UMB Individual Retirement Trust Account
(Under Section 408(a) of the Internal Revenue Code)
This Agreement is made between the United Missouri
Bank, n.a., as trustee (hereinafter referred to as
"Trustee") and the individual (hereinafter referred to
as "Grantor") who signs the attached Adoption
Agreement. If the Grantor has previously adopted this
Individual Retirement Trust Account ("XXX") in any
earlier form, by signature to the Adoption Agreement he
or she adopts the amended XXX in the form as hereby
restated.
The Grantor is establishing (or adopting an amendment
to) an individual retirement account (under section
408(a) of the Internal Revenue Code) to provide for his
or her retirement and for the support of his or her
beneficiaries after death. The Trustee has given the
Grantor the disclosure statement required under the
Income Tax Regulations under section 408(i) of the
Code. Unless the attached Adoption Agreement is signed
by Grantor to adopt this amended and restated XXX,
Grantor has made an initial cash contribution to the
XXX concurrently with the execution of the Adoption
Agreement. The Grantor and Trustee make the following
agreement:
ARTICLE I
1. The Trustee may accept additional cash
contributions on behalf of the Grantor for a tax year
of the Grantor. The total cash contributions are
limited to $2,000 for the tax year unless the
contribution is a rollover contribution described in
section 402(c) (but only after December 31, 1992),
403(a)(4), 403(b)(8), or 408(d)(3) of the Code or an
employer contribution to a Simplified Employee Pension
plan as described in section 408(k). Rollover
contributions before January 1, 1993, include rollovers
described in section 402(a)(5), 402(a)(6), 402(a)(7),
403(a)(4), 403(b)(8), or 408(d)(3) of the Code or an
employer contribution to a Simplified Employee Pension
plan as described in section 408(k).
ARTICLE II
The Grantor's interest in the balance of the trust
account is nonforfeitable.
ARTICLE III
1. No part of the trust funds may be invested in life
insurance contracts; nor may the assets of the trust
account be commingled with other property except in a
common trust fund or a common investment fund (within
the meaning of section 408(a)(5) of the Code).
2. No part of the trust funds may be invested in
collectibles (within the meaning of section 408(m) of
the Code), except as otherwise permitted by section
408(m)(3) which provides an exception for certain gold
and silver coins issued under the laws of any state.
ARTICLE IV
1. Not withstanding any provision of this agreement
to the contrary, the distribution of the Grantor's
interest in the trust account shall be made in
accordance with the following requirements and shall
otherwise comply with section 408(a)(6) and Proposed
Regulations section 1.408-8, including the incidental
death benefit provisions of Proposed Regulations
section 1.401(a)(9)-2, the provisions of which are
incorporated by reference.
2. Unless otherwise elected by the time distributions
are required to begin to the Grantor under paragraph 3,
or to the surviving spouse under paragraph 4, other
than in the case of a life annuity, life expectancies
shall be recalculated annually. Such election shall be
irrevocable as to the Grantor and the surviving spouse
and shall apply to all subsequent years. The life
expectancy of a nonspouse beneficiary may not be
recalculated.
3. The Grantor's entire interest in the trust account
must be or begin to be, distributed by the Grantor's
required beginning date, the April 1 following the
calendar year in which the Grantor reaches age 70 1/2.
By that date, the Grantor may elect, in a manner
acceptable to the Trustee, to have the balance in the
trust account distributed in :
(a) A single sum payment.
(b) An annuity contract that provides equal or
substantially equal monthly, quarterly or annual
payments over the life of the Grantor.
(c) An annuity contract that provides equal or
substantially equal monthly, quarterly or annual
payments over the joint and last survivor lives of the
Grantor and his or her designated beneficiary.
(d) Equal or substantially equal annual payments over
a specified period that may not be longer than the
Grantor's life expectancy.
(e) Equal or substantially equal annual payments over
a specified period that may not be longer than the
joint life and last survivor expectancy of the Grantor
and his or her designated beneficiary.
4. If the Grantor dies before his or her entire
interest is distributed to him or her, the entire
remaining interest will be distributed as follows:
(a) If the Grantor dies on or after distribution of
his or her interest has begun, distribution must
continue to be made in accordance with paragraph 3.
(b) If the Grantor dies before distribution or his or
her interest has begin, the entire remaining interest
will, at the election of the Grantor, or if the Grantor
has not so elected, at the election of the beneficiary
or beneficiaries, either
i) Be distributed by December 31 of the year
containing the fifth anniversary of the Grantor's
death, or
ii) Be distributed in equal or substantially equal
payments over the life or life expectancy of the
designated beneficiary or beneficiaries starting by
December 31 of the year following the year of the
Grantor's death. If, however, the beneficiary is the
Grantor's surviving spouse, then this distribution is
not required to begin before December 31 of the year in
which the Grantor would have turned age 70 1/2.
(c) Except where distribution in the form of an
annuity meeting the requirements of section 408(b)(3)
and its related regulations has irrevocably commenced,
distributions are treated as having begun on the
Grantor's required beginning date, even though payments
may actually have been made before the date.
(d) If the Grantor dies before his or her entire
interest has been distributed and if the beneficiary is
other than the surviving spouse, no additional cash
contributions or rollover contributions may be accepted
in the account.
5. In the case of distribution over life expectancy
in equal or substantially equal annual payments, to
determine the minimum annual payment of each year,
divide the Grantor's entire interest in the trust as of
the close of business on December 31 of the preceding
year by the life expectancy of the Grantor (or the
joint life and last survivor expectancy of the Grantor
and Grantor's designated beneficiary, or the life
expectancy of the designated beneficiary, whichever
applies). In the case of distributions under paragraph
(3), determine the initial life expectancy (or joint
life and last survivor expectancy) using the attained
ages of the Grantor and designated beneficiary as of
their birthdays in the year the Grantor reaches age 70
1/2. In the case of distribution in accordance with
paragraph (4)(b)(ii), determine life expectancy using
the attained age of the designated beneficiary as of
the beneficiary's birthday in the year distributions
are required to commence.
6. The owner of two or more individual retirement
accounts may use the "alternate method" described in
Notice 88-38, 1988-1 C.B. 524, to satisfy the minimum
distribution requirements described above. This method
permits an individual to satisfy these requirements by
taking from one individual retirement account the
amount required to satisfy the requirement of another.
ARTICLE V
1. The Grantor agrees to provide the Trustee with
information necessary for the Trustee to prepare any
reports required under section 408(i) of the Code and
Regulations sections 1.408-5 and 1.408-6.
2. The Trustee agrees to submit reports to the
Internal Revenue Service and the Grantor as prescribed
by the Internal Revenue Service.
ARTICLE VI
Notwithstanding any other articles which may be added
or incorporated, the provisions of Articles I through
III and this sentence will be controlling. Any
additional articles that are not consistent with
Section 408(a) of the Code and related regulations will
be invalid.
ARTICLE VII
This agreement will be amended, from time to time, to
comply with the provisions of the Code and related
regulations. Other amendments may be made with the
consent of the persons whose signatures appear below.
ARTICLE VIII
SECTION 1 - INVESTMENT OF ACCOUNT
1. The Grantor has the sole authority and discretion,
fully and completely, to select and to direct the
investment of all assets in the trust account. The
Grantor accepts full and sole responsibility for the
success or failure of any selection he or she makes.
The Grantor accepts full responsibility to vote all
certificates of stock held hereunder and to vote
special or general proxies. The Trustee shall not be
liable for the acts or omissions of the Grantor or have
any responsibility or any liability for any loss of
income or of capital, or for any unusual expense which
the Trustee may incur, relating to any investment or to
the sale or exchange of any asset which the Grantor
directs the Trustee to make.
2. If the Grantor's initial contribution to the trust
is in the form of cash, the Trustee may invest the
contribution in its own bank savings account or other
fixed income investment medium of its discretionary
selection, pending further investment unless the
Trustee has received other instructions from the
Grantor. If the initial contribution is in the form of
assets in kind, the Trustee shall retain the assets
pending instructions from the Grantor.
3. Subject to the right and duty of the Grantor to
direct the investments of his or her trust account, the
Trustee shall have full authority and power:
(a) To invest and reinvest the trust account in such
evidences of indebtedness, evidences of ownership,
securities, other personal property and real property
as the Grantor shall in his or her absolute discretion
select including, but not by way of limitation,
beneficial interests in mutual investment funds,
without regard to any of the restrictions of the law of
any jurisdiction applicable to investment of
fiduciaries, provided that the Trustee shall not invest
any part of the trust account in units of its common
trust funds, nor engage in any transaction of the
nature described and prohibited by paragraph 5 hereof.
(b) To maintain such part of the trust account in cash
and unproductive of income as may be deemed advisable
or expedient (with no requirement to pay interest on
such cash balances nor on cash in its hands pending
investment); and to invest all or part of the assets of
the trust account in deposits in its own banking
department, or in any other bank or similar financial
institution supervised by the United States or any
State, provided that such deposits bear a reasonable
rate of interest;
(c) To sell, assign, exchange, convey or otherwise
transfer, lease, mortgage or otherwise encumber,
improve, abandon, alter, or raze any part or all of the
securities or other property of the trust account upon
such terms and conditions as the Grantor shall deem to
be in the best interest or advantage of the trust
account, and no person dealing with the Trustee shall
be bound to see to the application of the purchase
money or inquire into the validity, expediency, or
propriety of any such transaction;
(d) To exercise any conversion privilege or
subscription right available in connection with any
securities or property of the trust account, and to
consent to, and participate in, the reorganization,
consolidation, merger or readjustment of the finances
of any corporation, company, association, partnership,
or other issuer of any of the securities which may be
held hereunder, and to exercise any option or options
and make any agreement or subscription and pay
expenses, assessments or subscriptions in connection
therewith;
(e) To xxx or defend any suit or legal proceeding by
or against the trust account and to compromise, settle,
submit to arbitration, or adjust any suit or legal
proceeding, claim, debt, damage, or undertaking due or
owing from or to the trust account but the Trustee
shall not be obligated to take any action which would
subject it to expense or liability unless it be first
indemnified in an amount and manner satisfactory to it
or be furnished with funds sufficient, in its sole
judgment, to cover the same;
(f) To acquire and hold any securities or other
property of the trust account without disclosing its
fiduciary capacity, or in the name of any other person,
with or without a power of attorney for transfer
thereto attached;
(g) To employ attorneys, accountants, and others as it
may deem advisable for the best interest of the Trust
Account, and to pay their reasonable expenses and
compensation out of the trust account;
(h) To make, execute and deliver, as Trustee, any and
all instruments in writing necessary or proper for the
effective exercise of any of the Trustee's powers as
stated herein or otherwise necessary to accomplish the
purpose of the trust account;
(i) To borrow money from the others, upon such terms
and conditions as it may deem to be for the advantage
or in the best interest of the trust account, and for
the sum or sums so borrowed or advanced to issue its
promissory note as Trustee and to secure the repayment
thereof by the pledging of any securities or other
property of the trust account, and to pay interest at a
reasonable rate on any moneys borrowed from others or
advanced by it for the benefit of the trust account;
and
(j) To determine what is principal and what is income
of the trust account and to allocate or apportion
receipts, gains, losses, and expenses as between
principal and income;
(k) To sell options to purchase any security held in
the trust account, to purchase options to buy any
security ("call options"), and to purchase the right to
sell any security, whether or not held in the trust
account ("put options"), provided, however, that the
authority and power granted hereunder shall not be
construed to include the power to sell to another the
right to sell to the trust any security.
4. The following shall constitute charges upon the
trust account and shall be paid by the Trustee out of
the trust account unless, and to the extent, paid by
the Grantor:
(a) All taxes of whatever kind or character that may
be imposed, levied or assessed under existing or future
laws upon or in respect of the trust account, or upon
the Trustee in its capacity as such, or upon the assets
or income of the trust account;
(b) All expenses incurred by the Trustee in the
performance of its duties hereunder, including the fees
of attorneys, accountants and other persons engaged by
the Trustee for services in connection with the trust
account; and
(c) The fees and other compensation of the Trustee for
its services hereunder, in the amounts agreed upon from
time to time by the Grantor and Trustee.
5. The Grantor shall not borrow any money from the
trust account nor pledge any part thereof as security
for a loan. Furthermore, neither the Grantor nor the
Trustee shall engage, either directly or indirectly, in
any of the following transactions:
(a) The sale or exchange, or leasing, of any property
between the trust account and a Disqualified Person;
(b) The lending of money or other extension of credit
between the trust account and a Disqualified Person;
(c) The furnishings of goods, services or facilities
between the trust account and a Disqualified Person;
(d) The transfer to, or use by or for the benefit of,
a Disqualified Person of the income or assets of the
Trust Account;
(e) An act by a Disqualified Person who is a fiduciary
whereby he deals with the income or assets of the trust
account in his own interest or for his own account; or
(f) Receipt of any consideration for his own personal
account by any Disqualified Person who is a fiduciary
from any party dealing with the trust account in
connection with a transaction involving the income or
assets of the trust account.
For purposes of this paragraph, "Disqualified Person"
shall have the meaning ascribed to that term under
section 4975(e)(2) of the Code.
SECTION 2 - BENEFICIARY DESIGNATIONS
1. At any time and from time to time the Grantor
shall have the right to designate one or more
beneficiaries to whom distribution of his or her trust
account, or the previously undistributed portion
thereof, shall be made in the event of his or her death
prior to the complete distribution of his or her trust
account. This right shall extend to Grantor's
surviving spouse in the event he or she dies while
receiving distributions under the provisions of Section
3(e) or 4(b) of Article IV. Any such beneficiary
designation shall be deemed legally valid only when
submitted fully complete, duly executed, and on a form
provided by or acceptable to the Trustee. Subject to
the foregoing sentence, any such beneficiary
designation shall be effective upon receipt by the
Trustee. Any such beneficiary designation may be
revoked by the Grantor at any time, and shall be
automatically revoked upon receipt by the Trustee of a
subsequent beneficiary designation or beneficiary
designations in valid form bearing a later execution
date.
2. In the absence of a valid beneficiary designation
on file with the Trustee at the time of the Grantor's
death, the Trustee shall, upon receipt of notice of the
death of the Grantor supported by a certified copy of
the death certificate or other appropriate evidence of
the fact of death satisfactory to the Trustee, make
distribution of the Grantor's trust account to the
beneficiary or beneficiaries of the Grantor in the
following order of preference:
(a) To the Grantor's legal spouse; but if no such
legal spouse shall survive the Grantor, then to
(b) The surviving natural and adoptive children of the
Grantor in equal shares per capita and not per stirpes;
but if there shall be no such surviving child or
children, then to
(c) The personal representative of the Grantor,
provided, however, that the Trustee shall have no duty,
obligation or responsibility to make any inquiry or
conduct any investigation concerning the
identification, address, or legal status of any
individual or individuals alleging the status of
beneficiary (designated or otherwise) nor to make
inquiry or investigation concerning the possible
existence of any beneficiary not reported to the
Trustee within a reasonable period after the
notification of the Grantor's death (or that of his or
her surviving spouse) and previous to the distribution
of the trust account. The Trustee may conclusively
rely upon the veracity and accuracy of all matters
reported to it by any source ordinarily presumed to be
knowledgeable respecting the matters so reported. With
respect to any distribution made by reason of the death
of the Grantor (or his or her surviving spouse) the
Trustee shall have no higher duty than the exercise of
good faith, shall incur no liability by reason of any
action taken in reliance upon erroneous, inaccurate or
fraudulent information reported by any source assumed
to be reliable, or by reason of incomplete information
in its possession at the time of such distribution.
Upon full and complete distribution of the trust
account pursuant to the provisions of this Section, the
Trustee shall be fully and forever discharged from all
liability respecting such trust account.
3. Any distribution pursuant to the provisions of
this Section may be made in cash or in kind or partly
in both, at the sole discretion of the Trustee, and
shall be made within thirty days following receipt by
the Trustee of information deemed by it sufficient upon
which to base such distribution; provided, however,
that the Trustee shall incur no liability respecting
fluctuations in the value of the trust account in the
event of a delay occasioned by Trustee's good faith
decision to await additional evidence or information
bearing on the beneficiary or beneficiaries.
4. Whenever any distribution hereunder is payable to
a minor or to a person known by the Trustee to be under
a legal disability, the Trustee in its absolute
discretion may make all or any part of such
distribution to (a) a legal guardian or conservator for
such person, (b) a custodian under the Uniform
Transfers to Minors Act, (c) a parent of such person,
or (d) such person directly.
5. Anything to the contrary herein notwithstanding,
in the event of reasonable doubt respecting the proper
course of action to be taken, the Trustee may in its
sole and absolute discretion resolve such doubt by
judicial determination which shall be binding on all
parties claiming any interest in the trust account. In
such event all court costs, legal expenses, reasonable
compensation for the time expended by the Trustee in
the performance of its duties, and other appropriate
and pertinent expenses and costs, shall be collected by
the Trustee from the trust account.
SECTION 3 - MISCELLANEOUS
1. The Trustee may make further amendments to this
Agreement, in order to make said Agreement acceptable
in form to the Secretary of the Treasury and the
Secretary of Labor, or for any other purpose. Any such
amendments shall be effective without the signature of
the Grantor to a new Adoption Agreement and shall, if
for the purpose of initially qualifying the trust
account pursuant to the Code, be retroactively
effective to the date of the captioned Agreement. The
Trustee will mail a copy of any such amendment to the
Grantor.
2. The Trustee shall deliver, or cause to be executed
and delivered to the Grantor all proxies, prospectuses
and notices pertaining to securities held in the
Account. The Trustee shall not vote any such
securities except pursuant to written instructions from
the Grantor. Any notice sent from the Trustee to the
Grantor shall be effective, if sent by mail to the
Grantor's last address of record.
3. The Trustee, within thirty days after the close of
each calendar year, shall provide the Grantor a record
of activity in the trust account during such year,
including the date and the dollar amount of
contributions, any earnings on such contributions, the
date and dollar amount of any distributions, a
beginning balance and an ending balance. The Trustee
may meet its recordkeeping and reporting requirements
by adopting the records of any investment facility
permitted by this Agreement, and it may delegate
ministerial duties of keeping such records to such
facilities or their managers.
4. Confirmation of transactions and records or
statements of activity in the Grantor's account shall
be conclusive if Grantor does not object within ten
days of mailing to Grantor. In such case, the Trustee
and its officers and employees shall be forever
released and discharged from any liability with respect
to any claim arising out of any action or omission
reflected on such confirmation or record.
5. The Grantor shall have the sole power, right and
duty to direct the Trustee from time to time with
respect to the investment and reinvestment of the
assets of the trust account. The Trustee shall comply
promptly with all such directions, providing such
directions are clearly stated in writing executed by
the Grantor, and in form acceptable to the Trustee.
The Trustee shall have neither the right nor duty to
inquire into the propriety of any such direction nor
into its effect upon the trust account or the
beneficiary or beneficiaries thereof, nor to apply to a
court for instructions notwithstanding the fact that
the Trustee has, or with reasonable inquiry should
have, actual or constructive notice that any action
taken or omitted pursuant to, or as a result of, the
exercise of such directive power constitutes, or may
constitute, a breach of terms of the trust account or a
violation of any law applicable to the investment of
the funds held hereunder. Any such direction so given
the Trustee shall be deemed to be continuing until
revoked or modified by a subsequent direction in
writing, notwithstanding the occurrence of any event or
other development of which the Trustee has or should
have knowledge. The Trustee shall not be liable or
responsible for any loss resulting to the trust account
or to any present or future beneficiary thereof by
reason of:
(a) Any sale or investment made or other action taken
pursuant to and in accordance with the direction of
Grantor; or
(b) The retention of any asset, including cash, the
acquisition or retention of which has been directed by
the Grantor.
6. The Trustee does not guarantee the trust account
from loss or depreciation. The liability of the
Trustee to make any payment from the trust account at
any time is limited to the then available assets of the
trust account.
7. This Agreement shall be binding upon all persons
entitled to benefits under the trust account, their
respective heirs and legal representatives, and upon
the Trustee and its successors.
8. Words used in the masculine shall apply to the
feminine where applicable, and wherever the context of
the Agreement dictates, the plural shall be read as the
singular and the singular as the plural.
9. As the context requires, the term "Grantor" shall
be deemed to include any beneficiary of this Account
following the death of the Grantor.
10. All questions arising with respect to the
provisions of this Agreement shall be determined by
application of the laws of the State of Missouri except
to the extent Federal statutes supersede Missouri law.
To the extent permitted by law, none of the creditors
of Grantor or any beneficiary shall have any power to
execute any levy, lien, assignment, garnishment,
alienation, attachment or other voluntary or
involuntary transfer on any of the assets of the XXX;
and all sums payable to Grantor or any beneficiary
shall be free and clear of all liabilities for debts,
levies, attachments and proceedings of any kind, at law
or in equity.
11. The Trustee shall receive reasonable annual
compensation as may be agreed upon from time to time
between the Grantor and Trustee. The Trustee shall pay
all expenses reasonably incurred by it in its
administration from the trust account unless the
Grantor pays the expenses.
12. The Trustee may resign at any time for any reason,
including but not limited to the determination in the
Trustee's sole discretion that the account cannot be
managed on a profitable basis, upon thirty days' notice
in writing to the Grantor and may be removed by the
Grantor at any time upon thirty days' notice in writing
to the Trustee. Upon such resignation or removal, the
Grantor shall appoint a successor Trustee, which
successor shall be a bank or other qualified person as
required by the Internal Revenue Code so as to permit
the trust account to continue as qualified under the
Internal Revenue Code. Upon receipt by the Trustee of
written acceptance of such appointment by the successor
Trustee, the Trustee shall transfer and pay over to
such successor Trustee the assets of the trust account
and all records pertaining thereto. The Trustee is
authorized, however, to retain from the assets of the
trust account such amounts as it may deem advisable for
payment of all its fees, compensation, costs and
expenses, or for payment of any other liabilities
constituting a charge on or against the assets of the
trust account or on or against the Trustee, with any
balance of such reserve remaining after the payment of
all such items to be paid over to the successor
Trustee. The successor Trustee shall hold the assets
paid over to it under terms similar to those of this
Agreement that qualify under the Internal Revenue Code.
If, within thirty days after the Trustee's resignation
or removal, the Grantor has not appointed a successor
Trustee, which has accepted such appointment, the
Trustee may pay the Grantor's interest to the Grantor.
13. The Trustee shall not be responsible for
determining the permissible amount of contributions to
the Account, or for the amount or timing of
distributions from the Account, or for any other
actions taken at the request of the Grantor. The
Grantor shall indemnify and hold the Trustee harmless
from any and all liability, claims and expenses arising
from any actions taken at the Grantor's request or in
connection with this Agreement, except for any
liability, claims or expenses caused by the negligence
of the Trustee.