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Exhibit 14(c)
[Logo] Heartland Funds
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AMERICA'S VALUE INVESTOR
SECTION 403(b)(7)
CUSTODIAL ACCOUNT
AGREEMENT
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GENERAL PROCEDURE
To establish a Heartland Funds 403(b)(7) Custodial Account, complete the
following:
- 403(b)(7) Custodial Account Application
- Beneficiary Designation Form
- Salary Reduction Agreement (both you and your employer must sign)
- Transfer Form (only if you wish to transfer prior 403(b) funds to your
Heartland Funds 403(b)(7) Custodial Account)
The forms will be held by Firstar Trust Company, Custodian, until the first
contribution is received, after which your account will be opened and
investments made according to your instructions.
OVERNIGHT MAIL TO: REGULAR MAIL TO:
Firstar Trust Company Firstar Trust Company
000 X. Xxxxxxxx P.O. Box 701
Milwaukee, WI 53202 Milwaukee, WI 53201-0701
IMPORTANT
NEITHER THE HEARTLAND FUNDS NOR THE CUSTODIAN CAN MAKE ANY REPRESENTATION AS TO
THE SUITABILITY OF THE HEARTLAND FUNDS 403(b)(7) CUSTODIAL ACCOUNT AGREEMENT
FOR YOUR PARTICULAR SITUATION, OR WHETHER YOU ARE ELIGIBLE FOR THE USE OF A
403(b) PLAN. SIMILARLY, PLEASE REMEMBER THAT IT IS THE RESPONSIBILITY OF THE
EMPLOYER AND EMPLOYEE, NOT THE HEARTLAND FUNDS OR THE CUSTODIAN, TO MAKE
CERTAIN THAT THE OPERATION OF YOUR 403(b)(7) CUSTODIAL ACCOUNT COMPLIES WITH
THE HEARTLAND FUNDS MATERIALS AND APPLICABLE INTERNAL REVENUE SERVICE AND
DEPARTMENT OF LABOR RULES. YOU SHOULD CONSULT YOUR ATTORNEY OR OTHER
PROFESSIONAL ADVISOR WITH ANY QUESTIONS ON THESE MATTERS.
PLEASE REMEMBER THAT CONTRIBUTIONS MADE TO A 403(b)(7) ACCOUNT CANNOT BE
WITHDRAWN WITHOUT A PENALTY PRIOR TO AGE 59 1/2 EXCEPT IN THE CASE OF YOUR
TOTAL DISABILITY, DEATH, TERMINATION OF EMPLOYMENT OR IN THE EVENT OF FINANCIAL
HARDSHIP.
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ARTICLE I DEFINITIONS
1.1 AGREEMENT. The Heartland Funds 403(b)(7) Custodial Account Agreement,
as set forth herein.
1.2 ACT. The Employee Retirement Income Security Act of 1974, as amended,
also known as ERISA, and including all rules and regulations issued thereunder.
To the extent that any applicable provisions of the Act conflict with any of
the provisions of this Agreement, the provisions of the Act shall be
controlling.
1.3 APPLICATION. The application for a Heartland Funds 403(b)(7)
Custodial Account which shall be executed by the Employer (if applicable), the
Employee and the Custodian pursuant to the terms of this Agreement. The
Application, as well as the Salary Reduction Agreement, the Transfer Form, and
the Beneficiary Designation Form, shall be incorporated by reference in this
Agreement.
1.4 BENEFICIARY. The person or persons designated by the Employee to
receive any assets in the Custodial Account upon the Employee's death in
accordance with Section 6.8 of the Agreement.
1.5 CODE. The Internal Revenue Code of 1986, as amended, including all
rules and regulations issued thereunder. To the extent that the applicable
provisions of the Code conflict with any of the provisions of this Agreement,
the provisions of the Code shall be controlling.
1.6 COMPANY. Heartland Group, Inc., a registered investment company, and
its affiliates. To the extent that any duties of the Company as described
herein are performed by Heartland Advisors, Inc., the term "Company" shall also
include Heartland Advisors, Inc. Any action to be taken by the Company
hereunder may be taken by an authorized officer or employee of the Company.
1.7 CUSTODIAL ACCOUNT. The account established and maintained under this
Agreement on behalf of the Employee pursuant to Code Section 403(b)(7).
1.8 CUSTODIAN. The Firstar Trust Company or any successor thereto.
1.9 EMPLOYEE. An individual described in Section 3.2 who executed the
Application and who is employed by an Employer on a full or part time basis or
who is a former or retired employee of the Employer.
1.10 EMPLOYER. The school or organization described in Section 3.1 which
is eligible to contribute to a Custodial Account on behalf of any of its
Employees.
1.11 FUND(S). The Heartland Fund shares made available by the Company for
purchase under this Agreement, and such other mutual fund shares which the
Company may make available for Custodial Account investment through a servicing
agreement or otherwise.
1.12 PLAN ADMINISTRATOR. The entity responsible for the administration of
any employee benefit plan under Title I of ERISA, which shall be the Employer.
ARTICLE II PURPOSE
2.1 PURPOSE. The Heartland Funds 403(b)(7) Custodial Account Agreement is
intended for use by Employers and Employees who desire to establish Custodial
Accounts in accordance with Section 403(b)(7) of the Code.
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2.2 EMPLOYER PLAN. In the event contributions are being made to a
Custodial Account pursuant to any retirement plan or program sponsored by an
Employer, it is recognized that such retirement plan or program may contain
specific provisions, restrictions or limitations on participation, vesting,
contributions, distributions, investments or other aspects of the Custodial
Account. To the extent that any provisions of the Agreement are inconsistent
with such retirement plan or program, the provisions of the retirement plan or
program shall be controlling, unless such provisions impose duties or
responsibilities upon the Company or the Custodian which differ from those set
forth in this Agreement, in which event such provisions shall be binding upon
the Custodian and Company only if consented to by the Custodian and Company.
The Employer shall be responsible for notifying the Company and Custodian of
any provisions of the Employer's retirement plan or program that differ from
the provisions of this Agreement and for obtaining the written consent of the
Custodian and Company to any such provisions which impose additional duties on
the Custodian or Company. Absent such notification and consent, as required
above, neither the Company nor the Custodian shall be responsible for any
action or inaction consistent with this Agreement which may conflict with the
provisions of an Employer's retirement plan or program.
ARTICLE III ELIGIBILITY
3.1 EMPLOYERS. Organizations described in Code Section 501(c)(3) which
are exempt from tax under Code Section 501(a), and educational organizations
described in Code Section 170(b)(1)(A)(ii) which are part of a State or
political subdivision of a State (or agent or instrumentality of either), are
eligible to make contributions to a Custodial Account on behalf of their
Employees.
3.2 EMPLOYEES. Employees who perform services for an Employer described
in Section 3.1 above, are eligible to establish a Custodial Account. Former
employees and beneficiaries of such an Employer also may have assets in a
Custodial Account subject to the provisions of the Code and the terms of the
Agreement.
ARTICLE IV PARTICIPATION
4.1 ADOPTION. An Employee or Employer may establish a Custodial Account
pursuant to the terms of this Agreement by forwarding completed copies of the
Application and ancillary documents signed by the Employee and Employer to the
Custodian or its agent. (The Employer's signature is required if the Custodial
Account is part of an "employee pension benefit plan" as defined in Section
3(2) of the Act or is maintained pursuant to an Employer retirement plan or
program, as described in Section 2.2 of the Agreement.) A Custodial Account
will be effective and the Agreement adopted upon written acceptance of the
Application by the Custodian.
4.2 RELIANCE ON INFORMATION. The Company and the Custodian may rely on the
names, addresses, tax identification and social security numbers set forth on
the Application. It shall be the obligation of the Employer and Employee to
notify the Custodian and the Company of any changes thereto.
4.3 APPLICABILITY OF ERISA. If the establishment of one or more Custodial
Accounts under this Agreement is determined to constitute an "employee pension
benefit plan" as defined in Section 3(2) of the Act and such employee pension
benefit plan is established or maintained by
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an Employer subject to Title I of the Act, then the Employer shall be
responsible for assuring that such employee pension benefit plan complies at all
times with the requirements of Title I of ERISA and shall fulfill any
obligations imposed upon the Plan Administrator thereunder. Neither the
Custodian nor the Company shall have any obligation or liability to determine
the Act's applicability or to comply with the terms of the Act.
ARTICLE V CONTRIBUTIONS
5.1 SALARY REDUCTION CONTRIBUTIONS. The Employer shall make contributions
to the Custodial Account on behalf of the Employee in accordance with any
salary reduction agreement executed by such Employer and Employee, subject to
the Code Section 415 and 403(b) limitations as described in Section 5.3, as
well as the Code Section 402(g) limitations applicable to salary reduction
contributions described in Section 5.4. The salary reduction agreement shall
be a binding agreement between the Employer and Employee in which the Employee
agrees to take a reduction in salary or to forego an increase in salary and in
which the Employer agrees to contribute such amounts to the Custodial Account.
For tax years prior to 1996, the Employer and Employee may not enter into more
than one such agreement in any one taxable year of the Employee. The salary
reduction agreement must be irrevocable but may be terminated at any time with
respect to amounts not currently available to the Employee (or, for years prior
to 1996, with respect to amounts not yet earned by the Employee). Neither the
Company nor the Custodian shall be under any duty to inquire as to the validity
of any agreement or the amounts transmitted pursuant to an agreement, including
but not limited to, the timeliness of any transmittal.
Except to the extent provided otherwise in the Code and applicable regulations
or rulings thereunder, effective for years commencing after 1988, salary
reduction contributions shall be subject to the rules under Code Section
403(b)(12)(A)(ii) governing the availability of salary reduction arrangements.
Neither the Company nor the Custodian shall have any responsibility for
determining the applicability of or complying with any Code provisions relating
to nondiscrimination, coverage or limitations upon salary reduction
contributions.
5.2 EMPLOYER CONTRIBUTIONS. In addition to any salary reduction
contributions made pursuant to Section 5.1, the Employer may make direct
employer contributions, including matching contributions as defined in Code
Section 401(m), to a Custodial Account on behalf of an Employee in accordance
with any retirement plan or program established by such Employer. Except to
the extent provided otherwise in the Code and applicable regulations or rulings
thereunder, effective for years after 1988 such Employer contributions shall
not discriminate in favor of highly compensated employees (within the meaning
of Code Section 414(q)) and shall comply with the requirements of Code Section
403(b)(12)(A)(i) and regulations and rulings issued thereunder (including
compensation limitations, coverage rules and minimum participation rules, as
applicable). Further, Employer contributions will be subject to any applicable
limits on matching contributions as described in Section 5.5 and all
contributions will be subject to the Code Section 403(b) and 415 limitations as
described in Section 5.3. The Employer shall have the sole responsibility for
determining the applicability of and complying with any Code provisions
relating to Employer contributions, and neither the Custodian nor the Company
shall have any responsibility or liability with respect to such determination
or compliance.
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5.3 LIMITATION ON TOTAL CONTRIBUTIONS.
(a) Generally, the amount of total contributions (including salary
reduction contributions) that can be made under Sections 5.1 and 5.2 of
this Agreement and which may be excluded from income during any taxable
year of the Employee (which shall be the limitation year unless
specified otherwise in accordance with Code Section 415 and regulations
thereunder) shall not exceed the lesser of the following:
(i) 25% of compensation or $30,000 (adjusted annually in accordance
with applicable regulations), whichever is less, for the limitation
year ending with or within the Employee's taxable year. For this
purpose "compensation" shall have the meaning set forth in Code
Section 415(c), and regulations thereunder;
(ii) The excess, if any, of (1) 20% of the Employee's includable
compensation multiplied by the Employee's number of years of service
(as defined in Code Section 403(b)(4) and regulations thereunder),
over (2) the aggregate amount previously contributed by the Employer
to 403(b) or other retirement plans and excluded from the Employee's
gross income in prior taxable years. For this purpose, "includable
compensation" has the meaning set forth in Code Section 403(b)(3)
and regulations thereunder.
For purposes of this subparagraph (a) contributions under the Agreement
will be aggregated with contributions made by the Employer on behalf of the
Employee under any other annuity or custodial account subject to Code
Section 403(b), and for purposes of subparagraph (a)(i) any contributions
made by an employer controlled by the Employee (within the meaning of Code
Section 415(e)(5)) on behalf of the Employee to a defined contribution plan
shall also be aggregated for purposes of satisfying the limitation under
such subparagraph (a)(i).
(b) An Employee who is employed by an Employer which is described in Code
Section 415(c)(3) (i.e., a church or convention or association of
churches, an organization exempt from tax under Code Section 501 and
controlled by a church or convention or association of churches, an
educational institution, a hospital, a home health service agency, or a
health and welfare service agency) may elect to be governed by one of
three alternative limitations as follows:
(i) In lieu of the limitation described in subparagraph (a)(i) above
for any limitation year, such Employee may elect to use a limitation
equal to the lesser of 25% of such Employee's includable
compensation for the taxable year within which the limitation year
ends plus $4,000 or $15,000; or
(ii) Such Employee may elect not to apply the limitation described in
subparagraph (a)(ii) above; or
(iii) For the limitation year ending with or within the taxable year
in which such Employee's employment terminates, such Employee may
elect to replace the 25% of
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compensation limitation (but not the $30,000 limit) in subparagraph
(a)(i) above with the exclusion allowance in subparagraph (a)(ii),
but taking into consideration only years of service and
contributions made during the ten-year period ending on the date of
the Employee's termination. Election of this option (iii) precludes
future election of any of the other options provided in this
subparagraph (b) with respect to any 403(b) annuity or custodial
account.
The above described optional limitations are mutually exclusive. An
election of one of the options is irrevocable.
(c) With respect to an Employee employed by an entity described in Code
Section 415(c)(7) (i.e, a church or convention or association of
churches, or an organization exempt from tax under Code Section 501 and
controlled by or associated with a church or convention or association
of churches) the following special rules will apply:
(i) With respect to the Employee who has adjusted gross income for
any taxable year not exceeding $17,000, the amount determined under
subparagraph (a)(ii) above shall not be less than $3,000, or
the Employee's includable compensation for such taxable year
whichever is less;
(ii) At the election of the Employee, the limitations of subparagraph
(a)(i) shall be deemed not exceeded if the total amount of
contributions to the Custodial Account do not exceed $10,000. The
total amount of contributions which will be taken into account for
purposes of this subparagraph (c)(ii) for all limitation years shall
not exceed $40,000. No election may be made under this subparagraph
(c)(ii) if the Employee has made an election under subparagraph
(b)(iii) for such limitation year.
(d) The applicable provisions of Code Sections 403(b) and 415 are hereby
incorporated herein by reference and shall supersede any provisions of
this Section 5.3 to the extent inconsistent with such provisions.
5.4 LIMITATIONS ON SALARY REDUCTION CONTRIBUTIONS.
(a) In addition to the limitations on total contributions under Section
5.3, salary reduction contributions made pursuant to Section 5.1 shall
not exceed the limitation under Code Section 402(g), which is the
greater of (i) $9500 or (ii) $7,000 (as indexed) per calendar year,
reduced by any salary reduction contributions made during such year to
any other annuity contract or custodial account under Code Section 403(b),
a qualified cash or deferred arrangement under Code Section 402(a)(8), a
simplified employee pension plan under Code Section 402(h), or a SIMPLE
retirement account under Code Section 408(p)(2).
(b) An Employee who has completed 15 years of service with a qualified
organization described in Code Section 402(g)(8)(B) (i.e., a church or
convention or association of churches, an organization exempt from tax
under Code Section 501 and controlled by or associated with a church or
convention or association of
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churches, an educational institution, hospital, home health service
agency, or a health and welfare service agency), may increase the limit
described in subparagraph (a) above by the lesser of the following: (i)
$3000; (ii) $15,000, less amounts excluded in prior years under this
election; or (iii) the excess of $5000 multiplied by the Employee's number
of years of service with the qualified organization less salary reductions
made on behalf of the Employee in prior taxable years under a 403(b)
arrangement, a 401(k) plan, a simplified employee pension plan or a SIMPLE
retirement account.
(c) If any salary reduction contributions made to a Custodial Account on
behalf of any Employee exceed the Code Section 402(g) limitations as
described in this Section 5.4 during a calendar year, and the Employee
has, prior to March 1 of the following year, communicated in writing to
the Custodian the amount of such excess attributable to this Custodial
Account ("excess deferrals"), any such excess deferrals and income
allocable thereto may be distributed to the Employee, per the Employee's
direction, prior to the April 15th of the year following the calendar
year during which the excess deferrals were made. If excess deferrals
and income allocable thereto under this Section 5.4 are not distributed
by the April 15th following the end of the calendar year during which
they were made, they shall be held in the Custodial Account until later
distribution in accordance with Article VI. Income allocable to any
excess deferrals returned under this Section 5.4 shall be determined in
accordance with applicable regulations. The Employee shall have the
sole responsibility for timely and properly determining and
communicating the existence of excess deferrals to the Custodian and
directing the Custodian with respect to the distribution of excess
deferrals, and neither the Custodian nor the Company shall have any
responsibility with respect to the determination, allocation or
distribution of any excess deferrals in the Custodial Account.
5.5 LIMITATIONS ON MATCHING CONTRIBUTIONS.
(a) Except to the extent provided otherwise in the Code and applicable
regulations or rulings thereunder, for years after 1988, matching
contributions made by the Employer to any Custodial Account under this
Agreement shall satisfy the matching contribution percentage limitation
under Code section 401(m). Code Section 401(m) and applicable rules and
regulations thereunder are incorporated herein by reference. The
Employer shall keep records demonstrating satisfaction of the
contribution percentage limitation.
(b) If it becomes necessary in the sole judgment of the Employer to reduce
or limit the matching contributions made to one or more Custodial
Accounts under this Agreement in order to satisfy the matching
contribution percentage limitation described above, such matching
contributions shall be reduced in accordance with applicable
regulations. The Employer shall direct the Custodian in writing to
distribute any excess aggregate contributions (and income allocable
thereto) as soon as practicable after the year during which the excess
aggregate contributions were made. Income allocable to any excess
aggregate contributions returned under this Section 5.5 shall be
determined in accordance with
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applicable regulations. The Employer shall have the sole responsibility
for timely and properly determining and communicating the existence
of any excess aggregate contributions to the Custodian and directing the
Custodian with respect to the distribution of such excess aggregate
contribution, and neither the Custodian nor the Company shall have any
responsibility with respect to the determination or distribution of any
excess aggregate contributions in the Custodial Account.
5.6 DETERMINATION OF DEDUCTIBLE/EXCLUDABLE AMOUNTS.
If during any taxable year, the Employer or Employee contributes an amount in
excess of the applicable limits as provided under Section 5.3 above, such
amount may be considered an excess contribution subject to the excise taxes
under Code Section 4973. Neither the Company nor the Custodian shall have any
duty, responsibility, or liability whatsoever for determining whether any
contributions to the Custodial Account are excludable from the Employee's gross
income, or for determining the amount of any contribution which an Employer may
contribute on behalf of an Employee during any specified period, or for
determining whether any contributions satisfy the Code requirements as
described in Sections 5.2, 5.3, 5.4 and 5.5 above. The Custodian shall have no
obligation to make any distribution under Section 5.4 or 5.5 above unless
directed by the Employee or Employer, whichever is applicable.
5.7 ROLLOVERS AND TRANSFERS. At the written direction of the Employee,
the Custodian may accept any rollover contribution, direct rollover
contribution or transfer of assets from another custodial account or annuity
contract described in Code Section 403(b) (or a rollover from an individual
retirement account (IRA) whose assets are attributable solely to a previous
rollover contribution from one or more such custodial accounts or annuity
contracts); provided that such rollover or transfer complies with the
appropriate requirements of Code sections 403(b)(8), 408(d)(3), 1035 and other
applicable Code sections and regulations thereunder. Any assets which are
transferred or rolled over (directly or otherwise) to the Custodial Account
shall become subject to the distribution restrictions set forth in Article VI.
Neither the Company nor the Custodian shall be responsible for determining
whether such rollover contribution or transfer of assets complies with the
appropriate Code sections, or for determining the proper tax treatment of such
transaction, including, but not limited to determining whether such rollover,
direct rollover, or transfer is excludable from the Employee's income or
constitutes an excess contribution under Code Section 4973.
5.8 MANNER OF MAKING CONTRIBUTIONS. All initial contributions to the
Custodial Account shall be made by check, wire or money order after proper
receipt and acknowledgement by the Custodian of the Account Application, and
shall be accompanied by instructions which shall specify that the amount
contributed represents a transfer or rollover, or a salary reduction or other
Employer contribution on behalf of the Employee, and which shall specify the
Fund or Funds in which the contribution is to be invested. Subsequent
contributions shall be identified by the Employee's name, social security
number and contribution amount. Subsequent contributions will continue to be
invested in the Fund(s) previously selected unless instructions from the
Employee specifying a different Fund(s) are received by the Custodian. If
instructions as to investment selection or allocation are, in the opinion of
the Custodian, unclear or not provided, the Custodian shall invest the
contribution pursuant to Section 7.3 until the
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Custodian receives proper instruction. Neither the Company nor the Custodian
shall be responsible for compelling that any contribution, transfer or rollover
be made to a Custodial Account, nor shall any of them be liable to any party
for losses which may result from the absence of or incorrect instructions or
information concerning any contribution, transfer or rollover.
ARTICLE VI DISTRIBUTIONS
6.1 TIME OF DISTRIBUTIONS. The Employee, or his Beneficiary(ies) in the
event of his death, shall be entitled to distribution of the assets in the
Employee's Custodial Account upon any of the following circumstances:
(a) Upon the Employee's attainment of age 59 1/2; or
(b) Upon the Employee's separation from service with the Employer; or
(c) Upon the Employee's becoming disabled within the meaning of Code
Section 72(m)(7) as certified by the Employer (or if no Employer exists
or if the Employer is not a party to the Agreement, then as certified by
the Employee); or
(d) Upon the Employee's death; or
(e) Upon the Employee's heavy financial hardship as described in Section
6.2 below.
Distribution shall commence as soon as practicable following the Employee's
written request, in accordance with Section 6.3.
6.2 FINANCIAL HARDSHIP. Notwithstanding any other provision of this Article,
distribution due to financial hardship may be made at any time upon
completion of such forms as the Custodian may require. For purposes of this
Section 6.2, a financial hardship shall have the meaning set forth in Code
Section 403(b)(7). The Employer or its designee (or the Employee or its
designee, if consistent with applicable law and if no Employer exists or the
Employer determines that the Employee's Custodial Account is not subject to the
Act, as described in Section 4.3) shall be responsible for determining the
existence of a financial hardship and the amount necessary to satisfy such
financial hardship.
For years after 1988, distributions made as a result of a heavy financial
hardship shall be limited to the Custodial Account balance as of December 31,
1988 plus salary reduction contributions made after 1988 (excluding earnings
thereon), or any such other amount as allowed by applicable Internal Revenue
Service regulations.
6.3 FORM OF DISTRIBUTION. Subject to the provisions of Section 6.4, the
Employee may elect a form of distribution from among the following
alternatives:
(a) A single sum payment in cash or Fund shares; or
(b) An eligible rollover distribution as described in Section 6.5; or
(c) Equal or substantially equal monthly, quarterly or annual payments in
cash or Fund shares over a period certain not extending beyond the life
expectancy of the Employee, or the joint life and last survivor expectancy
of the Employee and his designated beneficiary; or
(d) A specific dollar amount as directed by the Employee from time to
time.
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Such election shall be made within a reasonable period prior to the date on
which distribution is expected to be made or to begin. Such election shall
be made in writing in a form as shall be acceptable to the Custodian and
shall be irrevocable after distribution has commenced; provided, however,
that the Employee may accelerate distribution at any time. The Custodian
shall have no obligation to make any distribution until it receives an
Employee's election and shall comply with the last written election
received.
If the Employee elects a mode of distribution under subparagraph (b) above,
the amount of the monthly, quarterly, or annual payments shall be
determined in a manner which satisfies the minimum distribution
requirements set out in Section 6.6 below.
6.4 XXXXX JOINT AND SURVIVOR ANNUITY DISTRIBUTIONS.
This Section 6.4 shall only apply to a Custodial Account which is part of an
"employee pension benefit plan" (within the meaning of Section 3(2) of the Act)
which is subject to the joint and survivor annuity requirements of Section 205
of the Act. The Employer shall be responsible for making any determination as
to the applicability of the Act and the joint and survivor provisions of the
Act, and shall notify the Custodian of such applicability. Neither the Company
nor the Custodian shall have any responsibility for determining the
applicability of any provisions of the Act, nor shall the Company or Custodian
have any liability for making distribution in accordance with the Employee's
election of one of the forms of distribution described in Section 6.3 above
absent notification from the Employer as to the applicability of this Section
6.4.
Any Custodial Account which the Employer has notified the Custodian is part of
an employee pension benefit plan subject to the joint survivor annuity
requirements of Section 205 of the Act shall be distributed as follows: (i) any
unmarried Employee who fails to elect one of the payment methods specified in
Section 6.3 above shall receive distribution in the form of a nontransferable
fixed or variable annuity contract purchased from an insurance company and
payable for the Employee's life; (ii) any married Employee who fails to elect,
with his spouse's consent, one of the payment methods specified in Section 6.3
above shall receive distribution in the form of a nontransferable fixed or
variable annuity contract purchased from an insurance company and payable for
the life of the Employee, with a survivor annuity for the Employee's spouse in
an amount equal to 50% of the amount payable during the life of the Employee
(hereinafter termed a "joint and survivor spousal annuity"). The Employer
shall direct the Custodian concerning the purchase of any annuity required
under this Section 6.4, which direction shall identify the form of annuity and
the identity of the insurance company from which such annuity shall be
purchased. Subject to the provisions of the Employer's plan, such Employee may
elect one of the forms of distribution specified in Section 6.3 above; provided
however, that if the Employee is married, the Employee's spouse must consent in
writing to the election within the 90 day period prior to the commencement of
benefits. Such consent must acknowledge the effect of the election and be
witnessed by a notary public or an Employer representative. Within a
reasonable period of time prior to the commencement of benefits, the Employer
shall provide the Employee with information concerning the available forms of
payment and the spouse's rights with respect thereto, all in accordance with
applicable regulations.
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6.5 ELIGIBLE ROLLOVER DISTRIBUTIONS. An Employee may provide direction
and information to the Custodian sufficient to enable all or some portion of an
"eligible rollover distribution" to be directly rolled over to an "eligible
retirement plan" which accepts such direct rollovers. A person entitled to an
eligible rollover distribution hereunder shall be provided with a written
notice setting forth a description of the distribution options and withholding
treatment applicable to such distribution within a reasonable period of time
prior to the making of such distribution, as required by applicable
regulations. For purposes of this Section 6.5, the terms "eligible rollover
distribution" and "eligible retirement plan" shall have the meanings given such
terms in Code Section 402(c). The Custodian may develop procedures to
administer the direct rollover provisions of this Section 6.5.
6.6 MINIMUM DISTRIBUTIONS. Amounts in the Custodial Account shall be
distributed in compliance with Code Section 403(b)(10) and regulations
thereunder, including compliance with the minimum distribution incidental
benefit requirement, as applicable. Distributions to an Employee shall
commence no later than the Employee's "required beginning date" as defined in
Code Section 401(a)(9)(C) (i.e. generally, the April 1 following the calendar
year during which the Employee attains age 70 1/2; except that any Employee who
attains age 70 1/2 before 1988 or after 1996 shall have a "required beginning
date" on the April 1 following the later of the calendar year in which the
Employee attains age 70 1/2 or the calendar year during which the Employee
terminates employment). If an Employee fails to elect any of the methods of
distribution described above by the end of the calendar year prior to the
Employee's required beginning date, then, subject to the provisions of Section
6.4 above, the minimum required amount, determined in accordance with this
Section 6.6 and the provisions of Code Sections 401(a)(9) and 403(b)(10) shall
be distributed from such Employee's Custodial Account no later than the
Employee's required beginning date.
If the Employee's Custodial Account is to be distributed in other than a single
sum payment, the minimum amount required to be distributed to the Employee for
each taxable year beginning with the year prior to the Employee's required
beginning date, shall be the amount determined by dividing the total amount
credited to the Custodial Account as of the end of the calendar year preceding
the year of distribution by the life expectancy of the Employee (or the joint
life and last survivor expectancy of the Employee and his or her Beneficiary,
whichever applies) in the applicable calendar year, calculated in a manner
consistent with the minimum distribution regulations. (The minimum
distribution for the calendar year prior to the Employee's required beginning
date shall be made prior to the required beginning date and the minimum
distribution for each subsequent calendar year shall be made by the end of such
year.) If the Employee has elected distribution in other than a single sum
payment, and the Employee's spouse is not the Employee's Beneficiary, the
minimum amount of any annual distribution to be made on and after the
Employee's required beginning date shall also comply with the minimum
distribution incidental benefit requirements set out in applicable regulations.
For purposes of determining the minimum amounts under this Section 6.6, life
expectancies of the Employee and the Employee's spouse, if the spouse is the
Employee's Beneficiary, shall be recalculated annually unless elected
otherwise.
Notwithstanding the above, if the Custodian keeps records as to the amount of
the Custodial Account balance as of December 31, 1986 (as reduced by
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any subsequent distributions in excess of the minimum amount required to be
distributed under this Section 6.6), or with respect to any rollover or
transfer the Employee provides information to the Custodian as to the amount of
such December 31, 1986 custodial account balance (modified as described above),
the minimum distributions required under this Section 6.6 shall be computed
based only on the Employee's post-1986 account balance and shall not apply to
the value of the custodial account balance as of December 31, 1986 (modified as
described above).
The provisions of Code Sections 403(b)(10) and 401(a)(9) and applicable
regulations (including the exceptions applicable to governmental and church
plans) are hereby incorporated herein and shall control over any inconsistent
provisions in the Agreement.
6.7 DISTRIBUTIONS AT DEATH.
(a) If the Employee dies before the Employee's "required beginning date" as
defined in Code Section 401(a)(9)(C) the Employee's entire remaining
balance, if any, shall be distributed to the Beneficiary or
Beneficiaries designated by the Employee in accordance with Section 6.8.
Distribution shall be made, at the election of the Beneficiary, in cash
or Fund shares as follows: (i) in one or more payments to be completed
by the end of the fifth calendar year following the year of the
Employee's death, or (ii) in equal or substantially equal monthly,
quarterly or annual payments over a period certain not extending beyond
the life expectancy of the Beneficiary. In determining the life
expectancy of the Beneficiary, the life expectancy shall be recalculated
annually if the Employee's surviving spouse is the Beneficiary, unless
the Employee's surviving spouse elects otherwise, and shall not be
recalculated if the Employee's Beneficiary is other than the surviving
spouse. If distribution is to be made pursuant to subparagraph (ii)
above, distribution shall commence no later than the end of the
calendar year following the year of the Employee's death; provided
however, that if the Employee's surviving spouse is the Beneficiary,
distribution need not commence until the December 31 after the Employee
would have attained age 70 1/2, if later. If the Employee's Beneficiary
fails to elect a method of payment by the December 31 following the year
in which the Employee died, distribution of the Employee's entire
remaining interest shall be made to such Beneficiary in accordance with
subparagraph (ii) above if the Beneficiary is the Employee's surviving
spouse (or in the form of a single life annuity for the surviving
spouse's lifetime if benefits had not begun prior to the Employee's
death and the Custodial Account is subject to the joint and survivor
annuity provisions in Section 205 of the Act as described in Section 6.4
above), and in accordance with subparagraph (i) above if the Beneficiary
is other than the Employee's surviving spouse.
(b) If the Employee dies after his required beginning date, or after
benefits have commenced in accordance with the terms of an annuity
contract as described in Section 6.4, then the balance in the Employee's
Custodial Account shall be distributed at least as rapidly as under the
method being used at the date of death, or under the method specified in
the annuity contract, whichever is applicable.
6.8 DESIGNATION OF BENEFICIARY. The Employee may designate a primary
beneficiary or beneficiaries of his or her own choosing, and may, in
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addition, name a secondary beneficiary. Such designation shall be made in
writing on a form acceptable to the Custodian. The Employee may at any time
revoke his or her designation of a beneficiary or change the beneficiary by
filing notice of such revocation or change with the Custodian. The most recent
designation filed with the Custodian prior to the Employee's death shall be
controlling.
Notwithstanding the above, if the Custodial Account is part of an
"employee pension benefit plan" (as defined in the Act) which is subject to the
joint and survivor annuity requirements of Section 205 of the Act, an
Employee's surviving spouse, if any, shall be deemed designated as the sole
beneficiary for 100% of the Employee's Custodial Account (or such lesser amount
as set forth in the Employer's plan described in Section 2.2 of the Agreement),
despite any attempted designation to the contrary, unless the surviving spouse
consents to such contrary designation in writing signed by the spouse and
witnessed by a representative of the Employer or a notary public. (Further, if
such employee pension benefit plan is subject to the qualified preretirement
annuity provisions of Section 205 of the Act and the spouse's consent is
obtained prior to the first day of the plan year on which the Employee attains
age 35 or separates from service, whichever is earlier, such spousal consent
will be ineffective as of the first day of the Plan Year during which the
Employee attains age 35 and a new spousal consent, witnessed by a
representative of the Employer or a notary public, is required for a valid
designation.) The Employer shall be responsible for determining and
complying with the joint and survivor and the qualified preretirement survivor
annuity provisions of the Act, and the Custodian and Company shall have no
liability for payment pursuant to the beneficiary designation filed with the
Custodian pursuant to this Section 6.8.
If no valid designation of a beneficiary shall have been made, or in the
result of the death of all designated beneficiaries prior to the complete
distribution of the benefit, the Employee's beneficiary shall be the Employee's
surviving spouse. If the Employee has no surviving spouse, then the Employee's
estate shall be the beneficiary.
ARTICLE VII INVESTMENTS
7.1 METHOD OF ELECTION. Each Employee (or Beneficiary, executor or
administrator, as applicable) for whom a Custodial Account is established shall
have the power to direct the Custodian or Company, in such manner as is
acceptable to the Custodian and Company, as to the investment and reinvestment
of all assets in the Custodial Account, subject to any limitations on
investments set forth in the Agreement. By giving such direction, the Employee
(or Beneficiary, executor or administrator, as applicable) acknowledges receipt
of the then current Fund prospectus with respect to the Employee's applicable
investment.
7.2 PERMITTED INVESTMENTS. All amounts allocated to an Employee's
Custodial Account, as well as any earnings thereon, shall be invested in one or
more Funds which comply with the investment requirements of section 403(b)(7)
of the Code. All income, dividends and capital gains or other distributions
shall be reinvested in additional Fund shares of the same investment and
credited to the Employee's Custodial Account.
7.3 NO INVESTMENT DIRECTION. If, in the opinion of the Custodian, the
Custodial Account contains assets for which there is no investment direction or
unclear investment direction, or in the event that the Custodian is unable to
comply with any investment direction, the Custodian shall invest such assets in
the Portico Money Market Fund until the Custodian receives proper investment
direction.
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7.4 REGISTRATION. All shares held as investments of an Employee's
Custodial Account hereunder shall be registered in the name of the Custodian
for the benefit of such Employee. The Custodian shall transmit to the
Employee, at the most recent address provided to the Custodian, all notices,
financial statements, confirmations, reports, proxies and prospectuses relating
to Fund shares held in the Custodial Account. The Custodian shall not vote any
Fund shares except in accordance with written instructions received from the
Employee.
7.5 EFFECT OF DIRECTION. The Custodian, the Company, and their agents,
may conclusively rely upon and shall be protected in acting upon any written
direction or telephone instruction from the Employee (or the Employee's
Beneficiary, executor or administrator, as applicable) or any other notice,
request, consent, certificate or other instrument or paper believed by the
Custodian to be genuine and to have been properly executed. Neither the
Custodian nor the Company shall have any duty to question any direction of the
Employee (or the Employee's Beneficiary, executor or administrator, as
applicable) regarding the investment of the assets of the Custodial Account or
to advise such persons regarding the purchase, retention or sale of such
investments, nor shall the Custodian or the Company, or any of their affiliates
be liable for any loss that results from the exercise of control (whether by
action or inaction) over the Custodial Account by the Employee (or the
Employee's Beneficiary, executor or administrator, as applicable).
ARTICLE VIII POWERS AND DUTIES OF
CUSTODIAN AND COMPANY
8.1 DUTIES OF CUSTODIAN. The Custodian shall be the Employee's agent to
perform the duties under this Agreement and shall be responsible for the
safekeeping of the assets in the Custodial Account and the holding of all Fund
shares registered in the Custodian's name as Custodian. The Custodian (or any
of its affiliates) shall not be deemed to be a fiduciary in carrying out the
following duties: (i) to receive contributions pursuant to the provisions of
the Agreement; (ii) to hold, invest and reinvest the contributions in Fund
shares; (iii) to register any property held by the Custodian in its own name,
or in nominee or bearer form that will pass delivery; and (iv) to make
distributions from the Custodial Account in cash or Fund shares as directed by
the Employee or Employer pursuant to the provisions of the Agreement.
The Custodian shall keep accurate and detailed accounts of all contributions,
receipts, investments, disbursements and other transactions. As soon as
practicable after December 31, and at any other time required by applicable
regulations, the Custodian shall file with the Employee a written report of the
Custodian's transactions relating to the Custodial Account during the period
since the previous accounting, and shall file such forms with the Internal
Revenue Service as may be required by the Code to be filed by the Custodian
(not including any such reports required to be filed by the Employer).
8.2 DELEGATION. Subject to any applicable legal restrictions and with
prior permission of the Company, the Custodian may delegate any of its duties
under this Agreement to an agent, including any affiliate of the Company or
Custodian. In the event of any such delegation, the references in this
Agreement to the Custodian and the protections afforded the Custodian shall
also be deemed to refer to such agent of the Custodian.
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8.3 DUTIES OF THE COMPANY. The Company shall have the power to remove the
Custodian and select a successor Custodian, as described in Section 8.1, and
the power to amend or terminate the Agreement, as described in Article X. The
Company may also accept direction from the Employee regarding the investment of
assets in the Custodial Account in accordance with Article VII. In addition,
the Company, together with the Custodian, may consent to the imposition of
additional duties under an Employer's plan, pursuant to Section 2.2. Neither
the Company, nor any affiliate, officer, director, board, or employee of the
Company shall have any other responsibility with respect to the administration
of the Custodial Account.
8.4 INDEMNIFICATION AND LIMITATIONS ON LIABILITY. The Employee (and if this is
an "employee pension benefit plan" under Section 3(2) of the Act then the
Employer sponsoring such Plan) intends that the Custodian and Company shall have
no discretion, authority or responsibility as to any investment in connection
with the Custodial Account and that neither the Custodian nor the Company shall
be responsible in any way for the propriety or tax treatment of any
contribution, or of any distribution, or any other action or non-action taken
pursuant to the Employee's or Employer's direction or lack thereof (or that of
the Employee's Beneficiary, executor or administrator, as applicable). The
Employee who directs the investment of his Custodial Account shall bear sole
responsibility for the suitability of any directed investment and for any
adverse consequences arising from such an investment. Neither the Company nor
the Custodian, nor any of their affiliates, officers or employees, shall have
any responsibility for or liability arising from: (i) the initial or continued
qualification under section 403(b) of the Code of this Agreement or any
Employer's retirement plan or program; (ii) determining the amount of or
collecting any contribution to the Custodial Account; (iii) determining the
amount, character, form or timing of any distribution, other than as instructed
by the Employee or Employer; (iv) calculating or determining the amount of any
exclusion allowance, contribution limitation or any salary deferral limit.
To the fullest extent permitted by law, the Employee, the Employee's
Beneficiary, and the executor or administrator of each of them, as applicable
(and the Employer, if this is an employee pension benefit plan under Section
3(2) of the Act) shall at all times fully indemnify and save harmless the
Custodian, the Company (including Heartland Advisors, Inc.), and their agents,
affiliates, successors, assigns, officers, directors and employees, from any
and all liability arising from any Employer or Employee direction under the
Custodial Account and from any and all other liability whatsoever which may
arise in connection with the Custodial Account, except liability arising from
the gross negligence or willful misconduct on the part of the indemnified
person.
8.5 RESIGNATION OR REMOVAL OF CUSTODIAN. The Custodian may resign as Custodian
of any Custodial Account upon 60 days prior written notice to the Company and 30
days prior written notice to any affected Employee and Employer. In the absence
of any other Agreement, the Company may remove the Custodian upon 30 days prior
written notice. Upon the Custodian's resignation or removal, the Company may,
but shall not be required to, appoint a successor Xxxxxxxxx. The Custodian
shall then transfer and deliver all assets of the Custodial Accounts and all
records relative thereto to the successor custodian. Neither the Custodian, the
Funds, nor the Company shall be liable for the acts or omissions of any
successor custodian. If no successor custodian is appointed by the Company, the
Custodial Account shall be terminated in accordance with Article X.
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The Custodian, and any successor Xxxxxxxxx appointed to serve under this
Agreement, shall be a bank as defined in Section 408(n) of the Code or such
other person who is qualified to serve as custodian under Section 401(f)(2) of
the Code.
8.6 RESIGNATION OF THE COMPANY. If the Company shall hereafter determine that
it is no longer desirable to continue to make available custodial accounts
pursuant to this Agreement or to exercise any of the powers hereby delegated to
it, it may relieve itself of any further responsibilities hereunder by notice in
writing to the Custodian and each Employee and Employer adopting the Agreement
at least sixty (60) days prior to the date on which it proposes to discontinue
the exercise of the powers delegated to it. Resignation of the Company shall
terminate the Custodial Account in accordance with Article X.
ARTICLE IX PAYMENT OF FEES AND EXPENSES
9.1 FEES AND CHARGES. All administrative or other fees for services, including
sales charges and expenses chargeable to the Custodial Account, shall be
collected when due from the contributions received or, if insufficient, from
redemption of assets in such Custodial Account, without prior notice. Any
extraordinary expenses, such as legal fees, incurred in connection with the
management, administration or investment of a Custodial Account shall be paid by
such Account. The Company and Custodian may amend the fee schedules and sales
charges then in effect upon written notice to affected Employees.
9.2 TAXES AND TAX WITHHOLDING. Transfer and other taxes, if any, incurred in
connection with the investment and reinvestment of the Custodial Account shall
be paid from the assets in the Account. Any income, estate, inheritance, gift
or other tax or charge attributable to amounts paid from a Custodial Account
shall be paid by such Account. The Custodian may require a release or other
documents and indemnities as it may deem necessary prior to making any payment
or withholding or not withholding any amount of a distribution.
Any distribution shall be made by the Custodian subject to withholding of any
income or other taxes as may be required by federal law, including, federal
income tax withholding on any "eligible rollover distribution" as described in
Section 6.5.
ARTICLE X AMENDMENT AND TERMINATION
10.1 AMENDMENT BY COMPANY. The Employee, Employer and the Custodian delegate to
the Company the power to amend the Agreement, including retroactive amendment.
The Company shall provide written notice to the Custodian and Employees of any
amendment.
10.2 FEE CHANGES. This Article X does not limit the rights of the Custodian or
Company to alter or amend any fee schedules or sales charges.
10.3 TERMINATION. The Employer and/or Employee reserve the right to cease
further contributions to the Custodial Account. The Employer and Employee
reserve the right to terminate adoption of the Agreement and request transfer or
distribution of the assets of the Custodian Account. In the event of any
termination under this Article X or pursuant to Article VIII, the Employee may
direct the Custodian to transfer assets of the Custodial Account directly to
another custodial account under Section 403(b)(7) of the Code, or the Custodian
shall distribute the assets in the Custodial Account to the Employee and the
Agreement shall be terminated. Neither
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the Custodian nor the Company shall be responsible for the tax consequences of
any such distribution or transfer.
ARTICLE XI ALIENATION AND FORFEITURE
11.1 EXCLUSIVE BENEFIT. All assets in the Custodial Account shall be retained
for the exclusive benefit of the Employee or his Beneficiaries and shall only be
used to pay benefits to such persons or to pay the fees and expenses, including
sales charges, of the Custodial Account.
11.2 NONTRANSFERABILITY. The interest of an Employee in the Custodial Account
may not be assigned, transferred, pledged, hypothecated or otherwise alienated,
either voluntarily or involuntarily, nor shall it be subject to levy,
attachment, lien or other form of legal process; provided, however, that the
Custodian shall comply with any qualified domestic relations order as provided
in Section 206(d)(3) of the Act, if applicable. The Employer shall be
responsible for determining the qualified status of any domestic relations order
under Section 206(d)(3) of the Act.
11.3 VESTING. Subject to Section 2.2, the Employee's interest in the balance of
the Employee's Custodial Account shall at all times be nonforfeitable.
ARTICLE XII MISCELLANEOUS
12.1 APPLICABLE LAW. To the extent not governed by the provisions of federal
law, the Agreement shall be construed in accordance with the laws of the State
of Wisconsin.
12.2 NOTICES. Any notice, accounting or other communication which the Custodian
or Company must give to any party shall be deemed given when mailed to the last
address furnished to the Custodian or Company. Any notice or other
communication required to be given to the Custodian or Company, as the case may
be, shall be effective when actually received by the Custodian or Company
respectively.
12.3 WAIVER OF OBJECTION. Unless a party sends the Custodian written objection
to a report within 60 days after its receipt, the report shall be deemed
approved and, in such cases, the Custodian shall be forever released and
discharged with respect to all matters and things included therein. The
Custodian may seek a judicial settlement of its accounts. In any such
proceeding the only necessary party thereto in addition to the Custodian shall
be the affected Employee.
12.4 OTHER 403(B) ARRANGEMENTS. This Agreement shall not prevent the Employee
or Employer from making contributions to other custodial accounts under Code
Section 403(b)(7), or from purchasing other annuity contracts under Code Section
403(b); provided that the aggregate payments or contributions under this
Custodial Account and all other custodial accounts and annuity contracts shall
not exceed the amounts specified under Article V hereof.
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[Logo] Heartland Funds
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AMERICA'S VALUE INVESTOR
Heartland Advisors, Inc. - Distributor. Member SIPC, NASD.
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[Logo] Heartland Funds
----------------------
AMERICA'S VALUE INVESTOR
SECTION 403(b)(7)
CUSTODIAL ACCOUNT
DESCRIPTION
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FEATURES OF THE PLAN
The Internal Revenue Code (the "Code") and the Employee Retirement Income
Security Act of 1974 (the "Act") allow employees of certain tax exempt
organizations and public schools to have a portion of their compensation set
aside for their retirement years in a mutual fund custodial account. The
employee is not taxed on the amounts set aside or the earnings on those amounts
until he draws out his accumulated funds, normally at retirement.
Under the Heartland Funds Section 403(b)(7) Custodial Account, your
contributions are invested in the stock of one or more of the portfolios in the
fund group sponsored by Heartland Group, Inc. (the "Company") or in the stock
of one or more portfolios serviced by Heartland Group, Inc. (the "Funds").
(For example, the Portico Money Market Fund is offered for investment by your
Heartland Funds Section 403(b)(7) Custodial Account pursuant to a servicing
agreement with Portico Funds, Inc.) Firstar Trust Company will serve as
custodian of your account (the "Custodian").
If you think you would like to participate please read on for a further
explanation of the key features of your custodial account. If you would like
additional information or assistance in enrolling please call the Funds at
(000) 000-0000 or toll-free at 0-000-000-0000.
ELIGIBILITY
Any employee of a qualifying tax-exempt organization is eligible to
participate. Thus, teachers, administrators, ministers, employees of
hospitals, libraries, community chests, funds, foundations, and many others may
be eligible. The employer must be an organization described in Section
501(c)(3) of the Internal Revenue Code and must be exempt from tax under
Section 501(a) of the Code. The definition in Section 501(c)(3) is set forth
below for your convenience in determining whether your employer may be one of
the many qualifying organizations.
CODE SECTION 501(C)(3)
"Corporations and any community chest, fund, or foundation, organized and
operated exclusively for religious, charitable, scientific, testing for
public safety, literary, or educational purposes, or to xxxxxx national or
international amateur sports competition (but only if no part of its
activities involve the provision of athletic facilities or equipment), or
for
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the prevention of cruelty to children or animals, no part of the net
earnings of which inures to the benefit of any private shareholder or
individual, no substantial part of the activities of which is carrying on
propaganda, or otherwise attempting to influence legislation, (except as
otherwise provided in subsection (h)), and which does not participate in,
or intervene in (including the publishing or distributing of statements),
any political campaign on behalf of (or in opposition to) any candidate
for public office."
As noted above, an employer organization that is one of the types of
organizations described in Code Section 501(c)(3) must also be exempt under
Code Section 501(a) to be a qualified employer organization.
In addition to employees of tax-exempt organizations, an employee of most
public educational institutions is eligible if his employer is a State or a
political subdivision of a State, or an agency or instrumentality of either.
An eligible individual is not disqualified from establishing a salary
reduction custodial account by reason of the fact that his employer provides a
separate retirement plan for its employees, as long as the employer is willing
to let all employees establish salary reduction accounts. However, the
limitation on salary reduction contributions under this or any other 403(b)
custodial account will be affected by the salary reduction contributions and
other employer contribution to any other retirement plan. In lieu of or in
addition to a salary reduction arrangement, an employer may be willing to make
contributions to a custodial account on behalf of some or all of its employees,
but an employer is not obligated to do so. If the employer does make
contributions to the custodial account, the employer's contributions may be
subject to additional limitations and discrimination rules and may constitute
an "employee pension benefit plan" subject to ERISA.
CONTRIBUTIONS
The total amount your employer may contribute to the custodial account and
which you may exclude from your taxable income in any taxable year is the least
of the following amounts:
(i) 25% of compensation or $30,000, whichever is less. For this
purpose, "compensation" generally means amounts included in your
taxable income, but does not include 403(b) contributions;
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(ii) The excess, if any, of (a) 20% of Includable Compensation times
your number of years of service over (b) the aggregate amount
contributed by the employer previously for 403(b) and other
retirement plans and excluded from your gross income for prior tax
years. "Includable Compensation" is, generally, current compensation
from the school or eligible organization. It does not include
403(b) contributions or amounts paid by a public school system to a
teachers retirement plan which were not currently taxed to the
teacher.
If you are employed by an educational institution, hospital, home health
service agency, health and welfare service agency or a church or convention or
association of churches, you may elect to be governed by one of a number of
alternate limitations. These optional limitations are mutually exclusive and
an election of one of the options is irrevocable.
In addition to the above limitations, salary reduction contributions are
limited to $9,500 per year, indexed in accordance with cost of living
increases. The $9,500 limit is reduced by salary deferral contributions to
other 403(b) or 410(k) plans or simplified employee pension plans and SIMPLE
retirement accounts. Special catch-up contributions are allowed in addition to
the $9,500 limit for an employee of an educational institution, hospital, home
health service agency, health and welfare service agency, or church or
convention or association of churches, if the employee has completed 15 years
of service with the organization. You should contact your employer or tax
advisor to determine whether you qualify for a catch-up contribution and to
determine the maximum allowable contribution for your particular situation.
INVESTMENTS
Your contributions will be used to purchase shares of the portfolios
offered, by Heartland Group, Inc. or made available through a servicing
agreement with Heartland Group, Inc. (the "Funds"). Any dividends on the
shares automatically will be reinvested in additional shares. These additional
shares will represent your earnings in your account. At any time you may
direct the Custodian to invest your contributions and/or your account assets in
any of the available Fund portfolios. In the absence of a clear direction,
contributions will be invested in the Portico Money Market Fund. The law says
that the shares must be held by a Custodian, but you will be entitled to vote
the shares.
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The Custodian will send you a statement of the account annually, including
such information as the law may require, and in particular, a statement of the
exact amount of contribution, earnings, distributions and total value at the
end of the year.
DISTRIBUTIONS
You may withdraw funds from your custodial account upon attainment of age
59 1/2 or when you terminate employment by retirement or otherwise. You may
also withdraw funds in the event you become disabled or in the event of
financial hardship. Your account may at your option be distributed to you in
the following ways: (1) a single sum payment of your entire account, in cash or
shares; (2) monthly, quarterly or annual payments over any period you designate
which is not longer than your life expectancy or the joint life expectancy of
you and your designated beneficiary; or (3) specific dollar amounts as you
direct. If your custodial account is part of your employer's plan or is an
employee pension benefit plan under ERISA, it may be subject to special annuity
distribution and spousal consent rules or other distribution rules or
limitations imposed by your employer's plan.
Please note that a distribution prior to your attainment of age 59 1/2 may
be subject to a 10% additional tax under the Internal Revenue Code. Also note
that distributions generally must begin for the year in which you attain age
70 1/2 or retire, whichever is later, and thereafter a minimum amount must be
distributed each year.
In the event of your death, your beneficiary or beneficiaries will receive
the balance in your custodial account. You may designate a beneficiary and
change beneficiaries at any time. If you do not designate a beneficiary, your
surviving spouse or estate, in that order, will receive the balance in your
account. Special spousal distribution and consent rules will apply if your
account is part of an employee pension benefit plan under XXXXX.
HOW TO PARTICIPATE
If you and your employer satisfy the eligibility requirements described
earlier, you may establish a custodial account by completing the Account
Application, Beneficiary Designation Form and Salary Reduction Agreement and
mailing them to the Custodian. (If you wish to transfer funds directly from
another 403(b) annuity or custodial account, you should also complete a
Transfer Form and mail it to the Custodian.) If you are planning to directly
roll over funds from another 403(b) annuity or custodial account, please see
the enclosed Direct Rollover Notice.
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Your forms will be held until the first contribution is received. Upon
receipt of the initial investment, your account will be opened. Be sure not to
send your own funds.
If your employer is funding your custodial account, simply complete and
return the above forms to your employer. Your employer will send the forms to
the Custodian with the first contribution.
PLAN QUALIFICATION
You may consider it prudent to submit a ruling request to the Internal
Revenue Service concerning whether or not the Custodial Account Agreement
complies with applicable Internal Revenue Code provisions. It should be
understood that neither the Company nor the Custodian is in a position to
render legal or tax advice and that the information contained in and the
documents furnished with this description merely represent the Company's
understanding of the statutes and regulations affecting the establishment and
qualification of a 403(b)(7) custodial account. Accordingly, you are urged to
consult your attorney or tax advisor in connection with the adoption of the
custodial account and the submission of any ruling request on your behalf.
PLEASE NOTE: The foregoing is not a complete or definitive explanation of
the Custodial Account Agreement or of the provisions of the Act or Code.
Please do not complete the Account Application without reading the Custodial
Account Agreement and the prospectus of the mutual fund(s) you have chosen
which will accompany the Custodial Account Agreement. If your account is part
of a retirement plan established by your employer, your employer's plan may
contain additional rules and limitations which apply to contributions to and
distributions from your account. Consult your employer or your financial or
tax advisor if you are uncertain that a 403(b)(7) custodial account is an
appropriate program for your particular needs. You may obtain additional
information about 403(b)(7) custodial accounts from your nearest Internal
Revenue Service district office.
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[Logo] Heartland Funds
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AMERICA'S VALUE INVESTOR
Heartland Advisors, Inc. - Distributor. Member SIPC, NASD.
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[Logo] Heartland Funds
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AMERICA'S VALUE INVESTOR
SECTION 403(b)(7) CUSTODIAL ACCOUNT
APPLICATION
OVERNIGHT MAIL TO: REGULAR MAIL TO:
Firstar Trust Company Firstar Trust Company
000 X. Xxxxxxxx P.O. Box 701
Milwaukee, WI 53202 Milwaukee, WI 53201-0701
-------------------------------------------------------------------------------
Shareholder Services: 0-000-000-0000 or (000) 000-0000
for current prices, account information and market updates
-------------------------------------------------------------------------------
To establish a Heartland Funds 403(b)(7) Custodial Account, complete the
following:
- 403(b)(7) CUSTODIAL ACCOUNT APPLICATION
- BENEFICIARY DESIGNATION FORM
- SALARY REDUCTION AGREEMENT (both you and your employer must sign)
- TRANSFER FORM (only if you wish to transfer prior 403(b) funds to your
Heartland Funds 403(b)(7) Custodial Account)
The forms will be held by Firstar Trust Company, Custodian, until the first
contribution is received, after which your account will be opened and
investments made according to your instructions. If you have any questions
about this application, please call Heartland Funds at (000) 000-0000 or
toll-free at 0-000-000-0000.
EMPLOYEE INFORMATION (Please print)
---------------------------------------- -------------------------------------
Name Date of birth
-------------------------------------------------------------------------------
Address City State Zip code
( )
---------------------------------------- -------------------------------------
Daytime telephone number Social security number
EMPLOYER INFORMATION (Please print)
( )
---------------------------------------- -------------------------------------
Name of employer Employer telephone number
-------------------------------------------------------------------------------
Employer address City State Zip code
CONTRIBUTION INFORMATION
Please describe the types of contributions to be made to your account:
a) [ ] Salary reduction contributions will be made to the account
(complete Salary Reduction Agreement).
b) [ ] Employer contributions (matching or otherwise) will be made to
the account.
c) [ ] A transfer of 403(b) assets will be made to the account
(complete the 403(b)(7) Transfer Form).
d) [ ] Amounts will be rolled over (directly or otherwise) to the
account (see Direct Rollover Notice).
TELEPHONE EXCHANGE OPTION
[ ] By checking this box, I authorize Firstar Trust Company and Heartland
Advisors, Inc. to act upon my instructions, received by telephone, to
exchange shares in this account for shares of any identically registered
account(s) with Heartland Funds.
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INVESTMENT ALLOCATION (Please elect how the contribution made to your
account should be invested)
Employee directs that all contributions shall be invested in shares of the
following Fund(s) in the following whole percentages:
SALARY REDUCTION EMPLOYER
CONTRIBUTIONS CONTRIBUTIONS
Heartland Value Fund (closed to new investors 7/1/95) _____________% ______________%
Heartland Small Cap Contrarian Fund _____________% ______________%
Heartland Value Plus Fund _____________% ______________%
Heartland Mid Cap Value Fund _____________% ______________%
Heartland Large Cap Value Fund _____________% ______________%
Heartland U.S. Government Securities Fund _____________% ______________%
Portico Money Market Fund _____________% ______________%
Total 100% Total 100%
If a specific Fund is not selected or if allocation instructions are unclear,
contributions will be invested in the Portico Money Market Fund until the
Custodian receives further instructions.
CUSTODIAL FEES
Employee agrees that the Custodian shall be entitled to deduct its fees and
administrative expenses from the Custodial Account, and may sell the Employee's
Fund shares to the extent necessary to pay fees and expenses. The Custodian's
fees shall be at the following rates initially but may be amended by the
Custodian in the future:
Annual maintenance fee (maximum $25.00 per social security number) $12.50
Lump sum distribution............................................. 15.00
Each non-regular periodic distribution............................ 15.00
Refund of excess contributions.................................... 15.00
Transfer of funds to successor custodian.......................... 15.00
ACKNOWLEDGMENT AND APPOINTMENT
(a) EMPLOYEE. Employee acknowledges receiving and reading the Fund(s)
current prospectus(es) and the Heartland Funds 403(b)(7) Custodial Account
Agreement and ancillary forms. Employee understands that he/she is
responsible for determining the amount and tax treatment of any
transaction, including contributions, transfers, rollovers, and
distributions to and from the Custodial Account. Employee certifies that
his/her social security number is correct and that he/she is eligible to
adopt a 403(b)(7) custodial account. Employee hereby adopts the Heartland
Funds 403(b)(7) Custodial Account upon the terms and conditions set forth
in the Agreement and this Account Application.
______________________________________________________ __________________
Employee Signature Date
(b) EMPLOYER. Employer agrees to the terms and conditions of the Heartland
Funds 403(b)(7) Custodial Account as set forth in the Agreement and this
Account Application, and certifies that it is a qualifying organization
described in Code Section 403(b)(1)(A). Employer agrees that it is
responsible for complying with ERISA and/or any state laws relating to
employee pension benefit plans, as applicable.
________________________________ __________________ __________________
Employer Signature Title Date
(c) CUSTODIAN. Appointment of Custodian is accepted.
FIRSTAR TRUST COMPANY
______________________________________________________ __________________
Authorized Signature Date
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[Logo] Heartland Funds
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AMERICA'S VALUE INVESTOR
SECTION 403(b)(7) CUSTODIAL ACCOUNT
SALARY REDUCTION
AGREEMENT
OVERNIGHT MAIL TO: REGULAR MAIL TO:
Firstar Trust Company Firstar Trust Company
000 X. Xxxxxxxx P.O. Box 701
Milwaukee, WI 53202 Milwaukee, WI 53201-0701
-------------------------------------------------------------------------------
Shareholder Services: 0-000-000-0000 or (000) 000-0000
for current prices, account information and market updates
-------------------------------------------------------------------------------
- Complete form with authorized signatures - Mail to Custodian with
the Section 403(b)(7) Custodial Account Application
================================================================================
AGREEMENT made this ____ day of ______________________________, 19_____, by and
between ________________________________________ (the "Employer") and
_________________________________________ the ("Employee"), whereby the
Employer and Employee agree as follows:
1. The salary of the Employee will be reduced per pay
period by $____________, or by ________%
(minimum of $______________ per pay period).
2. The amount of such reduction shall be paid by the
Employer to: Heartland Funds c/o Firstar Trust Company, P.O.
Box 701, Milwaukee, WI 53201-0701. In accordance with the
Heartland Funds 403(b)(7) Custodial Account Agreement, the
amounts contributed under this Salary Reduction Agreement
shall be deposited in the Employee's Custodial Account under
Section 403(b)(7) of the Internal Revenue Code and shall be
subject to the limitations under Sections 402(g), 403(b) and
415 of the Internal Revenue Code of 1986. The Employee shall
be solely responsible for ensuring that these limits are not
violated.
3. This Salary Reduction Agreement is legally binding and
irrevocable with respect to all amounts which become currently
available to the Employee while this Agreement is in effect;
provided, however, that the Employee or Employer may terminate
the entire Agreement at any time with respect to amounts not
currently available at the time of termination.
4. This Agreement will continue in effect for the remainder
of the current year and for future years until the Employee
and Employer agree to terminate or modify the Agreement.
EXECUTED as of the date first written above.
____________________________________________________________________________
Employer (please print)
_______________________________________________ __________________________
Employer authorized signature Title
____________________________________________________________________________
Employee (please print)
____________________________________________________________________________
Eployee signature
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[Logo] Heartland Funds
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AMERICA'S VALUE INVESTOR
SECTION 403(b)(7) CUSTODIAL ACCOUNT
BENEFICIARY
DESIGNATION FORM
OVERNIGHT MAIL TO: REGULAR MAIL TO:
Firstar Trust Company Firstar Trust Company
000 X. Xxxxxxxx P.O. Box 701
Milwaukee, WI 53202 Milwaukee, WI 53201-0701
----------------------------------------------------------
Shareholder Services: 0-000-000-0000 or (000) 000-0000
for current prices, account information and market updates
----------------------------------------------------------
Please complete this form to initially name a beneficiary for your Heartland
Funds 403(b)(7) Custodial Account or to change your existing beneficiary.
DESIGNATION OF BENEFICIARIES
----------------------------------------------------------------------------------------------
(a)PRIMARY BENEFICIARY
----------------------------- -------------------------------- ----------------------
Name Social security number Date of birth
---------------------------- ------------------------------ ----------------------
City State Zip Relationship
(b)SECONDARY BENEFICIARY
---------------------------- ----------------------------- ----------------------
Name Social security number Date of birth
---------------------------- ----------------------------- ----------------------
City State Zip Relationship
SPOUSAL CONSENT AND STATEMENT OF NON-MARRIAGE
If your 403(b)(7) Custodial Account is subject to ERISA (for example, if your
employer makes contributions and is not a governmental unit or a church) and if
you do not designate your spouse as your sole primary beneficiary, your spouse
must consent to your designation and your spouse's consent must be witnessed by
a notary public or representative of your employer's plan. (Depending upon the
applicable provisions of ERISA and your employer's plan, your spouse's consent
may be ineffective prior to the plan year which you attain age 35 or may
automatically expire on the first day of the plan year during which you attain
age 35. You should check with your employer regarding the application of these
rules.) PLEASE COMPLETE EITHER THE SPOUSAL CONSENT OR STATEMENT OF
NON-MARRIAGE BELOW.
SPOUSAL CONSENT
As the spouse of the Employee, I consent to the beneficiary(ies) designated
above and acknowledge that by doing so, I am waiving my pre-retirement survivor
annuity rights and rights to be sole primary beneficiary of any death benefits
payable under the Heartland Funds Custodial Account(s).
--------------------------------------- ----------------------
Signature of spouse Date
NOTARY PUBLIC OR PLAN REPRESENTATIVE AFFIRMATION:
I affirm that _________________________________ appeared before me on this______
day of ___________________, 19___, and executed the above spousal consent.
---------------------------------------- ------------------------
Notary Public (or) Plan administrator
----------------------------------------
County
My commission expires
-------------------
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STATEMENT OF NON-MARRIAGE
I hereby certify that I am not married at this time.
_______________________________________________ ___________________________
Signature of employee Date
______________________________________________________________________________
EMPLOYEE SIGNATURE
I understand that if I do not validly designate any beneficiary(ies) or if I am
not survived by any designated beneficiary, my beneficiary will be my surviving
spouse, or, if I do not have a surviving spouse, my estate. I am aware that
this form becomes effective when delivered to Heartland Funds, and will remain
in effect until I deliver to Heartland Funds another form with a later date.
The Beneficiary information provided herein shall apply to all my Heartland
Funds 403(b)(7) Custodial Accounts for which Firstar Trust Company (or any
successor custodian) acts as custodian, and shall replace all previous
designation(s) I have made on any of my Heartland Funds 403(b)(7) Custodial
Accounts.
_______________________________________________ ___________________________
Signature of employee Date
INFORMATION ON NAMING A BENEFICIARY:
You can name more than one person to be primary and/or secondary beneficiary by
including all the information requested above on a separate piece of paper.
Sign and date any additional page and attach it to this Beneficiary Designation
Form. If you name more than one primary or secondary beneficiary, you can
specify if they are to receive equal or unequal shares. If you do not specify,
we will assume you want them paid in equal shares.
We will assume that you want your entire 403(b)(7) account balance paid to the
beneficiaries who survive you. For example, if you name two primary
beneficiaries but one of them dies before you, the entire balance will go to
the surviving primary beneficiary.
Any secondary beneficiary or beneficiaries you name will receive all or a
portion of your Heartland Funds 403(b)(7) Custodial Account balance only if the
primary beneficiary(ies) die before you.
To name a trust as primary or secondary beneficiary, write the name and address
of the trustee, then give the date of the trust agreement and the name of each
trust beneficiary. Also, attach a copy of the trust. The naming of a trust
may impact upon the calculation of distributions under the minimum distribution
rules. You should contact your legal or tax advisor to determine the possible
impact of naming a trust as beneficiary for your 403(b)(7) Custodial Account
balance.
If your 403(b)(7) Custodial Account is part of a retirement plan maintained by
your employer, your employer's plan or the provisions of ERISA may impose
additional rules and limitations on the naming of beneficiaries. You should
check with your employer to see if your account is part of your employer's
retirement plan.
OTHER IMPORTANT POINTS TO REMEMBER:
By naming a beneficiary on this Beneficiary Designation Form, you automatically
cancel any earlier designation of a beneficiary you may have made with respect
to the assets in your Heartland Funds 403(b)(7) Custodial Account(s).
You have the right to change your beneficiary at any time by filing a proper
written request with the Custodian. The most recent designation on file with
the Custodian at your death will be controlling.
If no beneficiary survives you, or if no valid beneficiary designation is in
effect at your death, we will pay the balance in your account to your surviving
spouse, or if you have no surviving spouse, to your estate.
If you are a resident of a state which has adopted a marital or community
property law, your spouse may have rights in your custodial account which may
affect your beneficiary designation. You should consult your legal or tax
advisor regarding the impact of any marital property law.
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[Logo] Heartland Funds
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AMERICA'S VALUE INVESTOR
SECTION 403(b)(7) CUSTODIAL ACCOUNT
DIRECT ROLLOVER
NOTICE
TO RECIPIENTS OF DISTRIBUTIONS FROM TAX SHELTERED ANNUITIES:
If your Heartland Funds 403(b)(7) Custodial Account is to be funded by the
rollover of a distribution from a 403(b) tax sheltered annuity or custodial
account, 20% of your distribution eligible for rollover must be withheld for
tax purposes unless the distribution is made DIRECTLY to the custodian of your
403(b)(7) custodial account.
If you receive a distribution from a 403(b) tax sheltered annuity or custodial
account which is eligible for rollover and you intend to directly roll that
amount to your Heartland Funds 403(b)(7) Custodial Account, that distribution
may take ONE OF THREE FORMS:
=============================================================================
1. Your employer or custodian may deliver a check to you. If so, make sure
the check is payable as follows:
Firstar Trust Company, Custodian
FBO 403(b)(7) Custodial Account
------------------------------------------
(YOUR NAME)
and deliver it along with a completed Heartland Funds 403(b)(7) Custodial
Account Application to the following:
OVERNIGHT MAIL TO: REGULAR MAIL TO:
Firstar Trust Company Firstar Trust Company
000 X. Xxxxxxxx P.O. Box 701
Milwaukee, WI 53202 Milwaukee, WI 53201-0701
2. YOUR EMPLOYER OR CUSTODIAN MAY FORWARD YOUR DISTRIBUTION DIRECTLY TO THE
CUSTODIAN. IF THIS OCCURS, MAKE SURE THE CHECK IS PAYABLE AS FOLLOWS AND THAT
THE CHECK, ALONG WITH A COMPLETED HEARTLAND FUNDS 403(b)(7) CUSTODIAL ACCOUNT
APPLICATION, IS SENT TO US AT THE FOLLOWING ADDRESS:
FBO 403(b)(7) Custodial Account
------------------------------------------
(YOUR NAME)
OVERNIGHT MAIL TO: REGULAR MAIL TO:
Firstar Trust Company Firstar Trust Company
000 X. Xxxxxxxx P.O. Box 701
Milwaukee, WI 53202 Milwaukee, WI 53201-0701
Make sure that your completed Heartland Funds 403(b)(7) Custodial Account
Application indicates that you are about to receive a direct rollover.
3. IF YOUR EMPLOYER WILL BE WIRING FUNDS TO FIRSTAR TRUST COMPANY, THE
WIRING INSTRUCTIONS ARE AS FOLLOWS:
CREDIT TO:
Heartland
--------------------------------------------------------------------
(NAME OF FUND)
FBO 403 (b)(7) Custodial Account
----------------------------------------------
(YOUR NAME)
-----------------------------------------------------------------------------
(ACCOUNT NUMBER)
-------------------------
Firstar National Bank
ABA #0750-00022
Firstar Trust MFS
A/C #000-000-000
000 Xxxx Xxxxxxxxx Xxxxxx
Xxxxxxxxx, XX 00000
-------------------------
MAKE SURE THAT YOU HAVE A COMPLETED HEARTLAND FUNDS 403(b)(7) CUSTODIAL ACCOUNT
APPLICATION FILED WITH THE CUSTODIAN PRIOR TO RECEIPT OF THE WIRE TRANSFER.
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[Logo] Heartland Funds
------------------------
AMERICA'S VALUE INVESTOR
SECTION 403(b)(7) CUSTODIAL ACCOUNT
TRANSFER FORM
OVERNIGHT MAIL TO: REGULAR MAIL TO:
Firstar Trust Company Firstar Trust Company
000 X. Xxxxxxxx P.O. Box 701
Milwaukee, WI 53202 Milwaukee, WI 53201-0701
----------------------------------------------------------
Shareholder Services: 0-000-000-0000 or (000) 000-0000
for current prices, account information and market updates
----------------------------------------------------------
PLEASE NOTE: THIS IS NOT AN ACCOUNT APPLICATION FORM.
Please complete the items below if you wish to transfer assets from a current
403(b) annuity contract or 403(b)(7) custodial account to your Heartland Funds
403(b)(7) Custodial Account. Upon receipt, Firstar Trust Company will arrange
for the transfer on your behalf, and the assets will be invested in your
Heartland Funds 403(b)(7) Custodial Account as soon as practical after they are
received by Firstar Trust Company. Most insurers or custodians will accept
this Transfer Form with your signature alone; others require a signature
guarantee. Failure to secure proper signature could delay your transfer.
EMPLOYEE INFORMATION (Please print)
------------------------------------- ----------------------------------------
Name Date of birth
--------------------------------------------------------------------------------
Address City State Zip code
( )
--------------------------------------------------------------------------------
Daytime telephone number Social security number
( )
--------------------------------------------------------------------------------
Name of employer Employer telephone number
--------------------------------------------------------------------------------
Employer address
--------------------------------------------------------------------------------
City State Zip code
EXISTING ANNUITY/CUSTODIAL ACCOUNT INFORMATION (Where your account is presently
held)
--------------------------------------------------------------------------------
Name of current insurer or custodian mailing
--------------------------------------------------------------------------------
Address
--------------------------------------------------------------------------------
City State Zip code
--------------------------------------------------------------------------------
Contract/account number /x/ I am enclosing a copy of my latest statement.
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TRANSFER INSTRUCTIONS
Transfer all or part of my existing account as follows:
[ ] $ or
------------------------
[ ] the entire balance in the Section 403(b) annuity contract or Section
403(b)(7) custodial account.
INVESTMENT INSTRUCTIONS (to Heartland Funds):
Please invest my transferred amount as follows:
[ ] in my existing Heartland Funds 403(b)(7) Custodial Account
#
------------------------
[ ] in a new Heartland Funds 403(b)(7) Custodial Account. FOR A NEW ACCOUNT,
I WILL ALSO COMPLETE AN ACCOUNT APPLICATION.
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TRANSFER AGREEMENT AND AUTHORIZATION
(a) The above-named Employee hereby irrevocably agrees to surrender his or
her interest in the Section 403(b) annuity contract or Section 403(b)
custodial account identified above to the issuing insurer or custodian
thereof for purposes of having the proceeds received by the insurer or
custodian upon surrender transferred directly to Firstar Trust Company for
immediate deposit in a Heartland Funds 403(b)(7) Custodial Account
established on behalf of the Employee.
(b) The above-named Employee hereby authorizes Firstar Trust Company to
take whatever action is necessary to effect the transfer identified
in (a) above, and directs Firstar Trust Company to deposit the proceeds
received in the Heartland Funds 403(b)(7) Custodial Account established on
behalf of the Employee.
AUTHORIZATION AND ACCEPTANCE
(a) EMPLOYEE ACCEPTANCE: I hereby agree to the terms and conditions set
forth in this Transfer Form, and acknowledge having established a
403(b)(7) Custodial Account through execution of a Heartland Funds
403(b)(7) Custodial Account Application.
-------------------------------------------------------- ---------------------
Signature Date
-------------------------------------------------------- ---------------------
Signature guarantee (if applicable) Date
(b) CUSTODIAN ACCEPTANCE (FIRSTAR TRUST COMPANY WILL COMPLETE THIS PORTION):
Firstar Trust Company hereby agrees to accept the transfer described above
and upon receipt will deposit the proceeds in the Heartland Funds
403(b)(7) Custodial Account established on behalf of the Employee.
-------------------------------------------------------- ---------------------
Authorized signature Date
INSTRUCTIONS TO TRANSFEROR INVESTMENT PROVIDER
Please prepare a check representing liquidation of the investment
referenced above and send it to:
HEARTLAND FUNDS
C/O FIRSTAR TRUST COMPANY
P. O. BOX 701
MILWAUKEE, WI 53201-0701
To ensure proper credit, please return a copy of this form with the check.
Also, if separate accounting is intended for purposes of compliance with
certain distribution rules, please identify that portion of the transfer for
which separate accounting is requested (for example, that portion of the
transfer that represents the employee's pre-1987 account balance, that portion
of the transfer representing the employee's pre-1989 account balance, or that
portion representing post-1988 salary reduction contributions (excluding
earnings).
