Exhibit (e)(2)
Form of Privacy Addendum
to
Distribution Agreement
Dated December 13, 1995
between
One Group Mutual Funds
and
The One Group Services Company
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PRIVACY ADDENDUM TO
Distribution Agreement
This Privacy Addendum ("Addendum") is made as of the __ day of ________,
2001, between One Group Mutual Funds ("One Group") and The One Group Services
Company ("TOGSC") to the Distribution Agreement between One Group and TOGSC
dated November 1, 1995, as re-executed December 13, 1995.
WHEREAS, One Group is a diversified, open-end management investment company
registered under the Investment Company Act of 1940;
WHEREAS, TOGSC, an affiliate of BISYS Fund Services, Inc. and the
distributor for One Group, is registered as a broker-dealer with the Securities
and Exchange Commission, and is a member in good standing of the National
Association of Securities Dealers; and
NOW THEREFORE, in consideration of the mutual premises and covenants herein
set forth, the parties agree as follows:
1. To protect the confidentiality of information, or access to information,
about One Group customers, as may be necessary or required by law or
regulation, One Group and TOGSC wish to amend the Distribution Agreement to
include the confidentiality and non-disclosure obligations set forth below.
2. Term. This Addendum shall become effective on the date first written above
---------
and shall continue for so long as the Distribution Agreement between One
Group and TOGSC remains in effect. This Addendum shall bind and inure to
the benefit of the successors and assigns of the parties. The obligation to
maintain confidentiality under paragraph 3 shall survive the termination of
this Addendum.
3. Confidentiality. One Group may provide TOGSC with information, or access to
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information, about its customers or about consumers generally
(collectively, "Customer Information") including, but not limited to,
nonpublic personal information such as a customer's name, address,
telephone number, account relationships, account balances and account
histories. All information, including Customer Information, obtained
pursuant to this Addendum by TOGSC shall be considered confidential
information.
4. Limitation on reuse. TOGSC shall not disclose such confidential information
------------------------
to any other person or entity or use such confidential information other
than to carry out the purposes of this Addendum, including its use under
sections 248.14 and 248.15 of Regulation S-P (17 CFR 248.1 - 248.30) in the
ordinary course of carrying out the purposes of the Distribution Agreement.
TOGSC shall:
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a) Limit access to Customer Information which is obtained pursuant to
this Addendum to employees who have a need to know such Customer
Information to effect the purposes of this agreement;
b) Safeguard and maintain the confidentiality and security of Customer
Information which is obtained pursuant to this Addendum; and
c) Use Customer Information obtained pursuant to this Addendum only to
carry out the purposes for which the Customer Information was
disclosed and for no other purpose.
TOGSC shall not directly or through an affiliate, disclose an account
number or similar form of access number or access code for an account for
use in telemarketing, direct mail marketing, or marketing through
electronic mail, except as permitted in Section 248.12 of Regulation S-P.
5. Headings. Paragraph headings in this Addendum are included for convenience
-------------
only and are not to be used to construe or interpret this Agreement.
6. Governing Law. This Addendum shall be governed by, and provisions shall be
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construed in accordance with, the laws of the State of Ohio.
7. Limitation of Responsibility. The names "One Group(R) Mutual Funds" and
---------------------------------
"Trustees of One Group Mutual Funds" refer respectively to the Trust
created and the Trustees, as trustees but not individually or personally,
acting from time to time under a Declaration of Trust dated May 23, 1985,
as amended and restated February 18, 1999 to which reference is hereby made
and a copy of which is on file at the office of the Secretary of the
Commonwealth of Massachusetts and elsewhere as required by law, and to any
and all amendments thereto so filed or hereafter filed. The obligations of
One Group entered into in the name or on behalf thereof by any of the
Trustees, representatives or agents are made not individually, but in such
capacities, and are not binding upon any of the Trustees, shareholders or
representatives of the Trust personally, but bind only the assets of the
Trust, and all persons dealing with any series of shares of the Trust must
look solely to the assets of the Trust belonging to such series for the
enforcement of any claims against the Trust.
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be fully
executed as of the day and year first written above.
ONE GROUP MUTUAL FUNDS
By:________________________________
Title:_____________________________
THE ONE GROUP SERVICES COMPANY
By:________________________________
Title:_____________________________
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