BIM Scholarship

BIM Scholarship

Donations

DONATIONS

In most cases, donations are tax-deductible. Consult with your tax professional about that. Under IRS rules, your donation must be to a blind trust, giving you no control over the money other than to insist that the stated rules and purpose of the Fund be carried out. Its is an irrevocable donation. The controlling documents are re-printed below.

Donations may be made to:

B I Moyle Scholarship Fund
c/o Scholarship America
One Scholarship Way, PO Box 297
St Peter, Minnesota 56082-0297

Make your check out to "Scholarship America", and note in the memo line that it is for "B I Moyle Scholarship Fund".

The original documents creating the Scholarship Fund and Program are re-printed below.

Management Contract (Description, Calendar, Costs) | Program Description | Fund Agreement

   MANAGEMENT CONTRACT

BI Moyle Scholarship Fund
BIM Scholarship Program
Management Contract

This contract is entered into by and between BI Moyle Scholarship Fund and its Representative
and Scholarship America, Inc. as of December 30, 2004

This contract will continue from year to year. The program will be reviewed annually. Specific
program changes may be negotiated between the two parties. Program costs for awards and
fees will be paid from earnings of the Fund.

Exhibits A, B, and C contain details of the program description, calendar for implementation,
and program costs.

PROGRAM RESPONSIBILITIES

Mike Moyle will assume responsibility for:
1. Specification of the eligibility guidelines for the BIM Scholarship Program,
2. Providing funds to establish an endowment fund with Scholarship America to provide the
full amount of the scholarship distribution and management fee.
3. Providing biographical information about the person in whose honor the program is
established,
4. Design and production of marketing materials to promote program,
5. Approval of application materials before production,
6. Providing Scholarship America with a list of full-time employees of BI Moyle
Associates, Inc. on July 26, 2001 who are not named as beneficiaries in Ben Moyle’s
will,
7. Providing Scholarship America with a list of companies that are licensed users of BI
Moyle Inc. products, and
8. Distribution of application materials and promotion of program to targeted groups.

Scholarship America will assume responsibility for all other program functions including:
1. Management of the scholarship program according to the conditions outlined in the
program description,
2. Design of application form and sending electronically to Mike Moyle,
3. Approval of marketing materials to promote the program,
4. Receipt, acknowledgment, and processing of all application materials,
5. Evaluation of applications,
6. Selection of annual recipient,
7. Notification to Mike Moyle of award recipient,
8. Notification of recipient,
9. Notification of nonrecipients,
10. Confirmation of school enrollment,
11. Transferring funds from the BI Moyle Scholarship Fund to pay program costs and
management fees,
12. Payment of award to student recipient on behalf of the BI Moyle Scholarship Fund,
13. Acknowledgement of contributions to the fund of $250 or more,
14. Providing management reports to summarize program activity and results, and
15. All communication necessary for the smooth management of the scholarship program.

PROGRAM MONEYS

Scholarship America agrees that all moneys (excluding fees and expenses) received by it from
the BI Moyle Scholarship Fund as Program moneys will be applied for the payment of
scholarship awards pursuant to the terms of the Program.

IN WITNESS WHEREOF, the parties have executed this contract on the day and date first
written above.

___(signed)________________        ______(signed)__________________
Mike Moyle                                             Marilyn E. Rundell
Donor’s Representative                        Vice President
                                                                Scholarship America

Management Contract (Description, Calendar, Costs) | Program Description | Fund Agreement

Exhibit A
2005
BIM Scholarship Program
Program Description
THE PROGRAM

The program will be called the BIM Scholarship Program.

The purpose of the Program is to memorialize Ben Moyle by providing an annual scholarship
available to his former employees and to their children and descendants and, for a limited time, to
members of his profession.

The sponsor will be the BI Moyle Scholarship Fund.

ELIGIBILITIES

Applicants must be high school seniors or graduates who plan to enroll or students who are
already enrolled in a full-time or part-time (6 credits or more) undergraduate or graduate course of
study at an accredited two- or four-year college, university, or vocational-technical school.
Applicants must meet the criteria stated in one of the priority groups listed below.

Recipients will be chosen from the following groups of people, according to the following
priorities:

First priority group: Full-time employees of BI Moyle Associates, Inc. of Edina, Minnesota
on July 26, 2001, who otherwise qualify. Any beneficiaries named in Ben Moyle’s will are
excluded from this group.

Second priority group: If no persons from the first priority group apply in any year, then the
award will be given to any children or other direct or adopted descendents, who otherwise
qualify, of all employees described above. Any beneficiaries named in Ben Moyle's will are
excluded from this group, but their children and descendents are not excluded if such
children or descendants are not named in the will.

If in any year prior to the year 2015 there is no qualified applicant from the above two groups,
then a candidate may be selected from the following described group:

Third priority group: All persons who were employed on July 26, 2001 by companies who
were licensed users of BI Moyle Associates Inc. products on July 26,2001 and worked as a
VSE programmer. VSE in this context means the "Disk Operating System Virtual Storage
Enhanced" programming language for IBM mainframe computers. This third priority group
will have no consideration in 2015 and subsequent years.

AWARDS

The program will utilize standard Scholarship America recipient selection procedures including the
consideration of past academic performance and future potential, leadership and participation in
school and community activities, work experience, statement of career and educational
aspirations and goals, unusual personal or family circumstances, and an outside appraisal. These
standards will be used to set minimum requirements for purposes of determining eligibility, and
will be used within each priority group to select the most qualified applicant.

Financial need is not a requirement for qualification of a recipient but may be used as criteria in
choosing between equal candidates within the same priority groups.

The authorized distribution for one new award each year is up to the full amount of earnings in
the fund (less administration fees and an appropriate adjustment for inflation.) Amount will vary
from year to year based on earnings and will be rounded to the nearest $25. For 2005 only,
funds from the principal of the Fund may be used to provide a distribution equal to the amount
that, in the judgment of Scholarship America based on the performance of similar funds, would
have been earned (less fees and adjustments) if the Fund had been in existence for a full fiscal
year.

In years when no candidate applies who meets the eligibility criteria or when earnings in the
fund are insufficient to provide an award (less than $2,000) the earnings for that year will remain
in the fund.

Full-time students will always be given preference in the selection process, within each priority
group. If a part-time student is the selected recipient, the award must be proportionate to the
ratio between the credits taken and a normal full-time credit load. If a part-time student recipient
is chosen, then a second award of the remaining amount may be awarded that year at the
discretion of the administrator and as best suits the purpose of the fund, in the administrator’s
judgment.

Awards are not renewable; however, students may reapply to the program each year they meet
eligibility requirements. Past recipients will not be given preference over new candidates.

Awards may be used for undergraduate or graduate study.

Management Contract (Description, Calendar, Costs) | Program Description | Fund Agreement

Exhibit B

2005
BIM Scholarship Program
Calendar for Implementation

2005

February 1 Scholarship America submits program description, calendar,
contract, and fund agreement to Mike Moyle for approval.

February 7 Mike Moyle signs fund agreement and contract with Scholarship
America for management of the program.

February 14 Mike Moyle sends funds to establish the scholarship fund.
Scholarship America acknowledges all contributions of $250 or
more.

Mike Moyle sends to Scholarship America lists of (1) full-time
employees of BI Moyle Associates, Inc. on July 26, 2001, who are
not named as beneficiaries in Ben Moyle’s will, and (2) companies
and their addresses, phone numbers and contact names of
licensed users of BI Moyle Inc. products.

Week of February 14 Scholarship America drafts application form and sends to Mike
Moyle for review.

Week of February 14 Mike Moyle drafts marketing materials and sends to Scholarship
America for approval.

Week of February 21 Approval of application and marketing materials.

Preparation of application and marketing materials.

Week of March 14 Mike Moyle distributes application materials and promotes the
program to targeted group of applicants.

May 1 Application postmark deadline.

June 1 Scholarship America notifies Mike Moyle of award recipient.

June 8 Scholarship America sends congratulatory letter to student recipient
with a return mailer for verifying enrollment.

June 8 Scholarship America notifies nonrecipients.

June Scholarship America provides program summary and management
reports.

July Management fee for the program and scholarship award amount is
withdrawn from scholarship fund.

August 15 Scholarship America mails first-half scholarship check to student
recipient. Check is made payable to the institution for the student.

December 15 Scholarship America mails second-half scholarship check to
student recipient. Check is made payable to the institution for the
student.

Management Contract (Description, Calendar, Costs) | Program Description | Fund Agreement

Exhibit C
2005
BIM Scholarship Program
Program Costs/Payment Schedule

Awards Fees

PROGRAM COSTS

Amount of authorized new annual distribution Based on amount of Fund earnings

Minimum management fee $700
(For this fee Scholarship America will process
up to 25 applications. A screening fee of $10
each will be charged for all applications in
excess of 25.)

Customized application form $100
Management fee, application fee, and award amount
will be deducted from interest earnings.

Management Contract (Description, Calendar, Costs) | Program Description | Fund Agreement

FUND AGREEMENT

Agreement to Establish
an Endowed Scholarship Fund
with Scholarship America

BI Moyle Scholarship Fund

Purpose: To establish an endowed scholarship program (hereafter identified as "Program") for:
Employees of BI Moyle Associates, Inc. and their dependents, former employees of BI Moyle
Associates and their dependents, members of the World Alliance of VSE/VM (WAVV) trade
association, and employees of companies who are licensed users of BI Moyle Associates Inc.
products as outlined in the attached BIM Scholarship Program description and terms of
management.

Agreement: The Donors' Representative, Mike Moyle, (hereafter identified as "Donor") hereby agrees to
transfer to Scholarship America, a 501(c)(3) nonprofit organization, the sum of $146,000 for the
purpose of establishing the BI Moyle Scholarship Fund (hereafter identified as "Fund") in
accordance with the terms and conditions herein contained.

1. Scholarship America shall establish the assets of the Fund as an identifiable endowed fund within the
accounting records of Scholarship America.

2. Scholarship America shall invest all assets of the Fund in a prudent manner. Investments shall be made in
accordance with policies established by Scholarship America's Governing Board.

3. Additional contributions may be made to Scholarship America to increase the Fund.

4. Scholarship America shall manage the Fund and distribute the annual income of the Fund to provide
scholarships substantially in accordance with the Program description and terms of management.

5. Scholarship America shall provide an annual report to the Donors' Representative or designee including
income, contributions, distributions, and asset balance of the Fund.

6. As compensation for its services hereunder, Scholarship America shall be entitled to receive from the
earnings of the Fund for its own account (a) an annual investment administration fee of 0.5% of the
principal of the Fund, and (b) the annual management fee for the program consistent with Scholarship
America's standard management fee. The Donor at his sole discretion, may elect to pay such fees directly
to Scholarship America for any year.

7. The Donors' Representative reserves the right to suggest changes that modify or amend the scope,
terms, or conditions of the Program hereby administered by Scholarship America. The Program will be
reviewed annually. Specific program changes may be suggested by Scholarship America. After a
period of five (5) years, Scholarship America may review and revise individual scholarship award
amounts to reflect and keep pace with changes in school costs and review and revise management fees
to reflect current fees for services. The Donors' Representative shall consult with Scholarship America
regarding any of such changes or amendments and shall give reasonable notice sufficient to allow
Scholarship America to change its policies and procedures in the administration of the Program.
Suggested changes and amendments put forth by the Donors' Representative will ordinarily be honored
by Scholarship America provided the requests are consistent with the stated purposes of the Program,
IRS requirements, and Scholarship America policies. If requested by the Donors' Representative,
Scholarship America will provide a written response to the Donors' Representative as to why a proposed
change or amendment was not accepted.

8. In the event the Program and stated purpose of the contribution cease to exist, or in the event Scholarship
America ceases operations or otherwise determines that it is unwilling to continue management of the
program, all funds will be transferred to another scholarship management organization or the University of
Minnesota, provided such organization is recognized as exempt under Section 501(c)(3) of the Code at
such time, or to some other similar program of an appropriate nonprofit entity exempt from tax as an
organization described in Section 501(c)(3), as determined by Scholarship America. Although the
decision is the sole discretion of Scholarship America, the Donors' Representative has the right to suggest
recipients of the funds. Such suggestions will be honored provided they are consistent with the stated
purposes of the Program, IRS requirements, and Scholarship America policies.

9. In no event shall any moneys of the Fund be returned to the Donor or any donor.

10. The Program is intended to award scholarships as a result of a true competition for such grants. As such,
the Program will operate within the spirit of Rev. Proc. 76-47, 1976-2 C.B. 670.

11. Scholarship America and the Donor agree that any funds received by Scholarship America from the
Donors are the exclusive property of Scholarship America.

12. The investment and management of the assets of the Fund will not violate any of the provisions of
Scholarship America's governing instruments or any contract or other agreement with any third party.

13. Scholarship America shall cause to be furnished to the Donors' Representative periodic management and
financial reports concerning the management of the Program and investment of all funds subject to such
Fund. Scholarship America shall provide such reports on a periodic basis consistent with reporting with
regard to its other scholarship programs managed for third parties, except that, upon written request of the
Donors' Representative, Scholarship America agrees to use its best efforts to provide any special reports
as may be requested by the Donors' Representative at the Donors' Representative's expense.
Scholarship America will make available its books and records with regard to the management of the BI
Moyle Scholarship Fund and investment of the funds subject to such Fund to Donors' Representative at
reasonable times and upon reasonable written notice.

14. This agreement may not be assigned or transferred by Scholarship America.

15. All notices, requests, or other communications which may be or are required to be given by either
Scholarship America, the Donors' Representative to the other hereunder shall be in writing and shall be
deemed sufficiently given, made, or delivered on the date the same is sent by United States mail, postage
prepaid, addressed to the parties as herein below provided. Receipt of a party of any such communication
shall be deemed sufficiently effected on the date actually received by the receiving party. For purposes
hereof, each party's mailing address shall be as follows:

Mike Moyle                                         Scholarship America
                                                            One Scholarship Way
5009 Wyoming Street                      PO Box 297
Duluth, MN 55814                             Saint Peter, Minnesota 56082
(218) 525-2894                                 507) 931-1682

Either party may notify the other of such other address to which such notices, requests, or other
communications shall be sent.

16. Scholarship America represents that it has experience in managing programs of the type and kind herein
contemplated and will assign staff and resources sufficient to administer promptly and efficiently the
Program and take custody, control, and invest the funds which are to be subject to the Fund. Scholarship
America shall perform its duties hereunder in a manner consistent with the successful management of
scholarship programs managed and administered in past years.

______________________ ______________________________
Date Donors' Representative

______________________
Date Marilyn E. Rundell
Vice President
Scholarship America