Document/Exhibit Description Pages Size
1: 485B24F Dean Family of Funds 126 426K
20: EX-27 Balanced Fund - Class A 2± 11K
21: EX-27 Balanced Fund - Class C 2± 11K
16: EX-27 Large Cap Value Fund - Class A 2± 11K
17: EX-27 Large Cap Value Fund - Class C 2± 11K
18: EX-27 Small Cap Value Fund - Class A 2± 11K
19: EX-27 Small Cap Value Fund - Class C 2± 11K
7: EX-99 Dir. Def. Comp. Plan 17 50K
2: EX-99 Index to Exhibits 2 10K
6: EX-99 Underwriting Agreement 12 28K
13: EX-99.B13 Stock Letter 2 11K
14: EX-99.B15I 12B1 Plan for Class A Shares 3 16K
15: EX-99.B15II 12B1 Plan for Class C Shares 4 17K
3: EX-99.B5I Advisory Agreement 16 36K
5: EX-99.B5III Sub-Advisory Agreement 21 45K
8: EX-99.B8 Custody Agreement 24 78K
9: EX-99.B9I Administration Agreement 8 29K
10: EX-99.B9II Accounting Services Agreement 9 29K
11: EX-99.B9III Trans. Div. Disburs. Shldr. Serv. Agreement 17 53K
4: EX-99.BII Advisory Agreement 15 34K
12: EX-99.BII Auditors Consent 1 9K
THE DEAN FAMILY OF FUNDS
DIRECTORS DEFERRED COMPENSATION PLAN
The Dean Family of Funds hereby establishes as of the Effective Date, The Dean
Family of Funds ("DFF") Directors Deferred Compensation Plan ("Plan") for the
purpose of inducing the service or encouraging the continued service of the
members of its Board of Directors, in order that the interests of DFF may be
advanced. The Plan is intended to constitute a plan maintained for the benefit
of a select group of management or highly compensated employees for the purposes
of Tile I of the Employee Retirement Income Security Act of 1974.
1. DEFINITIONS. Unless otherwise required by the context, for
the purposes of this Plan, the following words and phrases
shall have the meanings indicated.
(a) "Account" shall mean the account maintained for a Participant
under the terms of the Plan, which represents the amount
accrued for the Participant under the Plan.
(b) "DFF" shall mean The Dean Family of Funds or any successor
entity.
(c) "Beneficiary" shall mean the person or entities designated by
the Participant in a Notice to receive any amount payable to
the Participant upon his death.
(d) "Board" shall mean the Board of Directors of DFF.
(e) "Director" shall mean a member of the Board.
(f) "Effective Date" shall mean March 17, 1997.
(g) "Election Date" shall mean, for the first calendar year in
which the Plan is in effect, the Effective Date. For
subsequent calendar years, "Election Date" shall mean January
1.
(h) "Fees" shall include all compensation as fixed and determined
by the Board which is payable to a Director for attendance at
meetings, whether regular or special, of the Board, and any
committees which have been established or in the future may be
established by the Board.
(i) "Notice" shall mean an election to participate in the Plan,
in the form prescribed herein.
(j) "Participant" shall mean a Director who elects to
participate in the Plan by filing a Notice.
(k) "Plan" shall mean The Dean Family of Funds Deferred
Compensation Plan, as amended from time to time.
(l) "Trust Fund" shall mean the trust fund described in
Section 4.
(m) "Valuation Date" shall mean, for each Participant, the last
day of each calendar year, the last day of the month during
which the Participant separates from service for any reason,
and such other dates designated as Valuation Dates by the
Board.
(n) "Unforeseeable Emergency" shall mean an unanticipated
emergency that is caused by an event beyond the control of the
Participant and that would result in severe financial hardship
to the Participant if early withdrawal were not permitted.
2. PARTICIPATION. Any Director may elect to become a Participant
by filing a Notice with the DFF in the manner described herein.
3. DEFERRED FEES.
(a) By filing a Notice, a Participant may elect to defer
the receipt of the Fees otherwise payable to him by the
DFF in any calendar year.
(b) Any Fees deferred pursuant to this section shall be recorded
by the DFF in an Account maintained in the name of the
Participant. A Participant's Account shall be credited on each
date of payment of Fees, in accordance with the DFF's normal
practices, with a dollar amount equal to the amount of the
payment deferred in accordance with the Participant's Notice.
4. TRUST FUND. The DFF will establish a Trust Fund which will consist
of assets which the DFF may use to offset its liability for payments
due to Participants under the Plan. The Trust Fund shall substantially
comply with the terms of the model trust contained in Internal Revenue
Service Revenue Procedure 92-64, or its successor. The Trust Fund will,
at all times, be subject to the claims of judgment creditors of the DFF
and will otherwise be on such terms and conditions as will prevent
taxation to Participants and Beneficiaries of any amounts held in the
Trust Fund or credited to Participant's Accounts prior to the time
payments are made to them. Participants have the status of general
unsecured creditors of the DFF. Rights to payments to Participants and
their Beneficiaries will be governed by the terms of the Plan and will
not be limited to assets held in the Trust Fund. The Plan constitutes a
mere promise by the DFF to make benefit payments in the future. It is
the intention of the DFF and the Participants that the Plan be
unfunded for purposes of the Internal Revenue Code of 1986 and Title I
of ERISA. As soon as practicable after the end of each Valuation Date
(or more frequent intervals elected by the Board), the DFF will
contribute to the Trust Fund an amount equal to the total Fees deferred
by Participants since the most recent such contribution.
5. INVESTMENT OF ACCOUNTS.
(a) On each Valuation Date, earnings shall be credited to the
portion of each Account which has not yet been deemed invested
in accordance with Section 5(b) hereof, at the rate from time
to time payable on funds on deposit in such money market or
other cash equivalent account as may be designated from time
to time by the Board.
(b) As of each Valuation Date, the DFF shall furnish each
Participant with a statement of the amount credited to his
Account, including contributions, interest and dividends
credited to the Account, and distributions made from the
Account since the previous Valuation Date.
6. DISTRIBUTION.
(a) Upon the earliest of (i) the termination for any reason
of the services of the Participant as a Director of the DFF
or, (ii) at the discretion of the Board, upon the occurrence
of an Unforeseeable Emergency, the Participant (or, in the
event of the Participant's death, the Participant's
Beneficiary) will be entitled to receive a distribution equal
to the balance allocated to the Participant Account,
determined as of the preceding Valuation Date, but in no event
until such Director or former director has attained age 72.
Such a distribution shall be made in the manner specified in
subsection (b).
(b) The Trustee (or, if so directed by the DFF, the Trust Fund,)
will distribute the amount credited to a Participant's Account
in one of the following forms as elected by the Participant in
the Notice:
(1) in a single lump sum payment allocated to the
Account; or
(2) in quarterly installments payable over a period which
may not exceed the lesser of ten years or the number
of full calendar years during which the Director was
a Participant, provided, however that the minimum
annual installment shall not be less than $1,000.
If a Participant's Account is distributed in installments, the
installment distributed immediately following each Valuation
Date shall include interest or dividends on the Account
credited as of such Valuation Date.
(c) Distribution of a Participant's Account pursuant to this
section shall be made or shall commence as of the first day of
the month next following the date on which the Participant's
Account becomes payable.
7. TERMS OF NOTICE. A Notice shall be made in writing, signed by the
Participant, and delivered to the DFF prior to the Election Date. Such
Notice (and any subsequent Notice) will continue in effect until
revoked or modified in a subsequent Notice delivered by the Participant
to the DFF. Any such subsequent Notice shall apply only to Fees
otherwise payable to the Participant after the applicable Election
Date. Any Notice made by the Participant shall be irrevocable with
respect to any Fees covered by such Notice, including the Fees payable
in the calendar year in which the Notice is delivered to the Bank.
8. PARTICIPANT'S RIGHTS UNSECURED. The right of the Participant or his
Beneficiary to receive a distribution hereunder shall be an unsecured
claim against the general assets of the DFF, and neither the
Participant nor his Beneficiary shall have any rights in or against the
Trust Fund, any amount credited to his Account or any other specific
assets of the DFF. All amounts credited to an Account shall constitute
general assets of the DFF and may be disposed of by the DFF at such
time and for such purposes as it may deem appropriate.
9. AMENDMENTS TO THE PLAN. The DFF may amend or terminate the Plan at any
time, without the consent of any Participant or Beneficiary. Provided,
however, that no amendment or termination of the Plan shall divest any
Participant or Beneficiary of his contractual right to receive the
amounts credited to his Account as of the date of such amendment or
termination.
10. EXPENSES. Costs of administration of the Plan will be paid by the DFF.
11. NOTICES. Any Notice or other election required or permitted to be given
hereunder shall be in writing and shall be deemed to have been filed
(i) on the date it is personally delivered to Frank H. Scott, the
Administrator of the Plan of the DFF; or (ii) three business days after
it is sent by registered or certified mail, addressed to such
Administrator at 2480 Kettering Tower, Dayton, Ohio 45402.
12. NO GUARANTEE. No Director shall have any rights whatsoever against
the DFF as a result of this agreement except those expressly granted
hereunder. Nothing herein shall be construed to grant any Participant
the right to remain a Director.
13. GENDER AND NUMBER. Pronouns and other similar words used in the
masculine gender shall be read as the feminine gender where appropriate
and the singular form of words shall be read as the plural where
appropriate.
14. GOVERNING LAW. Except as otherwise required by law, the validity,
construction and administration of this Plan shall be determined under
the laws of the State of Ohio.
15. FUNDS AND INTEREST NONASSIGNABLE. Benefits payable to Plan Participants
and their Beneficiaries under this Plan may not be anticipated,
assigned (either at law or in equity), alienated, pledged, encumbered,
or subjected to attachment, garnishment, levy, execution or other legal
or equitable process.
Executed on behalf of the DFF by its duly authorized officer as of this 15th day
of April, 1997.
THE DEAN FAMILY OF FUNDS
By: /S/ FRANK H. SCOTT
Title: PRESIDENT
THE DEAN FAMILY OF FUNDS
DIRECTORS DEFERRED COMPENSATION PLAN
NOTICE OF ELECTION OF PARTICIPANT TO DEFER COMPENSATION
FOR A CALENDAR YEAR
Pursuant to the terms of The Dean Family of Funds Directors Deferred
Compensation Plan (the "Plan"), I hereby elect to defer the receipt of 100% of
the compensation earned by me in connection with the performance of my services
as a Director of The Dean Family of Funds for the __________ calendar year and
for each subsequent calendar year until this election is revoked. I hereby
revoke any prior election to make contributions to the Plan.
----------------------------
Participant Name (Print)
----------------------------
Signature
----------------------------
Dated
THE DEAN FAMILY OF FUNDS
DIRECTORS DEFERRED COMPENSATION PLAN
BENEFICIARY DESIGNATION
Pursuant to the terms of The Dean Family of Funds Directors. Deferred
Compensation Plan (the "Plan"), I hereby designate the persons or entities named
below as Beneficiary of any amounts payable to me under the Plan which have not
been paid to me at the date of my death.
---------------------------------------------------
---------------------------------------------------
I hereby revoke any prior designation of Beneficiary made by me with respect to
the Plan.
--------------------------
Participant Name (Print)
--------------------------
Signature
--------------------------
Dated
THE DEAN FAMILY OF FUNDS
DIRECTORS DEFERRED COMPENSATION PLAN
ELECTION OF PAYMENT METHOD
Pursuant to the terms of The Dean Family of Funds Directors Deferred
Compensation Plan (the "Plan"), I hereby request that payment of my Account
balance under the terms of the Plan be made in the following form:
_____ 1) a single lump sum payment
_____ 2) in annual installments over a period of ten years
I acknowledge that this election is irrevocable with respect to the amounts
credited to my Account balance for the current calendar year and for each
subsequent calendar year until this election is revoked.
--------------------------
Participant Name (Print)
--------------------------
Signature
--------------------------
Dated
THE DEAN FAMILY OF FUNDS
DIRECTORS DEFERRED COMPENSATION PLAN TRUST
THIS TRUST INDENTURE, made this 1st day of May, 1997, by and between
The Dean Family of Funds (hereinafter referred to as the "Grantor"), and James
H. Stethem with his office and principal place of business located at 1900
Chemed Center, 255 E. Fifth Street, Cincinnati, Ohio 45202 (hereinafter referred
to as the "Trustee")
WITNESSETH THAT
WHEREAS, Grantor has established an unfunded deferred compensation plan
for its directors entitled "The Dean Family of Funds Directors Deferred
Compensation Plan" (hereinafter "Plan"); and
WHEREAS, Grantor wishes to establish a trust (hereinafter called
"Trust") for such purposes and to contribute to the Trust cash or other property
that shall be held therein and may be used to purchase The Dean Family of Funds
mutual funds (hereinafter "Fund"), subject to the claims of Grantor's creditors
in the event of Grantor's insolvency, as herein defined, until transferred to
Plan participants and their beneficiaries in such manner and at such times as
specified in the Plan; and
WHEREAS, it is the intention of the parties that this Trust shall
constitute an unfunded arrangement and shall not affect the status of the Plan
as an unfunded plan maintained for the purpose of providing deferred
compensation for a select group of management or highly compensated employees
for purposes of Title I of the Employee Retirement Income Security Act of 1974;
and
WHEREAS, it is the intention of Grantor to make contributions to the
Trust to provide itself with a source of funds to assist it in the meeting of
its liabilities under the Plan.
NOW, THEREFORE, the parties do hereby establish the Trust and agree
that the Trust shall be comprised, held and disposed of as follows:
SECTION 1. ESTABLISHMENT OF TRUST
(a) Grantor hereby deposits with Trustee in trust the property
described on attached Exhibit A, which, together with subsequent contributions
thereto, shall become the principal of the trust estate to be held, administered
and disposed of by Trustee as provided in this Trust Agreement.
(b) The Trust shall be irrevocable.
(c) The Trust is intended to be a grantor trust of which
Grantor is the grantor to the extent of the contributions made by
each such entity, and the stock held for the benefit of Grantor proportionately,
within the meaning of subpart E, part I, subchapter J, chapter 1, subtitle A of
the Internal Revenue Code of 1986, as amended, and shall be construed
accordingly.
(d) The principal of the Trust and any earnings thereon shall be held
separate and apart from other funds of Grantor and shall be used exclusively for
the uses and purposes of Plan participants and general creditors as herein set
forth. Plan participants and their beneficiaries shall have no preferred claim
on, or any beneficial ownership interest in, any assets of the Trust. Any rights
created under the Plan and this Trust shall be mere unsecured contractual rights
of Plan participants and their beneficiaries against Grantor. Any assets held by
the Trust will be subject to the claims of Grantor's general creditors in the
event of Insolvency, as defined in Section 3(a) herein.
(e) Grantor in its sole discretion may at any time, or from time to
time, make additional deposits of cash or other property in trust with Trustee
to augment the principal to be held, administered and disposed of by Trustee as
provided in this Trust Agreement. Neither the Trustee nor any Plan participant
or beneficiary shall have any right to compel such additional deposits.
SECTION 2. PAYMENTS TO PLAN PARTICIPANTS AND THEIR BENEFICIARIES.
(a) Grantor shall deliver to the Trustee a schedule (the "Payment
Schedule") that indicates the amounts payable in respect of each Plan
participant (and his or her beneficiaries), that provides a formula or other
instructions acceptable to Trustee for determining the amounts so payable, the
form in which such amount is to be paid (as provided for or available under the
Plan), and the time of commencement for payment of such amounts. Except as
otherwise provided herein, Trustee shall make payments to the Plan participants
and their beneficiaries in accordance with such Payment Schedule. The Trustee
shall make provision for the reporting and withholding of any federal, state or
local taxes that may be required to be withheld with respect to the payment of
benefits pursuant to the terms of the Plan and shall pay amounts withheld to the
appropriate taxing authorities or determine that such amounts have been
reported, withheld and paid by Grantor.
(b) The entitlement of a Plan participant or his or her beneficiaries
to benefits under the Plan shall be determined by Grantor or such party as it
shall designate under the Plan, and any claim for such benefits shall be
considered and reviewed under the procedures set out in the Plan.
(c) Grantor may make payment of benefits directly to Plan participants
or their beneficiaries as they become due under the terms of the Plan. Grantor
shall notify Trustee of its decision to make payment of benefits directly prior
to the time amounts
are payable to participants or their beneficiaries. In addition, if the
principal of the Trust and any earnings thereon are not sufficient to make
payments of benefits in accordance with the terms of the Plan, Grantor shall
make the balance of each such payment as it falls due. Trust shall notify
Grantor where principal and earnings are not sufficient.
SECTION 3. TRUSTEE RESPONSIBILITY REGARDING PAYMENTS TO
TRUST BENEFICIARY WHEN GRANTOR IS INSOLVENT.
(a) Trustee shall cease payment of Benefits to Plan participants and
their beneficiaries if Grantor is insolvent. Grantor shall be considered
"insolvent" for purposes of this Trust Agreement if (i) Grantor is unable to pay
its debts as they become due, or (ii) Grantor is subject to a pending proceeding
as a debtor under the United States Bankruptcy Code.
(b) At all times during the continuance of this Trust, as provided in
Section 1(d) hereof, the principal and income of the Trust shall be subject to
claims of general creditors of Grantor.
(1) The Board of Directors and the Chief Executive Officer of
Grantor shall have the duty to inform Trustee in writing of Grantor's
insolvency. If a person claiming to be a creditor of Grantor alleges in
writing to Trustee that Grantor has become insolvent, Trustee shall
determine whether Grantor is insolvent and, pending such determination,
Trustee shall discontinue payment of benefits to Grantor's Plan
participants or their beneficiaries.
(2) Unless Trustee has actual knowledge of Grantor's
insolvency or has received notice from Grantor or a person claiming to
be a creditor alleging that Grantor is insolvent, Trustee shall have no
duty to inquire whether Grantor is insolvent. Trustee may in all events
rely on such evidence concerning Grantor's solvency as may be furnished
to Trustee that provides Trustee with a reasonable basis for making a
determination concerning Grantor's solvency.
(3) If at any time Trustee has determined that Grantor is
insolvent, Trustee shall discontinue payments to Grantor's Plan
participants or their beneficiaries and shall hold the assets of the
account for Grantor in the Trust for the benefit of Grantor's general
creditors. Nothing in this Trust Agreement shall in any way diminish
any rights of Plan participants or their beneficiaries to pursue their
rights as general creditors of Grantor with respect to benefits due
under the Plan or otherwise.
(4) Trustee shall resume the payment of benefits to Plan
participants or their beneficiaries in accordance with Section 2 of
this Trust Agreement only after Trustee has determined that Grantor is
not insolvent (or is no longer insolvent).
(c) Provided that there are sufficient assets, if Trustee discontinues
the payment of benefits from the Trust pursuant to Section 3(b) hereof and
subsequently resumes such payments, the first payment following such
discontinuance shall include the aggregate amount of all payments due to Plan
participants or their beneficiaries under the terms of the Plan for the period
of such discontinuance, less the aggregate amount of any payments made to Plan
participants or their beneficiaries by Grantor in lieu of the payments provided
for hereunder during any such period of discontinuance.
SECTION 4. PAYMENTS TO GRANTOR. Grantor shall have no right or power
to direct Trustee to return to Grantor or to divert to others any of the Trust
assets before all payment of benefits has been made to Plan participants and
their beneficiaries pursuant to the terms of the Plan.
SECTION 5. INVESTMENT AUTHORITY.
(a) Trustee must invest solely in the family of mutual funds of the
Grantor. In addition, Trustee may temporarily deposit any cash balance held by
it in a depository account of a commercial bank the deposits of which are
insured by the Federal Deposit Insurance Corporation. All rights associated with
assets of the Trust shall be exercised by Trustee or the person designated by
Trustee and shall in no event be exercised by or rest with Plan participants,
except that voting rights with respect to Trust assets will be exercised by
Grantor.
(b) Grantor shall have the right at any time, and from time to time in
its sole discretion, to substitute assets of equal fair market value for any
asset held by the Trust with the family of mutual funds of Grantor. This right
is exercisable by Grantor in a non-fiduciary capacity without the approval or
consent of any person in a fiduciary capacity.
SECTION 6. DISPOSITION OF INCOME During the term of this Trust, all
income received by the Trust, net of expenses and taxes, shall be accumulated
and reinvested.
SECTION 7. ACCOUNTING BY TRUSTEE Trustee shall keep accurate and
detailed reports of all investments, receipts, disbursements, and all other
transactions required to be made, including such specific records as shall be
agreed upon in writing between Grantor and Trustee. Within 60 days following the
close of each calendar year and within 60 days after the removal or resignation
of Trustee, Trustee shall deliver to Grantor a written account if its
administration of the Trust during such year or during the period from the close
of the last preceding year to the date of such removal or resignation setting
forth all investments, receipts, disbursements and other transactions affected
by it, including a description of all securities and investments purchased and
sold with the cost or net proceeds of such purchases or sales (accrued interest
paid or
receivable being shown separately), and showing all cash, securities and other
property held in the Trust at the end of such year or as of the date of such
removal or resignation, as the case may be. Separate accounts shall be made for
each participating entity and the contributions and investments therefrom shall
not be commingled.
SECTION 8. RESPONSIBILITY OF TRUSTEE.
(a) Trustee shall act with the care, skill, prudence and diligence
under the circumstances then prevailing that a prudent person acting in like
capacity and familiar with such matters would use in the conduct of an
enterprise of a like character and with like aims, provided, however, that
Trustee shall incur no liability to any person for any action taken pursuant to
a direction, request or approval given by Grantor which is contemplated by and
in conformity with the terms of the Plan or this Trust and is given in writing
by Grantor. In the event of a dispute between Grantor and a party, Trustee may
apply to a court of competent jurisdiction to resolve the dispute.
(b) If Trustee undertakes or defends any litigation arising in
connection with this Trust, Grantor agrees to indemnify Trustee against
Trustee's costs, expenses and liabilities (including, without limitation,
attorneys' fees and expenses) relating thereto and to be primarily liable for
such payments. If Grantor does not pay such costs, expenses and liabilities in a
reasonably timely manner, Trustee may obtain payment from the Trust.
(c) Trustee may consult with legal counsel (who may also be counsel for
Grantor generally) with respect to any of its duties or obligations hereunder.
(d) Trustee may hire agents, accountants, actuaries, investment
advisors, financial consultants or other professionals to assist it in
performing any of its duties or obligations hereunder.
(e) Trustee shall have, without exclusion, all powers conferred on
Trustees by applicable law unless expressly provided otherwise herein; provided,
however, that if an insurance policy is held as an asset of the Trust, Trustee
shall have no power to name a beneficiary or the policy other than the Trust, to
assign the policy (as distinct from conversion of the policy to a different
form) other than to a successor Trustee, or to loan to any person the proceeds
of any borrowing against such policy.
(f) Notwithstanding any powers granted to Trustee pursuant to this
Trust Agreement or to applicable law, Trustee shall not have any power that
could give this Trust the objective of carrying on a business and dividing the
gains therefrom within the meaning of Section 301.7701-2 of the Procedure and
Administrative Regulations promulgated pursuant to the Internal Revenue Code.
SECTION 9. COMPENSATION AND EXPENSES OF TRUSTEES.
Grantor shall pay all administrative and Trustee's fees and
expenses. If not so paid, the fees and expenses shall be paid
from the Trust.
SECTION 10. RESIGNATION AND REMOVAL OF TRUSTEE.
(a) Trustee may resign at any time by written notice to Grantor which
shall be effective 60 days after receipt of such notice unless Grantor and
Trustee agree otherwise.
(b) Trustee may be removed by Grantor on 60 days notice or upon
shorter notice accepted by Trustee.
(c) Upon resignation or removal of Trustee and appointment of a
successor Trustee, all assets shall subsequently be transferred to the successor
Trustee. The transfer shall be completed within 60 days after receipt of notice
of resignation, removal or transfer, unless Grantor extends the time limit.
(d) If Trustee resigns or is removed, a successor shall be appointed,
in accordance with Section 11 hereof, by the effective date of resignation or
removal under paragraph(s) (a) or (b) of this section. If no such appointment
has been made, Trustee may apply to a court of competent jurisdiction for
appointment of a successor or for instruction. All expenses of Trustee in
connection with the proceeding shall be allowable as administrative expenses of
the Trust.
SECTION 11. APPOINTMENT OF SUCCESSOR.
(a) If Trustee resigns or is removed in accordance with Section 10(a)
and (b) hereof, Grantor may appoint any third party, such as a bank trust
department or other party that may be granted corporate trustee powers under
state law as a successor to replace Trustee upon resignation or removal. Any
successor Trustee appointed under this section must be independent or not
affiliated in any manner with Grantor. The appointment shall be effective when
accepted in writing by the new Trustee, who shall have all of the rights and
powers of the former Trustee, including ownership rights in the Trust assets.
The former Trustee shall execute any instrument necessary or reasonably
requested by Grantor or the successor Trustee to evidence the Transfer.
(b) The successor Trustee need not examine the records and acts of any
prior Trustee and may retain or dispose of existing Trust assets, subject to
Sections 7 and 8 hereof. The successor Trustee shall not be responsible for and
Grantor shall indemnify and defend the successor Trustee from any claim or
liability resulting from any action or inaction of any prior Trustee or from any
other past event, or any condition existing at the time it becomes successor
Trustee.
SECTION 12. AMENDMENT OR TERMINATION.
(a) This Trust Agreement may be amended by a written instrument
executed by Trustee and Grantor. Notwithstanding the foregoing, no such
amendment shall conflict with the terms of the Plan, or shall make the Trust
revocable after it has become irrevocable in accordance with Section 1(b)
hereof.
(b) The Trust shall not terminate until the date on which Plan
participants and their beneficiaries are no longer entitled to benefits pursuant
to the terms of the Plan. Upon termination of the Trust, any assets remaining in
the Trust shall be returned to Grantor as reflected in their separate accounts
in the Trust.
(c) Upon written approval of participants or beneficiaries entitled to
payment of benefits pursuant to the terms of the Plan, Grantor may terminate
this Trust prior to the time all benefit payments under the Plan have been made.
All assets in the Trust at termination shall be returned to Grantor as reflected
in their separate accounts.
SECTION 13. MISCELLANEOUS
(a) Any provision of this Trust Agreement prohibited by law shall be
ineffective to the extent of any such prohibition without invalidating the
remaining provisions hereof.
(b) Benefits payable to Plan participants and their beneficiaries under
this Trust Agreement may not be anticipated, assigned (either at law or in
equity), alienated, pledged, encumbered or subjected to attachment, garnishment,
levy, execution or other legal or equitable process.
(c) This Trust Agreement shall be governed by and construed
in accordance with the laws of Ohio.
SECTION 14. EFFECTIVE DATE. The effective date of this Trust Agreement
shall be the date hereof.
WITNESS the following signatures:
GRANTOR
THE DEAN FAMILY OF FUNDS
By: /S/ FRANK H. SCOTT
Its: PRESIDENT
TRUSTEE
By:_____________________
EXHIBIT A
TO THE DEAN FAMILY OF FUNDS
DIRECTORS DEFERRED COMPENSATION PLAN TRUST
Property deposited in trust: One Dollar ($1.00) and other good and
valuable consideration.
Received by the undersigned, as Trustee under The Dean Family of Funds
Directors Deferred Compensation Plan Trust, on this _____ day of
______________________, 1997.
TRUSTEE
By:_____________________
ALTERNATIVE REPORTING AND DISCLOSURE STATEMENT
FOR PENSION PLANS FOR CERTAIN SELECTED EMPLOYEES
To the Secretary of Labor:
In compliance with the requirements of the alternative method of
reporting and disclosure under Part 1 of Title I of the Employees Retirement
Income Security Act of 1974 for unfunded or insured pension plans for a select
group of management or highly compensated employees, specified in Department of
Labor Regulations C.F.R. ss.2520.104-23, the following information is provided
by the undersigned employer.
Name and Address of Employer: THE DEAN FAMILY OF FUNDS
_________________________
_________________________
_________________________
Employer Identification Number: _________________________
The Dean Family of Funds maintains a plan (or plans) primarily for the
purpose of providing deferred compensation for a select group of management or
highly compensated employees.
Number of Plans and
Participants in Each
Plan: __________ Plan covering ____ Employees (or
__________ Plans covering _____ ______and
__________ Employees, respectively)
Dated April 15, 1997.
The Dean Family of Funds
By: /S/ FRANK H. SCOTT
Title: PRESIDENT
This form should be maid to:
Top Hat Plan Exemption
Pension and Welfare Benefits Administration
Room N-5644
U.S. Department of Labor
200 Constitution Avenue, NW
Washington, DC 20210
(Send certified mail to evidence filing requirement
satisfied)
Dates Referenced Herein
| Referenced-On Page |
|---|
| This ‘485B24F’ Filing | | Date | | First | | Last | | | Other Filings |
|---|
| |  |
| Filed on / Effective on: | | 10/1/97 | | | | | | | None on these Dates |
| | 4/15/97 | | 17 |
| | 3/17/97 | | 1 |
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Filing Submission 0000891804-97-000327 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)
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