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GN-19 - Local 773 Letter of Governing Instructions 1207
GN-19 - Local 773 Letter of Governing Instructions 1207
2 ~
GOVERNMENT
EXHIBIT
GN-19
Th e unde rsi g ne d ( t he " Cli ent ") de si gnates law and will conti nue any such bond for the term of
Wright Investors' Service, Inc. (the " Advisor" ) to di- th is Agreement and will provide the Clie nt wit h
reel at the bank. trust company or other cust odian ap- e vidence of such coverage upon written request.
pro ved by the Ad viso r (the "C ustodia n") the in-
vestment of all property in the Client 's account as
PURCHASE AND SALE OF SEC URJTIES:
provided for in th is Lette r of Governing Instruct io ns
The Client appoints the Adv isor agent for the Client
for Wright Investment Management.
and aurhorizes and instructs the Advi sor to purchase
and se ll, in the Adv iso r' s sale and ab solute dis-
REPRESE NTATIONS AND WARRANT IES: cretion, Securities for the Client' s account which the
The Advisor is an invest ment ad visor a ' that term is Adv isor deem s ad visable and which conform to any
defined in til Investment Advisers Act of 1940 (the written inv est ment g uide line s or po licie s o f the
" Act") and registe red wit h the Securities and Ex- Cli ent whic h are attached to and made part of this
change Commission as pro vided for in that Act. The Agree ment. For purposes of this Agreement, the term
Advisor is a fiduciary as described in the Employee Securities includ es:
Retirement Income Security Act of t974, as amended
("ERlSA") , with respect to the CIient ' s account. Stocks and fixed income instruments meet-
ing the quality requirements of the Adv isor,
Th e Advisor wi ll use its best efforts in the
investment management of the Client' s account but Funds or investment company shares man-
is not liable for losses resultin g from actions taken or aged or selected by the Advisor.
omitted unless such actions are a violation of the se- Deposits in and fixed income obligations of
curities laws of the United States or failure to dis- any bank Or financ ial co rporation operating
ch arge the Advisor's fiduciary responsibilities under under the laws of the United State s or other
ERISA. governments, and
The Advisor ha obta ined any bond required UD- Other securities which the Client may de-
der Section 412 of ERIS A or any other applicable posit or authorize in writing.
PROXJES: E xce pt as provided in this para- ASSIGNMENT: This Agreement may not be
gra ph. the Advi sor will vote all proxies fo r securities assig ne d by either party without the consent of the
held in the Client' s acco unt. A t the CI ient ' s request other party. and contemporaneous noti fic ation of the
the Advisor will provide the Client with a proxy assign m e nt by ei the r party to the Custodian.
voti ng record for securities held in the Client'
accou nt. If the Client or another designee is auth or-
ized to vote the proxies, the Cli ent will provide the TERMINATION: Client may terminate this
Agreement without penalty within five business davs
Advisor with verification ac ceptable to the Advisor,
inc ludin g in s tr uc t io n s. that the Advisor is not of signing it. Th is Agreement may be terminated by
authori zed to vote the proxies. e ithe r part y upon written notic e to the ot he r. Upon
termination. the Client will promptly pay , or c ause
the Custodian to pay, any fees due to the Ad viso r.
ADVISOR'S FEE: The Advi or will c ha rge a fee
The Advisor will refund any prepa id fees a llocable t
for its se rvices provided under thi A greement in ac-
periods after the date of termination. T he Advi sor
co rdance wit h the attached sc he d u le of fees tha t is
will direct the Custodian to dispose of the property in
co mputed on the bas is of the cas h and marke t va lue
the Cl ient' s ac count in accorda nce with the C lient' s
o f prop e rty in the account o n the last day o f ea ch
writte n directions for dispositio n of the accoun t. The
ca le ndar q ua rte r. Th e Cl ient' s account will be bi lied
Advi sor will issue a final report as of the termination
q uart erly in arrears.
da te o f the account whic h will c on tain at least uc h
in fo rmation as is contained in its quarterly re po rts.
The Advi so r will bill the Custodian for se rv ices
provi ded to the Client' s a count unless otherw ise di-
rec ted by the Cli e nt. T he C us todi an w ill pro mptly NOTICES: The Adviso r is not bound by any
pay the Advi 'o r fo r service pro vide d to the Client's notice of or demand made wit h res pect to this Ag re e-
account by charging the C lie nt' s acc ou nt. me nt un less s uc h noti ce or de ma nd is in writin g to the
Advisor and signed by the Client or the Cli ent's legal
Except as may be pe rm itte d by ru le or order of re prese nta tive . T he Ad visor may rely co nc lus ive ly
rhe app lica ble state regul ato ry autho rity , the Advi so r a nd is prot ect ed in acti ng upo n any wr itte n o r o ra l (if
ha ll no t be cornpen ated o n the bas is o f a hare of con firm ed in writi ng) notice re qu est . co nsent, instruc-
capita l ga ins upon or capital appreciation of th e fu nds tio n or other instru ment re aso na bly be lie ved by th e
o r any po rtion of the fu nds of the Cl ienr. Ad viso r in good fa ith to be ge nuine o r ign ed by the
prop e r pe rso n or duly au tho rized or pro perly made.
T he Ad viso r will give the Client 90 days' written
notice o f a change in the schedule of fees ap pl icable SEVERABILITY: U' any term of this Agreement
to t.he Cl ie nt's account. The new fee sc hed ule will is con strued as inval id or unenforceab le, the remainde r
au to ma tic all y come into effect for the Cl ient' s ac- of thi s Ag ree me nt sha ll not be affected by su ch deter-
co unt in ac cordance with the 90·day notice provision minatio n and the remaining te rm s of this Agreement
unless the C lient provides written not ice to the Ad - will be valid and enforceable to the fuU extent of the law.
viso r th at the ac count is not to continue under the
new fee schedule.
GOVERNING LAW: This Agreement is
go ve rned by and co ns trued in accord ance with the
SPECIAL INSTRUCTIONS: The Client may
submit special instructions to the Advisor at any laws of the State of New York now in effect or as from
time. Special ins truc tions become part of this Agree- time to time amended. unless New York law is pre-
ment only upon written acceptance by the Advisor. e m pte d by Fede ral laws then in effect.
The Client acknowledges receipt of Disclosure Report Current Fee Schedule attached as Exhibit _ .:. .:A_
- _
in lieu of Pan IIofSEC Form AD V.
Investment Policy Statement attached as Exhibit
TIle des ignated Introducer or Service As soci ate, if any,
will be paid a fee by the Advisor. Th ere is no additional Client Information or Supplemental Information
cost to the Client due to this arrangement. attac hed as Exhibit . C
·J:h SCl.. o5 (J Re 13R(OOf"i,;~e - {;;;.;.H- rBi l
(2) N ame
Tille
(3) Na me
Signature
T itle
(4) Name
Signatu re
T ille
Introducer or Service Assoc ia t By: Wright Inves tors ' Service. Inc.
fo r this Account:
Mr . Mic ha e l C . Ch r y s
Annual
Rate