ---------------------------
Title Executive Vice President Title President
--------------------------- --------------------------
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Schedule C
to the
Distribution Agreement
between The Sessions Group and
The Winsbury Company Limited Partnership
October 1, 1993
DISTRIBUTION AND SHAREHOLDER SERVICE PLAN
This Plan (the "Plan") constitutes the distribution and shareholder
service plan of The Sessions Group, an Ohio business trust (the "Trust"),
adopted pursuant to Rule 12b-1 under the Investment Company Act of 1940 (the
"1940 Act"). The Plan relates to those investment portfolios ("Funds")
identified on Schedule B to the Trust's Distribution Agreement and as amended
from time to time (the "Distribution Plan Funds").
Section 1. Each Distribution Plan Fund shall pay to The Winsbury
Company, the distributor (the "Distributor") of the Trust's shares of beneficial
interest (the "Shares"), a fee in an amount not to exceed on an annual basis
.25% of the average daily net asset value of such Fund (the "Distribution Fee")
for: (a) payments the Distributor makes to banks and other institutions and
broker/dealers (a "Participating Organization") for distribution assistance
and/or Shareholder service pursuant to an agreement between the Distributor and
the Participating Organization; or (b) reimbursement of expenses incurred by a
Participating Organization pursuant to an agreement in connection with
distribution assistance and/or Shareholder service including, but not limited
to, the reimbursement of expenses relating to printing and distributing
prospectuses to persons other than Shareholders of a Distribution Plan Fund,
printing and distributing advertising and sales literature and reports to
Shareholders used in connection with the sale of Shares, and personnel and
communication equipment used in servicing Shareholder accounts and prospective
shareholder inquiries. For purposes of the Plan, a Participating Organization
may include the Distributor or any of its affiliates or subsidiaries.
Section 2. The Distribution Fee shall be paid by the Distribution Plan
Funds to the Distributor only to compensate or to reimburse the Distributor for
payments or expenses incurred pursuant to Section 1.
Section 3. The plan shall not take effect with respect to a
Distribution Plan Fund until it has been approved by a vote of at least a
majority of the outstanding voting securities of such Fund.
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Section 4. The Plan shall not take effect until it has been approved,
together with any related agreements, by votes of the majority (or whatever
greater percentage may, from time to time, be required by Section 12(b) of the
1940 Act or the rules and regulations thereunder) of both (a) the Trustees of
the Trust, and (b) the Independent Trustees of the Trust cast in person at a
meeting called for the purpose of voting on the Plan or such agreement.
Section 5. The Plan shall continue in effect for a period of more than
one year after it takes effect only so long as such continuance is specifically
approved at least annually in the manner provided for approval of the Plan in
Section 4.
Section 6. Any person authorized to direct the disposition of monies
paid or payable by the Distribution Plan Funds pursuant to the Plan or any
related agreement shall provide to the Trustees of the Trust, and the Trustees
shall review, at least quarterly, a written report of the amounts so expended
and the purposes for which such expenditures were made.
Section 7. The Plan may be terminated at any time by vote of a majority
of the Independent Trustees, or by vote of a majority of a Distribution Plan
Fund's outstanding voting securities.
Section 8. All agreements with any person relating to implementation of
the Plan shall be in writing, and any agreement related to the Plan shall
provide:
(a) That such agreement may be terminated at any time, without
payment of any penalty, by vote of a majority of the Independent
Trustees or by vote of a majority of the outstanding voting securities
of the Distribution Plan Fund, on not more than 60 days' written notice
to any other party to the agreement; and
(b) That such agreement shall terminate automatically in the
event of its assignment.
Section 9. The Plan may not be amended to increase materially the
amount of distribution expenses permitted pursuant to Section 1 hereof without
approval in the manner provided in Section 3 hereof, and all material amendments
to the Plan shall be approved in the manner provided for approval of the Plan in
Section 4.
Section 10. As used in the Plan, (a) the term "Independent Trustees"
shall mean those Trustees of the Trust who are not interested persons of the
Trust, and have no direct or indirect financial interest in the operation of the
Plan or any agreements related to it, and (b) the terms "assignment",
"interested person" and "majority of the outstanding voting securities" shall
have the respective meanings specified in the 1940 Act and the rules and
regulations thereunder, subject to such exemptions as may be granted by the
Securities and Exchange Commission.
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Schedule D Dated: June 3, 1994
to the
Distribution Agreement
between The Sessions Group and
The Winsbury Company Limited Partnership
October 1, 1993
Name of Load Fund Date
----------------- ----
Riverside Capital Equity Fund October 1, 1993
(Riverside Capital Value Equity Fund)
Riverside Capital Fixed Income Fund October 1, 0000
Xxxxxxxxx Xxxxxxx Xxxxxxxxx Municipal October 1, 1993
Obligations Fund
Riverside Capital Low Duration April 5, 1994
Government Securities Fund
Riverside Capital Sunbelt Municipal April 5, 1994
Obligations Fund
Riverside Capital Growth Fund April 5, 1994
Riverside Capital Equity and June 3, 1994
Municipal Income Fund
THE WINSBURY COMPANY LIMITED THE SESSIONS GROUP
PARTNERSHIP
By The Winsbury Corporation,
General Partner
By /s/ Xxxxxxx X. Xxxxxx By /s/ Xxx X. Xxxxxx
---------------------------- -------------------------
Name Xxxxxxx X. Xxxxxx Name Xxx X. Xxxxxx
---------------------------- ------------------------
Title Executive Vice President Title President
--------------------------- -----------------------
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