Common use of TRUST DISCLAIMER Clause in Contracts

TRUST DISCLAIMER. Neither the shareholders, trustees, officers, employees and other agents of any Borrower or Fund shall be personally bound by or liable for any indebtedness, liability or obligation hereunder or under the Note nor shall resort be had to their private property for the satisfaction of any obligation or claim hereunder. If this letter correctly reflects your agreement with us, please execute both copies hereof and return one to us, whereupon this Agreement shall be binding upon the Borrowers (not in their individual capacities, but on behalf of and for the benefit of their respective Funds listed on SCHEDULE A hereto) and the Bank. Sincerely, BANK OF AMERICA, N.A. By: /S/ JOAN D'AMICO ------------------- Xxxx D'Amico, Managing Director Signature to the Facility Agreement Letter dated January 10, 2002, between USAA Mutual Fund, Inc., USAA Investment Trust, USAA Tax Exempt Fund, Inc., and USAA State Tax-Free Trust (not in their individual capacities, but on behalf of and for the benefit of the series of funds set forth on SCHEDULE A hereto) and Bank of America, N.A. AGREED AND ACCEPTED: USAA MUTUAL FUND, INC., on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to this Agreement By: /S/ CHRISTOPHER W. CLAUS --------------------------- Christopher W. Claus, President XXXX XXXXXXXXXX XXXST, on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to this Agreement By: /S/ CHRISTOPHER W. CLAUS ---------------------------- Christopher W. Claus, President XXXX XXX XXXXXX XXXD, INC., on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to this Agreement By: /S/ CHRISTOPHER W. CLAUS ------------------------ Christopher W. Claus, President XXXX XXXXX XXX-XXXX TRUST, on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to this Agreement By: /S/ CHRISTOPHER W. CLAUS ------------------------- Christopher W. Claus, President. SCHEDULE A FUNDS FOR WHOSE BENEFIT LOANS CAN BE BORROWED UNDER FACILITY AGREEMENT AND BORROWING LIMIT BORROWER FUNDS MAXIMUM PERCENT OF THE TOTAL ASSETS WHICH CAN BE BORROWED UNDER FACILITY AGREEMENT AND OTHER FACILITY USAA Mutual Fund, Inc. USAA Aggressive Growth 25% USAA Growth & Income 25 USAA Income Stock 25 USAA Short-Term Bond 25 USAA Money Market 25 USAA Growth 25 USAA Income 25 USAA S&P 500 Index 25 USAA Science & Technology 25 USAA First Start Growth 25 USAA High Yield Opportunities 25 USAA Intermediate-Term Bond 25 USAA Small Cap Stock 25 USAA Extended Market Index 25 USAA Nasdaq-100 Index 25 USAA Global Titans Index 25 USAA Capital Growth 25 USAA Value 25 USAA Investment Trust USAA Cornerstone Strategy 25 USAA Gold 25 USAA International 25 USAA World Growth 25 USAA GNMA Trust 25 USAA Treasury Money Market Trust 25 USAA Emerging Markets 25 USAA Growth and Tax Strategy 25 USAA Growth Strategy 25 USAA Income Strategy 25 USAA Balanced Strategy 25 USAA Tax Exempt Fund, Inc.USAA Long-Term 15 USAA Intermediate-Term 15 USAA Short-Term 15 USAA Tax Exempt Money Market 15 USAA California Bond 15 USAA California Money Market 15 USAA New York Bond 15 USAA New York Money Market 15 USAA Virginia Bond 15 SCHEDULE A USAA Virginia Money Market 15 USAA State Tax-Free Trust USAA Florida Tax-Free Income 15 USAA Florida Tax-Free Money Market 15 SCHEDULE A EXHIBIT A MASTER GRID PROMISSORY NOTE U.S. $100,000,000 Dated: January 10, 2002 FOR VALUE RECEIVED, each of the undersigned (each a "BORROWER" and collectively the "BORROWERS"), severally and not jointly, and not in their individual capacities, but on behalf of and for the benefit of the series of funds comprising each such Borrower as listed on SCHEDULE A to the Agreement as defined below (each a "FUND" and collectively the "FUNDS") promises to pay to the order of BANK OF AMERICA, N.A. (the "BANK") at the Bank's office located at 901 Main Street, Dallas, Dallas Xxxxxx, Xxxxx 00000, xx xxxxxx xxxxx xx xxx Xxxxxx Xtates of America, in immediately available funds, the principal amount of all Loans made by the Bank to such Borrower for the benefit of the applicable Funds under the Facility Agreement Letter dated January 10, 2002 (as amended or modified, the "AGREEMENT"), among the Borrowers and the Bank, together with interest thereon at the rate or rates set forth in the Agreement. All payments of interest and principal outstanding shall be made in accordance with the terms of the Agreement. This Note evidences Loans made pursuant to, and is entitled to the benefits of, the Agreement.Terms not defined in this Note shall be as set forth in the Agreement. The Bank is authorized to endorse the particulars of each Loan evidenced hereby on the attached Schedule and to attach additional Schedules as necessary, provided that the failure of the Bank to do so or to do so accurately shall not affect the obligations of any Borrower (or the Fund for whose benefit it is borrowing) hereunder. Each Borrower waives all claims to presentment, demand, protest, and notice of dishonor. Each Borrower agrees to pay all reasonable costs of collection, including reasonable attorney's fees in connection with the enforcement of this Note. The Bank hereby agrees (i) that any claim, liability, or obligation arising hereunder or under the Agreement whether on account of the principal of any Loan, interest thereon, or any other amount due hereunder or thereunder shall be satisfied only from the assets of the specific Fund for whose benefit a Loan is borrowed and in any event in an amount not to exceed the outstanding principal amount of any Loan borrowed for such Fund's benefit, together with accrued and unpaid interest due and owing thereon, and such Fund's share of any other amount due hereunder and under the Agreement (as determined in accordance with the provisions of the Agreement) and (ii) that no assets of any Fund shall be used to satisfy any claim, liability, or obligation arising hereunder or under the Agreement with respect to the outstanding principal amount of any Loan borrowed for the benefit of any other Fund or any accrued and unpaid interest due and owing thereon or such other Fund's share of any other amount due hereunder and under the Agreement (as determined in accordance with the provisions of the Agreement). Neither the shareholders, trustees, officers, employees and other agents of any Borrower or Fund shall be personally bound by or liable for any indebtedness, liability or obligation hereunder or under the Note nor shall resort be had to their private property for the satisfaction of any obligation or claim hereunder. This Note shall be governed by the laws of the state of Texas. [REMAINDER OF PAGE INTENTIONALLY BLANK. EXHIBIT A SIGNATURE PAGE(S) FOLLOW]. EXHIBIT A Signature to the Master Grid Promissory Note dated January 10, 2002, by USAA Mutual Fund, Inc., USAA Investment Trust, USAA Tax Exempt Fund, Inc., and USAA State Tax-Free Trust (not in their individual capacities, but on behalf of and for the benefit of the series of funds set forth on SCHEDULE A to the Agreement) payable to Bank of America, N.A. USAA MUTUAL FUND, INC., on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to the Agreement By: /S/ CHRISTOPHER W. CLAUS ------------------------- Christopher W. Claus, President USAA INVESTMENT TRUST, on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to the Agreement By: /S/ CHRISTOPHER W. CLAUS -------------------------- Christopher W. Claus, President USAA TAX EXEMPT FUND, INC., on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to the Agreement By: /S/ CHRISTOPHER W. CLAUS -------------------------- Christopher W. Claus, President USAA STATE TAX-FREE TRUST, on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to the Agreement By: /S/ CHRISTOPHER W. CLAUS --------------------------- Christopher W. Claus, President.

TRUST DISCLAIMER. Neither the shareholders, trustees, officers, employees and other agents of any Borrower or Fund shall be personally bound by or liable for any indebtedness, liability or obligation hereunder or under the Note nor shall resort be had to their private property for the satisfaction of any obligation or claim hereunder. If this letter correctly reflects your agreement with us, please execute both copies hereof and return one to us, whereupon this Agreement shall be binding upon the Borrowers (Borrowers, not in their individual capacitiescapacity, but on behalf of and for the benefit of their respective Funds listed on SCHEDULE A hereto) , and the BankCAPCO. Sincerely, BANK OF AMERICA, N.A. USAA CAPITAL CORPORATION By: /S/ JOAN D'AMICO ------------------- EDWIN T. MCQUISTON ------------------------ Edwin T. McQuiston Senior Xxxx D'Amico, Managing Director Signature to the Facility Agreement Letter dated January 10Xxxxxxxxx-Xxeasurer AGREED AND ACCEPTED this 09th day of January, 2002, between USAA Mutual Fund, Inc., USAA Investment Trust, USAA Tax Exempt Fund, Inc., and USAA State Tax-Free Trust (not in their individual capacities, but on behalf of and for the benefit of the series of funds set forth on SCHEDULE A hereto) and Bank of America, N.A. AGREED AND ACCEPTED: . USAA MUTUAL FUND, INC., on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to this Agreement By: /S/ CHRISTOPHER W. CLAUS --------------------------- -------------------------- Christopher W. Claus, President XXXX XXXXXXXXXX XXXSTClaus Presxxxxx USAA INVESTMENT TRUST, on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to this Agreement By: /S/ CHRISTOPHER W. CLAUS ---------------------------- -------------------------- Christopher W. Claus, President Claus Presxxxxx XXXX XXX XXXXXX XXXDXXXMPT FUND, INC., on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to this Agreement By: /S/ CHRISTOPHER W. CLAUS ------------------------ -------------------------- Christopher W. Claus, President Claus Presxxxxx XXXX XXXXX XXXTAX-XXXX FREE TRUST, on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to this Agreement By: /S/ CHRISTOPHER W. CLAUS ------------------------- -------------------------- Christopher W. Claus, President. SCHEDULE A FUNDS FOR WHOSE BENEFIT LOANS CAN BE BORROWED UNDER FACILITY AGREEMENT AND BORROWING LIMIT BORROWER FUNDS MAXIMUM PERCENT OF THE TOTAL ASSETS WHICH CAN BE BORROWED UNDER FACILITY AGREEMENT AND OTHER FACILITY USAA Mutual Fund, Inc. USAA Aggressive Growth 25% USAA Growth & Income 25 USAA Income Stock 25 USAA Short-Term Bond 25 USAA Money Market 25 USAA Growth 25 USAA Income 25 USAA S&P 500 Index 25 USAA Science & Technology 25 USAA First Start Growth 25 USAA High Yield Opportunities 25 USAA Intermediate-Term Bond 25 USAA Small Cap Stock 25 USAA Extended Market Index 25 USAA Nasdaq-100 Index 25 USAA Global Titans Index 25 USAA Capital Growth 25 USAA Value 25 USAA Investment Trust USAA Cornerstone Strategy 25 USAA Gold 25 USAA International 25 USAA World Growth 25 USAA GNMA Trust 25 USAA Treasury Money Market Trust 25 USAA Emerging Markets 25 USAA Growth and Tax Strategy 25 USAA Growth Strategy 25 USAA Income Strategy 25 USAA Balanced Strategy 25 USAA Tax Exempt Fund, Inc.USAA Long-Term 15 USAA Intermediate-Term 15 USAA Short-Term 15 USAA Tax Exempt Money Market 15 USAA California Bond 15 USAA California Money Market 15 USAA New York Bond 15 USAA New York Money Market 15 USAA Virginia Bond 15 SCHEDULE A USAA Virginia Money Market 15 USAA State Tax-Free Trust USAA Florida Tax-Free Income 15 USAA Florida Tax-Free Money Market 15 SCHEDULE A EXHIBIT A MASTER GRID PROMISSORY NOTE U.S. $100,000,000 Dated: January 10, 2002 FOR VALUE RECEIVED, each of the undersigned (each a "BORROWER" and collectively the "BORROWERS"), severally and not jointly, and not in their individual capacities, but on behalf of and for the benefit of the series of funds comprising each such Borrower as listed on SCHEDULE A to the Agreement as defined below (each a "FUND" and collectively the "FUNDS") promises to pay to the order of BANK OF AMERICA, N.A. (the "BANK") at the Bank's office located at 901 Main Street, Dallas, Dallas Xxxxxx, Xxxxx 00000, xx xxxxxx xxxxx xx xxx Xxxxxx Xtates of America, in immediately available funds, the principal amount of all Loans made by the Bank to such Borrower for the benefit of the applicable Funds under the Facility Agreement Letter dated January 10, 2002 (as amended or modified, the "AGREEMENT"), among the Borrowers and the Bank, together with interest thereon at the rate or rates set forth in the Agreement. All payments of interest and principal outstanding shall be made in accordance with the terms of the Agreement. This Note evidences Loans made pursuant to, and is entitled to the benefits of, the Agreement.Terms not defined in this Note shall be as set forth in the Agreement. The Bank is authorized to endorse the particulars of each Loan evidenced hereby on the attached Schedule and to attach additional Schedules as necessary, provided that the failure of the Bank to do so or to do so accurately shall not affect the obligations of any Borrower (or the Fund for whose benefit it is borrowing) hereunder. Each Borrower waives all claims to presentment, demand, protest, and notice of dishonor. Each Borrower agrees to pay all reasonable costs of collection, including reasonable attorney's fees in connection with the enforcement of this Note. The Bank hereby agrees (i) that any claim, liability, or obligation arising hereunder or under the Agreement whether on account of the principal of any Loan, interest thereon, or any other amount due hereunder or thereunder shall be satisfied only from the assets of the specific Fund for whose benefit a Loan is borrowed and in any event in an amount not to exceed the outstanding principal amount of any Loan borrowed for such Fund's benefit, together with accrued and unpaid interest due and owing thereon, and such Fund's share of any other amount due hereunder and under the Agreement (as determined in accordance with the provisions of the Agreement) and (ii) that no assets of any Fund shall be used to satisfy any claim, liability, or obligation arising hereunder or under the Agreement with respect to the outstanding principal amount of any Loan borrowed for the benefit of any other Fund or any accrued and unpaid interest due and owing thereon or such other Fund's share of any other amount due hereunder and under the Agreement (as determined in accordance with the provisions of the Agreement). Neither the shareholders, trustees, officers, employees and other agents of any Borrower or Fund shall be personally bound by or liable for any indebtedness, liability or obligation hereunder or under the Note nor shall resort be had to their private property for the satisfaction of any obligation or claim hereunder. This Note shall be governed by the laws of the state of Texas. [REMAINDER OF PAGE INTENTIONALLY BLANK. EXHIBIT A SIGNATURE PAGE(S) FOLLOW]. EXHIBIT A Signature to the Master Grid Promissory Note dated January 10, 2002, by USAA Mutual Fund, Inc., USAA Investment Trust, USAA Tax Exempt Fund, Inc., and USAA State Tax-Free Trust (not in their individual capacities, but on behalf of and for the benefit of the series of funds set forth on SCHEDULE A to the Agreement) payable to Bank of America, N.A. USAA MUTUAL FUND, INC., on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to the Agreement By: /S/ CHRISTOPHER W. CLAUS ------------------------- Christopher W. Claus, President USAA INVESTMENT Claus Presxxxxx XXXX XXXX XXVESTMENT TRUST, on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to the this Agreement By: /S/ CHRISTOPHER W. CLAUS JAMES M. MIDDLETON -------------------------- Christopher W. Claus, President USAA TAX EXEMPT FUND, INC., on behalf of and for the benefit of its series of Funds as set forth on James M. Middleton Presidxxx ..000000 SCHEDULE A to FUNDS FOR WHOSE BENEFIT LOANS CAN BE BORROWED UNDER FACILITY AGREEMENT AND BORROWING LIMIT Borrower Funds Maximum Percent of the Total Assets Which Can Be Borrowed Under Facility Agreement By: /S/ CHRISTOPHER W. CLAUS -------------------------- Christopher W. ClausWith CAPCO USAA Mutual Fund, President Inc. USAA STATE TAXAggressive Growth 5% of Total Assets USAA Growth & Income " USAA Income Stock " USAA Short-FREE TRUST, on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to the Agreement By: /S/ CHRISTOPHER W. CLAUS --------------------------- Christopher W. Claus, President.Term Bond " USAA Money Market " USAA Growth " USAA Income " USAA S&P 500 Index " USAA Science & Technology " USAA First Start Growth " USAA High Yield Opportunities " USAA Intermediate-Term Bond " USAA Small Cap Stock " USAA Extended Market Index " USAA Nasdaq-100 Index " USAA Global Titans Index " USAA Capital Growth " USAA Value "

TRUST DISCLAIMER. Neither the shareholders, trustees, officers, employees and other agents of any Borrower or Fund shall be personally bound by or liable for any indebtedness, liability or obligation hereunder or under the Note nor shall resort be had to their private property for the satisfaction of any obligation or claim hereunder. If this letter correctly reflects your agreement with us, please execute both copies hereof and return one to us, whereupon this Agreement shall be binding upon the Borrowers (not in their individual capacities, but on behalf of and for the benefit of their respective Funds listed on SCHEDULE A hereto) and the Bank. Sincerely, BANK OF AMERICA, N.A. By: /S/ JOAN D'AMICO ------------------- Xxxx ------------------ Joan D'Amico, Managing Director Signature to the Facility Agreement Letter dated January 1011, 20022001, between USAA Mutual Fund, Inc., USAA Investment Trust, USAA Tax Exempt Fund, Inc., and USAA State Tax-Free Trust (not in their individual capacities, but on behalf of and for the benefit of the series of funds set forth on SCHEDULE A hereto) and Bank of America, N.A. AGREED AND ACCEPTED: USAA MUTUAL FUND, INC., on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to this Agreement By: /S/ CHRISTOPHER W. CLAUS --------------------------- Christopher W. ClausMICHAEL J. C. ROTH ---------------------------- Michael J. C. Roth, President XXXX USXX XXXXXXXXXX XXXST, on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to this Agreement By: /S/ CHRISTOPHER W. CLAUS ---------------------------- Christopher W. ClausMICHAEL J. C. ROTH ------------------------------- Michael J.C. Roth, President XXXX USAX XXX XXXXXX XXXDXXXX, INC., on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to this Agreement By: /S/ CHRISTOPHER W. CLAUS ------------------------ Christopher W. ClausMICHAEL J. C. ROTH -------------------------------------------- Michael J.C. Roth, President XXXX USAX XXXXX XXX-XXXX XXXE TRUST, on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to this Agreement By: /S/ CHRISTOPHER W. CLAUS ------------------------- Christopher W. ClausMICHAEL J. C. ROTH -------------------------------------------- Michael J.C. Roth, President. President SCHEDULE A FUNDS FOR WHOSE BENEFIT LOANS CAN BE BORROWED UNDER FACILITY AGREEMENT AND BORROWING LIMIT BORROWER FUNDS MAXIMUM PERCENT OF THE TOTAL ASSETS WHICH CAN BE BORROWED UNDER FACILITY AGREEMENT AND OTHER FACILITY USAA Mutual Fund, Inc. USAA Aggressive Growth 25% USAA Growth & Income 25 USAA Income Stock 25 USAA Short-Term Bond 25 USAA Money Market 25 USAA Growth 25 USAA Income 25 USAA S&P 500 Index 25 USAA Science & Technology 25 USAA First Start Growth 25 USAA High Yield Opportunities 25 USAA Intermediate-Term Bond 25 USAA Small Cap Stock 25 USAA Extended Market Index 25 USAA Nasdaq-100 Index 25 USAA Global Titans Index 25 USAA Capital Growth 25 USAA Value 25 USAA Investment Trust USAA Cornerstone Strategy 25 USAA Gold 25 USAA International 25 USAA World Growth 25 USAA GNMA Trust 25 USAA Treasury Money Market Trust 25 USAA Emerging Markets 25 USAA Growth and Tax Strategy 25 USAA Growth Strategy 25 USAA Income Strategy 25 USAA Balanced Strategy 25 USAA Tax Exempt Fund, Inc.Inc. USAA Long-Term 15 USAA Intermediate-Term 15 USAA Short-Term 15 USAA Tax Exempt Money Market 15 USAA California Bond 15 USAA California Money Market 15 USAA New York Bond 15 USAA New York Money Market 15 USAA Virginia Bond 15 SCHEDULE A 10 USAA Virginia Money Market 15 USAA State Tax-Free Trust USAA Florida Tax-Free Income 15 USAA Florida Tax-Free Money Market 15 SCHEDULE A EXHIBIT A MASTER GRID PROMISSORY NOTE U.S. $100,000,000 Dated: January 1011, 2002 2001 FOR VALUE RECEIVED, each of the undersigned (each a "BORROWER" and collectively the "BORROWERS"), severally and not jointly, and not in their individual capacities, but on behalf of and for the benefit of the series of funds comprising each such Borrower as listed on SCHEDULE A to the Agreement as defined below (each a "FUND" and collectively the "FUNDS") promises to pay to the order of BANK OF AMERICA, N.A. (the "BANK") at the Bank's office located at 901 Main Street, Dallas, Dallas Xxxxxx, Xxxxx 00000, xx xxxxxx xxxxx xx xxx Xxxxxx Xtates of America, in immediately available funds, the principal amount of all Loans made by the Bank to such Borrower for the benefit of the applicable Funds under the Facility Agreement Letter dated January 1011, 2002 2001 (as amended or modified, the "AGREEMENT"), among the Borrowers and the Bank, together with interest thereon at the rate or rates set forth in the Agreement. All payments of interest and principal outstanding shall be made in accordance with the terms of the Agreement. This Note evidences Loans made pursuant to, and is entitled to the benefits of, the Agreement.. Terms not defined in this Note shall be as set forth in the Agreement. The Bank is authorized to endorse the particulars of each Loan evidenced hereby on the attached Schedule and to attach additional Schedules as necessary, provided that the failure of the Bank to do so or to do so accurately shall not affect the obligations of any Borrower (or the Fund for whose benefit it is borrowing) hereunder. Each Borrower waives all claims to presentment, demand, protest, and notice of dishonor. Each Borrower agrees to pay all reasonable costs of collection, including reasonable attorney's fees in connection with the enforcement of this Note. The Bank hereby agrees (i) that any claim, liability, or obligation arising hereunder or under the Agreement whether on account of the principal of any Loan, interest thereon, or any other amount due hereunder or thereunder shall be satisfied only from the assets of the specific Fund for whose benefit a Loan is borrowed and in any event in an amount not to exceed the outstanding principal amount of any Loan borrowed for such Fund's benefit, together with accrued and unpaid interest due and owing thereon, and such Fund's share of any other amount due hereunder and under the Agreement (as determined in accordance with the provisions of the Agreement) and (ii) that no assets of any Fund shall be used to satisfy any claim, liability, or obligation arising hereunder or under the Agreement with respect to the outstanding principal amount of any Loan borrowed for the benefit of any other Fund or any accrued and unpaid interest due and owing thereon or such other Fund's share of any other amount due hereunder and under the Agreement (as determined in accordance with the provisions of the Agreement). Neither the shareholders, trustees, officers, employees and other agents of any Borrower or Fund shall be personally bound by or liable for any indebtedness, liability or obligation hereunder or under the Note nor shall resort be had to their private property for the satisfaction of any obligation or claim hereunder. This Note shall be governed by the laws of the state of Texas. [REMAINDER OF PAGE INTENTIONALLY BLANK. EXHIBIT A SIGNATURE PAGE(S) FOLLOW]. EXHIBIT A Signature to the Master Grid Promissory Note dated January 1011, 20022001, by USAA Mutual Fund, Inc., USAA Investment Trust, USAA Tax Exempt Fund, Inc., and USAA State Tax-Free Trust (not in their individual capacities, but on behalf of and for the benefit of the series of funds set forth on SCHEDULE Schedule A to the Agreementhereto) payable to Bank of America, N.A. USAA MUTUAL FUND, INC., on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to the Agreement By: /S/ CHRISTOPHER W. CLAUS ------------------------- Christopher W. ClausMICHAEL J. C. ROTH --------------------------------- Michael J. C. Roth, President USAA INVESTMENT TRUST, on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to the Agreement By: /S/ CHRISTOPHER W. CLAUS -------------------------- Christopher W. ClausMICHAEL J. C. ROTH --------------------------------- Michael J. C. Roth, President USAA TAX EXEMPT FUND, INC., on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to the Agreement By: /S/ CHRISTOPHER W. CLAUS -------------------------- Christopher W. ClausMICHAEL J. C. ROTH ---------------------------------- Michael J. C. Roth, President USAA STATE TAX-FREE TRUST, on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to the Agreement By: /S/ CHRISTOPHER W. CLAUS --------------------------- Christopher W. Claus, President.Agreement

TRUST DISCLAIMER. Neither the shareholders, trustees, officers, employees and other agents of any Borrower or Fund shall be personally bound by or liable for any indebtedness, liability or obligation hereunder or under the Note nor shall resort be had to their private property for the satisfaction of any obligation or claim hereunder. If this letter correctly reflects your agreement with us, please execute both copies hereof and return one to us, whereupon this Agreement shall be binding upon the Borrowers (not in their individual capacities, but on behalf of and for the benefit of their respective Funds listed on SCHEDULE A hereto) and the Bank. Sincerely, BANK OF AMERICA, N.A. By: /S/ JOAN D'AMICO ------------------- Xxxx ------------------ Joan D'Amico, Managing Director D-852586.4 Signature to the Facility Agreement Letter dated January 1011, 20022001, between USAA Mutual Fund, Inc., USAA Investment Trust, USAA Tax Exempt Fund, Inc., and USAA State Tax-Free Trust (not in their individual capacities, but on behalf of and for the benefit of the series of funds set forth on SCHEDULE A hereto) and Bank of America, N.A. AGREED AND ACCEPTED: USAA MUTUAL FUND, INC., on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to this Agreement By: /S/ CHRISTOPHER W. CLAUS --------------------------- Christopher W. ClausMICHAEL J. C. ROTH ---------------------------- Michael J. C. Roth, President XXXX USXX XXXXXXXXXX XXXST, on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to this Agreement By: /S/ CHRISTOPHER W. CLAUS ---------------------------- Christopher W. ClausMICHAEL J. C. ROTH ------------------------------- Michael J.C. Roth, President XXXX USAX XXX XXXXXX XXXDXXXX, INC., on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to this Agreement By: /S/ CHRISTOPHER W. CLAUS ------------------------ Christopher W. ClausMICHAEL J. C. ROTH -------------------------------------------- Michael J.C. Roth, President XXXX USAX XXXXX XXX-XXXX XXXE TRUST, on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to this Agreement By: /S/ CHRISTOPHER W. CLAUS ------------------------- Christopher W. ClausMICHAEL J. C. ROTH -------------------------------------------- Michael J.C. Roth, President. President D-850000.0 SCHEDULE A ---------- FUNDS FOR WHOSE BENEFIT LOANS CAN BE BORROWED UNDER FACILITY AGREEMENT AND BORROWING LIMIT BORROWER FUNDS MAXIMUM PERCENT OF THE TOTAL ASSETS WHICH CAN BE BORROWED UNDER FACILITY AGREEMENT AND OTHER FACILITY USAA Mutual Fund, Inc. USAA Aggressive Growth 25% USAA Growth & Income 25 USAA Income Stock 25 USAA Short-Term Bond 25 USAA Money Market 25 USAA Growth 25 USAA Income 25 USAA S&P 500 Index 25 USAA Science & Technology 25 USAA First Start Growth 25 USAA High Yield Opportunities 25 USAA Intermediate-Term Bond 25 USAA Small Cap Stock 25 USAA Extended Market Index 25 USAA Nasdaq-100 Index 25 USAA Global Titans Index 25 USAA Capital Growth 25 USAA Value 25 USAA Investment Trust USAA Cornerstone Strategy 25 USAA Gold 25 USAA International 25 USAA World Growth 25 USAA GNMA Trust 25 USAA Treasury Money Market Trust 25 USAA Emerging Markets 25 USAA Growth and Tax Strategy 25 USAA Growth Strategy 25 USAA Income Strategy 25 USAA Balanced Strategy 25 USAA Tax Exempt Fund, Inc.Inc. USAA Long-Term 15 USAA Intermediate-Term 15 USAA Short-Term 15 USAA Tax Exempt Money Market 15 USAA California Bond 15 USAA California Money Market 15 USAA New York Bond 15 USAA New York Money Market 15 USAA Virginia Bond 15 SCHEDULE A 10 USAA Virginia Money Market 15 USAA State Tax-Free Trust USAA Florida Tax-Free Income 15 USAA Florida Tax-Free Money Market 15 D-852586.4 SCHEDULE A ---------- EXHIBIT A --------- MASTER GRID PROMISSORY NOTE U.S. $100,000,000 Dated: January 1011, 2002 2001 FOR VALUE RECEIVED, each of the undersigned (each a "BORROWER" and collectively the "BORROWERS"), severally and not jointly, and not in their individual capacities, but on behalf of and for the benefit of the series of funds comprising each such Borrower as listed on SCHEDULE A to the Agreement as defined below (each a "FUND" and collectively the "FUNDS") promises to pay to the order of BANK OF AMERICA, N.A. (the "BANK") at the Bank's office located at 901 Main Street, Dallas, Dallas Xxxxxx, Xxxxx 00000, xx xxxxxx xxxxx xx xxx Xxxxxx Xtates of America, in immediately available funds, the principal amount of all Loans made by the Bank to such Borrower for the benefit of the applicable Funds under the Facility Agreement Letter dated January 1011, 2002 2001 (as amended or modified, the "AGREEMENT"), among the Borrowers and the Bank, together with interest thereon at the rate or rates set forth in the Agreement. All payments of interest and principal outstanding shall be made in accordance with the terms of the Agreement. This Note evidences Loans made pursuant to, and is entitled to the benefits of, the Agreement.. Terms not defined in this Note shall be as set forth in the Agreement. The Bank is authorized to endorse the particulars of each Loan evidenced hereby on the attached Schedule and to attach additional Schedules as necessary, provided that the failure of the Bank to do so or to do so accurately shall not affect the obligations of any Borrower (or the Fund for whose benefit it is borrowing) hereunder. Each Borrower waives all claims to presentment, demand, protest, and notice of dishonor. Each Borrower agrees to pay all reasonable costs of collection, including reasonable attorney's fees in connection with the enforcement of this Note. The Bank hereby agrees (i) that any claim, liability, or obligation arising hereunder or under the Agreement whether on account of the principal of any Loan, interest thereon, or any other amount due hereunder or thereunder shall be satisfied only from the assets of the specific Fund for whose benefit a Loan is borrowed and in any event in an amount not to exceed the outstanding principal amount of any Loan borrowed for such Fund's benefit, together with accrued and unpaid interest due and owing thereon, and such Fund's share of any other amount due hereunder and under the Agreement (as determined in accordance with the provisions of the Agreement) and (ii) that no assets of any Fund shall be used to satisfy any claim, liability, or obligation arising hereunder or under the Agreement with respect to the outstanding principal amount of any Loan borrowed for the benefit of any other Fund or any accrued and unpaid interest due and owing thereon or such other Fund's share of any other amount due hereunder and under the Agreement (as determined in accordance with the provisions of the Agreement). Neither the shareholders, trustees, officers, employees and other agents of any Borrower or Fund shall be personally bound by or liable for any indebtedness, liability or obligation hereunder or under the Note nor shall resort be had to their private property for the satisfaction of any obligation or claim hereunder. This Note shall be governed by the laws of the state of Texas. [REMAINDER OF PAGE INTENTIONALLY BLANK. D-852586.4 EXHIBIT A SIGNATURE PAGE(S) FOLLOW]. EXHIBIT A --------- Signature to the Master Grid Promissory Note dated January 1011, 20022001, by USAA Mutual Fund, Inc., USAA Investment Trust, USAA Tax Exempt Fund, Inc., and USAA State Tax-Free Trust (not in their individual capacities, but on behalf of and for the benefit of the series of funds set forth on SCHEDULE Schedule A to the Agreementhereto) payable to Bank of America, N.A. USAA MUTUAL FUND, INC., on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to the Agreement By: /S/ CHRISTOPHER W. CLAUS ------------------------- Christopher W. ClausMICHAEL J. C. ROTH --------------------------------- Michael J. C. Roth, President USAA INVESTMENT TRUST, on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to the Agreement By: /S/ CHRISTOPHER W. CLAUS -------------------------- Christopher W. ClausMICHAEL J. C. ROTH --------------------------------- Michael J. C. Roth, President USAA TAX EXEMPT FUND, INC., on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to the Agreement By: /S/ CHRISTOPHER W. CLAUS -------------------------- Christopher W. ClausMICHAEL J. C. ROTH ---------------------------------- Michael J. C. Roth, President USAA STATE TAX-FREE TRUST, on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to the Agreement By: /S/ CHRISTOPHER W. CLAUS --------------------------- Christopher W. ClausMICHAEL J. C. ROTH ---------------------------------- Michael J. C. Roth, President D-800000.0 EXHIBIT A --------- LOANS AND PAYMENT OF PRINCIPAL A. [grid] Date of Loan Borrower and Fund Amount of Loan Type of Rate and Interest Rate on Date of Borrowing Amount of Principal Repaid Date of Repayment Other Expenses Notation made by D-852586.4 EXHIBIT A --------- EXHIBIT B --------- BANK OF AMERICA, N.A. MASTER REVOLVING CREDIT FACILITY AGREEMENT BORROWER INFORMATION SHEET BORROWERS: USAA MUTUAL FUND, INC., USAA INVESTMENT TRUST, USAA TAX EXEMPT FUND, INC., AND USAA STATE TAX-FREE TRUST ADDRESS FOR NOTICES AND OTHER COMMUNICATIONS TO THE BORROWERS: 9800 Fredericksburg Road Xxx Xxxxxxx, Xxxxx 00000 (Xxx Xxxxxxx Xxxxxxx, 00000) Attention: Kenneth E. Willmann Senior Vice President., Fixed Income Investments Telephone: (210) 498-7581 Xxxxxxpy: (210) 498-4174 David G. Peebles Senior Vice President, Equity Investments Telephone: (210) 498-7340 Xxxxxxpy: (210) 498-2954 ADDRESS FOR BORROWXXX XXX XXXXXXTS: 9800 Fredericksburg Road Xxx Xxxxxxx, Xxxxx 00000 (xxx Xxxxxxx Xxxxxxx, 00000) Attention: Roberto Galindo, Jr. Xxxxxxone: (210) 498-7261 Xxxxxxpy: (210) 498-0382 or 498-7819 Telex: 767424 INSTRUCTIONS FOR PAYMENTS TO BORROWER: WE PAY VIA: X FED FUNDS CHIPS ---------- ----------

TRUST DISCLAIMER. Neither the shareholders, trustees, officers, employees and other agents of any Borrower or Fund shall be personally bound by or liable for any indebtedness, liability or obligation hereunder or under the Note nor shall resort be had to their private property for the satisfaction of any obligation or claim hereunder. If this letter correctly reflects your agreement with us, please execute both copies hereof and return one to us, whereupon this Agreement shall be binding upon the Borrowers (not in their individual capacities, but on behalf of and for the benefit of their respective Funds listed on SCHEDULE A hereto) and the Bank. Sincerely, BANK OF AMERICA, N.A. By: /S/ JOAN D'AMICO ------------------- Xxxx ------------------ Joan D'Amico, Managing Director Signature to the Facility Agreement Letter dated January 1011, 20022001, between USAA Mutual Fund, Inc., USAA Investment Trust, USAA Tax Exempt Fund, Inc., and USAA State Tax-Free Trust (not in their individual capacities, but on behalf of and for the benefit of the series of funds set forth on SCHEDULE A hereto) and Bank of America, N.A. AGREED AND ACCEPTED: USAA MUTUAL FUND, INC., on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to this Agreement By: /S/ CHRISTOPHER W. CLAUS --------------------------- Christopher W. ClausMICHAEL J. C. ROTH ---------------------------- Michael J. C. Roth, President XXXX UXXX XXXXXXXXXX XXXSTXXUST, on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to this Agreement By: /S/ CHRISTOPHER W. CLAUS ---------------------------- Christopher W. ClausMICHAEL J. C. ROTH ------------------------------- Michael J.C. Roth, President XXXX USXX XXX XXXXXX XXXD, INC., on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to this Agreement By: /S/ CHRISTOPHER W. CLAUS ------------------------ Christopher W. ClausMICHAEL J. C. ROTH -------------------------------------------- Michael J.C. Roth, President XXXX USXX XXXXX XXX-XXXX XXEE TRUST, on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to this Agreement By: /S/ CHRISTOPHER W. CLAUS ------------------------- Christopher W. ClausMICHAEL J. C. ROTH -------------------------------------------- Michael J.C. Roth, President. President SCHEDULE A FUNDS FOR WHOSE BENEFIT LOANS CAN BE BORROWED UNDER FACILITY AGREEMENT AND BORROWING LIMIT BORROWER FUNDS MAXIMUM PERCENT OF THE TOTAL ASSETS WHICH CAN BE BORROWED UNDER FACILITY AGREEMENT AND OTHER FACILITY USAA Mutual Fund, Inc. USAA Aggressive Growth 25% USAA Growth & Income 25 USAA Income Stock 25 USAA Short-Term Bond 25 USAA Money Market 25 USAA Growth 25 USAA Income 25 USAA S&P 500 Index 25 USAA Science & Technology 25 USAA First Start Growth 25 USAA High Yield Opportunities 25 USAA Intermediate-Term Bond 25 USAA Small Cap Stock 25 USAA Extended Market Index 25 USAA Nasdaq-100 Index 25 USAA Global Titans Index 25 USAA Capital Growth 25 USAA Value 25 USAA Investment Trust USAA Cornerstone Strategy 25 USAA Gold 25 USAA International 25 USAA World Growth 25 USAA GNMA Trust 25 USAA Treasury Money Market Trust 25 USAA Emerging Markets 25 USAA Growth and Tax Strategy 25 USAA Growth Strategy 25 USAA Income Strategy 25 USAA Balanced Strategy 25 USAA Tax Exempt Fund, Inc.Inc. USAA Long-Term 15 USAA Intermediate-Term 15 USAA Short-Term 15 USAA Tax Exempt Money Market 15 USAA California Bond 15 USAA California Money Market 15 USAA New York Bond 15 USAA New York Money Market 15 USAA Virginia Bond 15 SCHEDULE A 00 USAA Virginia Money Market 15 USAA State Tax-Free Trust USAA Florida Tax-Free Income 15 USAA Florida Tax-Free Money Market 15 SCHEDULE A EXHIBIT A MASTER GRID PROMISSORY NOTE U.S. $100,000,000 Dated: January 1011, 2002 2001 FOR VALUE RECEIVED, each of the undersigned (each a "BORROWER" and collectively the "BORROWERS"), severally and not jointly, and not in their individual capacities, but on behalf of and for the benefit of the series of funds comprising each such Borrower as listed on SCHEDULE A to the Agreement as defined below (each a "FUND" and collectively the "FUNDS") promises to pay to the order of BANK OF AMERICA, N.A. (the "BANK") at the Bank's office located at 901 Main Street, Dallas, Dallas Xxxxxx, Xxxxx 00000, xx xxxxxx xxxxx xx xxx Xxxxxx Xtates States of America, in immediately available funds, the principal amount of all Loans made by the Bank to such Borrower for the benefit of the applicable Funds under the Facility Agreement Letter dated January 1011, 2002 2001 (as amended or modified, the "AGREEMENT"), among the Borrowers and the Bank, together with interest thereon at the rate or rates set forth in the Agreement. All payments of interest and principal outstanding shall be made in accordance with the terms of the Agreement. This Note evidences Loans made pursuant to, and is entitled to the benefits of, the Agreement.. Terms not defined in this Note shall be as set forth in the Agreement. The Bank is authorized to endorse the particulars of each Loan evidenced hereby on the attached Schedule and to attach additional Schedules as necessary, provided that the failure of the Bank to do so or to do so accurately shall not affect the obligations of any Borrower (or the Fund for whose benefit it is borrowing) hereunder. Each Borrower waives all claims to presentment, demand, protest, and notice of dishonor. Each Borrower agrees to pay all reasonable costs of collection, including reasonable attorney's fees in connection with the enforcement of this Note. The Bank hereby agrees (i) that any claim, liability, or obligation arising hereunder or under the Agreement whether on account of the principal of any Loan, interest thereon, or any other amount due hereunder or thereunder shall be satisfied only from the assets of the specific Fund for whose benefit a Loan is borrowed and in any event in an amount not to exceed the outstanding principal amount of any Loan borrowed for such Fund's benefit, together with accrued and unpaid interest due and owing thereon, and such Fund's share of any other amount due hereunder and under the Agreement (as determined in accordance with the provisions of the Agreement) and (ii) that no assets of any Fund shall be used to satisfy any claim, liability, or obligation arising hereunder or under the Agreement with respect to the outstanding principal amount of any Loan borrowed for the benefit of any other Fund or any accrued and unpaid interest due and owing thereon or such other Fund's share of any other amount due hereunder and under the Agreement (as determined in accordance with the provisions of the Agreement). Neither the shareholders, trustees, officers, employees and other agents of any Borrower or Fund shall be personally bound by or liable for any indebtedness, liability or obligation hereunder or under the Note nor shall resort be had to their private property for the satisfaction of any obligation or claim hereunder. This Note shall be governed by the laws of the state of Texas. [REMAINDER OF PAGE INTENTIONALLY BLANK. EXHIBIT A SIGNATURE PAGE(S) FOLLOW]. EXHIBIT A Signature to the Master Grid Promissory Note dated January 1011, 20022001, by USAA Mutual Fund, Inc., USAA Investment Trust, USAA Tax Exempt Fund, Inc., and USAA State Tax-Free Trust (not in their individual capacities, but on behalf of and for the benefit of the series of funds set forth on SCHEDULE Schedule A to the Agreementhereto) payable to Bank of America, N.A. USAA MUTUAL FUND, INC., on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to the Agreement By: /S/ CHRISTOPHER W. CLAUS ------------------------- Christopher W. ClausMICHAEL J. C. ROTH --------------------------------- Michael J. C. Roth, President USAA INVESTMENT TRUST, on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to the Agreement By: /S/ CHRISTOPHER W. CLAUS -------------------------- Christopher W. ClausMICHAEL J. C. ROTH --------------------------------- Michael J. C. Roth, President USAA TAX EXEMPT FUND, INC., on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to the Agreement By: /S/ CHRISTOPHER W. CLAUS -------------------------- Christopher W. ClausMICHAEL J. C. ROTH ---------------------------------- Michael J. C. Roth, President USAA STATE TAX-FREE TRUST, on behalf of and for the benefit of its series of Funds as set forth on SCHEDULE A to the Agreement By: /S/ CHRISTOPHER W. CLAUS --------------------------- Christopher W. Claus, President.Agreement