GOVERNMENT EXHIBIT GO-6
Letter of Governing Instructions For Wright Investment Management
WRJGHT INVESTORS' SERVrCE, INC.
Date
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440 Wheelers Farms Road Milford, Connecticut 06461
The undersigned (the "Client") designates Wright Inve stors' Service. loco (the "Advisor") to direct at the bank, trust company or other custodian approved by the Advisor (the "Custodian") the investment of all property in the Client 's account as provided for in.this Letter of Governing Instructions for Wright Investment Management. REPRESENTATIONS AND WARRANTlES: The Advisor is an investment advisor as that term is defined in the Investment Adviser's Act of 1940 (the "Act ") and registered with the Securities and Exchange Commission as provided for in that Act. The Advisor will use its best efforts in the investment management of the Client'S account but is not liable for losses resulting from actions taken or omitted unless such actions are the result of a breach of the Advisor's fiduciary responsibilities or a violation of the securities laws of the United States.
PURCHASE AND SALE OF SECURITIES: The Client appoints the Advisor agent for the Client and authorizes and instructs the Advisor La purchase and sell. in the Advisor's sole and absolute discretion,
Securities for the Client's account which the Advisor deems advisable and which conform to any written investment guidelines or policies of the Client attached to and made part of this Agreement. For purposes of this Agreement. the term "Securities" includes: Stocks and fixed income instruments meeting the quality requirements of the Advisor, Funds or investment company shares managed or selected by the Advisor, Deposits in and fixed income obligations of any bank or financial corporation operating under the laws of the United States or other governments. and Other securities which the Client may deposit or authorize in writing. The Client recognizes that all investments are subject to varying degrees of risk and that the Advisor makes no representation that Securities bought will be profitable. PaSI performance of the Advisor is nOI a guarantee of future resu lts.
GENERAL INVESTMENT AND IRA ACCOUNTS
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DEPOSITS & WlTIfDRA WALS: The Client will notify the Advisor in writing of all cash and Securities deposited in or withdrawn hom the Client's account. The Advisor, however, is authorized to rely and act only upon written or oral notification by the Custodian of such deposits or withdrawals. The Advisor is authorized, but not required, to act on the Client 's oral instructions except the Advisor is only authorized to act on the Client's oral withdrawal inst ru ctions when the instruction is to direct the Custodian to pay the withdrawal directly to the Client or an account in the Client's name. The Advisor may only direct other withdrawal instructions by forwarding the Client 's written authorization to the Cu stod ian. The Client recognizes that premature withdrawal of amounts held by the Custodian pursuant 10 the terms of certain investment contracts, including variable annuities. individual retirement accounts or qualified retirement plans, are subject to substantial penalties imposed by Federal law.
BROKERS AND COMMISSION COSTS: TIle Advisor is authorized to place Securities orders for this account with any broker/dealer that the Advisor considers satisfac to ry for the execution of investment transactions for its clients. If the Custodian is a broker/dealer that the Advisor considers satisfactory. the Client authori zes the Advisor to place buy or sell orders with the Custodian . The Advisor may combine purchase and sale transactions for the Client 's account with similar transactions for other accounts directed by ihe Advisor whenever. in the discretion of the Advisor. it is in the best interests of the Client and other clients of the Ad visor but it does not in any way irnpai r the segregation of the property in the Client's account. The Client recognizes that many of the broker/ dealers with whom the Advisor normally places buy or sell orders also purchase investment services from the Advisor for their own usc or on behalf of their customers , and that some broker/dealers may, in reciprocity for brokerage pl aced with them by the Advisor, also provide the Advisor with specialized services which are utilized in tbe Advisor's investment data collection and analytical processes. The Advisor may place buy or sell orders for this account with such broker/dealers
or with the broker/dealer. if any, who introduced the Client to the Advisor, provided thai such broker/dealer is considered by the Advisor as satis factory for the execution of investment transactions for its cl ients: that th e brokerage commission charges and discounts are substantially the same as those made by other broker/ dealers utilized by the Advisor and DOl excessive in relation to the rates which are generally charged for similar transactions in the securities industry; and that, in the best j ud g m e nt of the Advisor, the best interests of the Client and other clients are not adversely affected. These provisions are believed by the Advisor to be in full compliance with Section 28(e) of the Securit ies Exchange Act of 1934.
LIM1TED POWER OF ATTORNEY: This Agreement constitutes a continuing Power of Attorney applying and limited to any and all future transacti ons relating to the Client's account. This Power of Allorney designates the Advisor as Agent, subject to the orden; and instructions contained in this Agreement. This Power of Attorney shall not be affected by any change in the Client's organization, and shall continue in effect until the Advisor receives written notification (rom the Client that this Power of Attorney has been revoked. The Advisor as Agent will always act and bind the undersigned upon the instruction of its president or of anyone of its officers or employees, as from lime to time designated for this purpose by its presiden!.
VERLFICATrON OF STATEMENTS: The Client authorizes the Advisor, as Agent of the Client , to receive information from the Custodian for the purp ose of reconciling reports prepared by the Custodian in response to any transactions or actions by the Custo d ian for, or purporting to be for, the Client' s account.
REPORTS: At least quarterly the Advisor wi ll provide to (he Client a financial report of the Client's account. Accordingly, the Client hereby waives the right to receive a separate confirmat ion of each transaction in the account, uruil such time as the Client may provide the Advisor with written notice to the contrary. At other times considered reasonable by the Advisor, the Advisor will provide. at the Client 's request,
additional information and advice to the Client regarding the Client's account.
PROXIES & OTHER DOCUMENTS: The Client hereby authorizes the Advisor to vote any proxy solicited by the issuer of any securities held in the Client's account, such voting to be in accordance with the Advisor's Policy on Proxy Voting. The Advisor, as Agent for tbe Client, may also receive such other documents relating to this account as the Client may instruct the Custodian or broker to send to the Advisor. SPECIAL INSTRUCTIONS: Thi s Account will be invested in The Wright Interna tional Blue Chip Equ ities Fund. As of December 31, 2006 , the total operating expense of the Fund was 137 basis points , so me of which may be paid [0 the principal underwriter or other brokers for assistance in distribution or shareholder services. The total operating expense of tbe Fund may fluctuate depending upon the amount of assets in the Fund. The Advisor will not charge the Client a separate fee for assets invested in the Fund. The Client may submit additional special instruclions to the Advisor ar any Lime. Special instructions become part of this Agreement only upon written acceptance by the Advisor. Except as provided elsewhere in this Agreement, the Advisor is authorized, bUI not required. to act upon (he Client's oral special
NOTICES: The Advisor is not bound by any notice of or demand made with respect to this Agreement unless such notice or demand is in writing to the Advisor and signed by the Client or the Client's legal representative. The Advisor may rely conclusively and is protected in acting upon any written or oral notice request, consent, instruction or other instrument belicved by the Advisor in good faith to be genuine or signed by the proper person or duly authorized or properly made. SEVERABILITY: If any term of this Agreement is construed as invalid or unenforceable, the remainder of this Agreement shall not be affected by such determination and the remaining terms of this Agreement will be valid and enforceable to the full extent of the law. GOVERNING LAW: This Agreement is governed by and construed in accordance wirh the laws of the Stale of New York now in effect or as from time to time amended, unless New York law is preempted by Federal laws theo in effect. The Client acknowledges receipt of the Advisor's Privacy Policy, and irs Disclosure Report in lieu of Part II of SEC Form ADV .
instructions,
ASSIGNMENT: This Agreement may not be assigned by either party without the consent of the other party, and contemporaneous notification of the assignment by either party to the Custodian. [1l1is space is intentionally left blank .] TERMINATION: Client may termi nate this Agreement without penalty within five business days of signing it. This Agreem ent may be terminated by eit he r party upon written notice to the other. The Advisor will direct the Custodian to dispose of the property in the Client's account in accordance with the Client's written directions for disposition of the account. The Advisor will issue a final report as of the terminati on dale of the account .
Social Security or Federal ID:
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Telephone
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Names & Tilles of Those Signing Agreement (please Pnnl)
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(3) Name
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Sig na ture
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Introducer or Service Associate for this Account:
Wright Investors' Service. Inc.
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Custodian
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