EXECUTION COPY
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AMERICAN CENTURY FUNDS
TERMINATION, REPLACEMENT AND
RESTATEMENT AGREEMENT RELATING TO
$520,000,000
CREDIT AGREEMENT
DATED AS OF DECEMBER 19, 2000
THE CHASE MANHATTAN BANK,
AS ADMINISTRATIVE AGENT
THE SEVERAL BANKS FROM
TIME TO TIME PARTIES HERETO
CHASE SECURITIES INC.,
AS BOOK MANAGER AND LEAD ARRANGER
CREDIT LYONNAIS, NEW YORK BRANCH,
SYNDICATION AGENT
THE BANK OF NEW YORK,
DOCUMENTATION AGENT
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TERMINATION, REPLACEMENT AND RESTATEMENT AGREEMENT (this "TRR
Agreement") dated as of December 19, 2000, among (i) each fund signatory hereto
(each a "Fund" and collectively, the "Funds") on behalf of each entity listed on
Schedule I under the heading "Borrower", which entity is a series or portfolio
of such Fund (each such series or portfolio, a "Borrower" and, collectively, the
"Borrowers"), (ii) the several banks from time to time parties to this Agreement
(the "Banks") and (iii) THE CHASE MANHATTAN BANK, a New York banking
corporation, as administrative agent for the Banks hereunder (in such capacity,
the "Administrative Agent");.
WHEREAS, certain of the Borrowers, the Banks and the
Administrative Agent are parties to a Credit Agreement dated as of December 21,
1999, a copy of which is attached as Exhibit A hereto (the "Original Credit
Agreement");
WHEREAS, the Original Credit Agreement is to be terminated as
provided herein; and
WHEREAS, the Banks and the Administrative Agent are willing,
subject to the terms and conditions of this TRR Agreement, to replace the
Original Credit Agreement with a new credit agreement as provided herein.
NOW, THEREFORE, in consideration of the mutual agreements
contained in this TRR Agreement and other good and valuable consideration, the
sufficiency and receipt of which are hereby acknowledged, the parties hereto
hereby agree as follows:
SECTION 1. Termination, Replacement and Restatement. Subject
to the conditions set forth in Section 3 hereof:
(a) The Original Credit Agreement, including all schedules and
exhibits thereto, is hereby terminated, subject to applicable provisions set
forth therein as to the survival of certain rights and obligations, and
simultaneously replaced by a new credit agreement (the "New Credit Agreement")
identical in form and substance to the Original Credit Agreement, including all
schedules and exhibits thereto, except as expressly set forth below. All
References in the Original Credit Agreement to "this Credit Agreement", "this
Agreement", or "the Credit Agreement" shall be deemed to mean the New Credit
Agreement.
(b) The heading of the New Credit Agreement shall read as
follows:
"CREDIT AGREEMENT, dated as of December 19, 2000 (this
"Agreement") among (i) each fund signatory hereto (each a "Fund" and
collectively, the "Funds") on behalf of itself or on behalf of each entity
listed on Schedule I under the heading "Borrower", which entity is a series or
portfolio of such Fund (each such series or portfolio, a "Borrower" and,
collectively, the "Borrowers"), (ii) the several banks from time to time parties
to this Agreement, which banks are listed on Schedule II (the "Banks"), and
(iii) THE CHASE MANHATTAN BANK, a New York banking corporation, as
administrative agent for the Banks hereunder (in such capacity, the
"Administrative Agent");"
(c) Section 1.1 of the Original Credit Agreement is hereby
modified in the New Credit Agreement by inserting the following definitions in
their appropriate alphabetical order:
"'Affected Borrowers' shall mean Equity Index Fund, and any
other Borrower for which Barclays Global Investors, N.A. or any of its
affiliates acts as an advisor or sub-advisor.
"'Bank-Advisor' shall mean Barclays Bank PLC and its
successors."
"'Other Bank' shall mean any Bank other than the
Bank-Advisor."
"'Unaffected Borrower' shall mean any Borrower other than the
Affected Borrower."
(d) Section 1.1 of the Original Credit Agreement is hereby
modified in the New Credit Agreement so that the following definitions read in
their entirety as stated below:
"'Asset Coverage' shall mean, with respect to any Borrower,
the ratio(expressed as a percentage) that the value of Total Assets of
such Borrower bears to the aggregate amount of Indebtedness of such
Borrower. For the purposes of calculating the Asset Coverage, the
amount of any Indebtedness shall be equal to the greater of (x) the
outstanding amount of such liability or indebtedness, and (y) the fair
market value of all assets securing such liability or indebtedness."
"'Closing Date' December 19, 2000."
"'Total Assets' with respect to any Borrower, at any time, the
value of all assets of such Borrower which in accordance with GAAP would
be classified as assets on a balance sheet of such Borrower prepared as
of such time; provided, however, that the term Total Assets shall not
include (a) equipment, (b) securities owned by such Borrower which are
in default and (c) deferred organizational and offering expenses."
(e) Section 2.1 (Loans) of the Original Credit Agreement is
hereby modified in the New Credit Agreement by inserting immediately before the
first word thereof the following phrase: "Subject to Section 2.15 hereof," and
changing the first word thereof from "Each" to "each".
(f) Section 2.3 (Changes of Commitments) of the Original Credit
Agreement is hereby modified in the New Credit Agreement by adding a new
subsection (d) at the end thereof as follows:
"(d) Upon the approval of the Majority Banks, the Borrowers
shall have the right (but not more than twice per year), upon written
notice (the "Increased Commitment Request") to the Administrative
Agent, to request an increase in the aggregate amount of the
Commitments; provided that the aggregate amount of the Commitments
shall at no time exceed $620,000,000. The Increased Commitment Request
shall set forth (i) the current aggregate amount of the Commitments,
(ii) the amount of the increase in the aggregate amount of the
Commitments sought by the Borrowers (the "Requested Increase Amount"),
(iii) the date (the "Commitment Increase Effective Date") on which such
increase will take effect, and (iv) the aggregate amount of the
Commitments on such Commitment Increase Effective Date after giving
effect to all such increases (which amount shall not exceed
$620,000,000). The Commitment Increase Effective Date shall be not less
than 30 nor more than 45 days following the delivery of the Increased
Commitment Request. Promptly upon receiving the Increased Commitment
Request, the Administrative Agent shall forward a copy thereof to each
of the Banks. Each Bank may accept or reject such request in its sole
discretion. Any Bank (a "Participating Bank") agreeing to increase its
Commitment shall do so by delivering notice thereof to the
Administrative Agent and such Requesting Borrower no later than 10
Business Days prior to the proposed Commitment Increase Effective Date,
which notice shall set forth the amount by which such Bank is willing
to increase its Commitment (the "Offered Increase Amount"). If the
aggregate amount of the Offered Increase Amounts offered by the
Participating Banks does not exceed the Requested Increase Amount, the
Commitment of each Participating Bank shall, on the Commitment Increase
Effective Date, be increased by its Offered Increase Amount. If the
aggregate amount of the Offered Increase Amounts offered by the
Participating Banks exceeds the Requested Increase Amount, the
Commitment of each Participating Bank shall, on the Commitment Increase
Effective Date, be increased by an amount equal to the product of (x)
its Offered Increase Amount and (y) a fraction, the numerator of which
is the Requested Increase Amount and the denominator of which is the
aggregate amount of the Offered Increase Amounts offered by the
Participating Banks. On the Commitment Increase Effective Date, each
Participating Bank shall surrender its Revolving Credit Notes, if any,
to each Borrower in exchange for a new Revolving Credit Note duly
executed and delivered by such Borrower, which Revolving Credit Note
shall reflect such Bank's increased Commitment. Schedule II hereto
shall be amended on and as of such date to reflect the increase in each
Participating Bank's Commitment.."
(g) Section 2.12 of the Original Credit Agreement is hereby
modified in the New Credit Agreement by deleting the word "Chase" in the second
line and inserting in lieu thereof the following: "Credit Lyonnais, New York
Branch". Section 2.12 of the Credit Agreement is hereby further amended by
adding the following new sentence at the end thereof:
"Notwithstanding any other provision hereof to the contrary, for
purposes of determining the rate of interest to be charged on any Swing
Line Loan, "Federal Funds Rate" shall mean, for any day, the "offered
rate" as determined by the Swing Line Lender, for overnight federal
funds, which rate is determined from day to day and will be reasonably
representative of the market conditions at the time set."
(h) Section 2.13 of the Original Credit Agreement is hereby
modified in the New Credit Agreement by deleting the second sentence and
inserting in lieu thereof the following:
"Each borrowing under the Swing Line Commitment shall be in an amount
equal to $100,000 or an integral multiple of $100,000 in excess
thereof."
(i) Section 4.2(a) of the Original Credit Agreement is hereby
modified in the New Credit Agreement by deleting such Section in its entirety
and inserting in lieu thereof the following:
"(a) Except as otherwise provided in this Section 4.2(a), each
borrowing from the Banks under Section 2.1 hereof shall be made from
the Banks pro rata according to the amounts of their respective
unutilized Commitments. Notwithstanding any other provision hereof to
the contrary, the Bank-Advisor may not, and shall not have the
obligation to, lend to any Affected Borrower. With respect to a
borrowing to be made by any Affected Borrower, the portion of such
borrowing otherwise allocable to the Bank-Advisor shall be allocated by
the Administrative Agent to the Other Banks (to the extent they have
availability under their Commitments, and provided that no Bank shall
be required to lend in excess of its Commitment) pro rata according to
the amounts of their respective unutilized Commitments. Whenever
borrowings are to be made by one or more Affected Borrowers and one or
more Unaffected Borrowers on the same day, then for purposes of
calculating Banks' pro rata share of borrowings by such Unaffected
Borrower(s) there shall first be deducted from the unutilized
Commitment of each Other Bank the amount of the Loans to be made by
such Other Bank to the Affected Borrower(s) on such day.
(b) Each payment of commitment fee under Section 2.4 hereof
shall be made to the account of the Banks pro rata according to the
amounts of their respective unutilized Commitments.
(c) Each termination or reduction of the amount of Commitments
under Section 2.3 hereof shall be applied to the respective Commitments
of the Banks pro rata according to the amounts of their respective
Commitments."
Section 4.2 of the Original Credit Agreement is hereby further modified in the
New Credit Agreement by designating current provisions (b) and (c) thereof as
provisions "(d)" and "(e)" respectively.
(j) Section 4.3(c) of the Original Credit Agreement is hereby
modified in the New Credit Agreement by deleting such provision in its entirety.
(k) Section 7.21 (Year 2000) of the Original Credit Agreement
is hereby modified in the New Credit Agreement by deleting such provision in its
entirety.
(l) Section 9(b) of the Original Credit Agreement is hereby
modified in the New Credit Agreement by deleting such provision in its entirety
and inserting in lieu thereof the following:
"(b) A Fund or Borrower shall default in the payment when due
(after any applicable grace period), under any Financial Contract, of
any amount aggregating 5% or more of such Borrower's or such Fund's net
assets; or any event specified in any Financial Contract shall occur if
the effect of such event is to cause, or (with the giving of any notice
or the lapse of time or both) to permit, termination or liquidation
payment or payments aggregating 5% or more of such Borrower's or such
Fund's net assets to become due; or"
(m) Section 9(h) of the Original Credit Agreement is hereby
modified in the New Credit Agreement by deleting such provision in its entirety
and inserting in lieu thereof the following:
"(h) A final judgment or judgments for the payment of money in
an amount in excess of 5% or more of such Borrower's or such Fund's net
assets shall be rendered by one or more courts, administrative
tribunals or other bodies having jurisdiction against the Borrower or
Fund and the same shall not be discharged (or provision shall not be
made for such discharge), or a stay of execution thereof shall not be
procured within 60 days from the date of entry thereof and such
Borrower or Fund shall not, within said period of 60 days, or such
longer period during which execution of the same shall have been
stayed, appeal therefrom and cause the execution thereof to be stayed
during such appeal; or"
(n) Schedules I and II of the New Credit Agreement shall be in
the form of Schedules I and II to this TRR Agreement.
(o) Each definition of "Credit Agreement" in the Schedules and
Exhibits to the New Credit Agreement shall be amended to read: "the Credit
Agreement, dated as of December 19, 2000 (as amended, supplemented or otherwise
modified from time to time), among the Borrowers named therein, the Banks and
the Administrative Agent."
SECTION 2. Representations and Warranties. To induce the Administrative
Agent and the Banks to enter into this TRR Agreement and to make the Loans, each
Fund on behalf of itself and each Borrower hereby represents and warrants to the
Administrative Agent and each Bank that (it being agreed that each Fund
represents and warrants only to matters with respect to itself and each Borrower
that is a part of such Fund, and each Borrower represents and warrants only to
matters with respect to itself):
(a) This TRR Agreement and the New Credit Agreement have been
duly authorized and, in the case of this TRR Agreement, executed and
delivered by it and constitute its legal, valid and binding obligations
enforceable in accordance with their terms, except as enforceability
may be limited by applicable bankruptcy, insolvency, reorganization,
moratorium or similar laws affecting the enforcement of creditors'
rights generally and by general equitable principles (whether
enforcement is sought by proceedings in equity or at law).
(b) The representations and warranties set forth in Section 3
of the New Credit Agreement are true and correct in all material
respects on the date hereof with the same effect as if made on the date
hereof, except to the extent such representations and warranties
expressly relate to an earlier date.
(c) Before and after giving effect to this TRR Agreement, no
Default has occurred and is continuing.
SECTION 3. Conditions to Effectiveness. This TRR Agreement and the New
Credit Agreement, including the agreement of each Bank to make Loans thereunder,
shall become effective as of December 19, 2000 (the "Effective Date") upon the
occurrence of the following conditions precedent (which shall be deemed to
satisfy Section 6.1 of the New Credit Agreement):
(a) The Administrative Agent shall have received counterparts of this
TRR Agreement which, when taken together, bear the signatures of all the parties
hereto.
(b) The Administrative Agent shall have received, on behalf of itself
and the Banks, a favorable written opinion of internal counsel for the Borrowers
referring to this TRR Agreement and the New Credit Agreement, (i) dated the date
hereof, (ii) addressed to the Administrative Agent and the Banks, and (iii)
covering such other matters relating to this TRR Agreement and the transactions
hereunder and under the new Credit Agreement as the Administrative Agent or its
counsel shall reasonably request, and the Borrowers hereby instruct their
counsel to deliver such opinion.
(c) The Administrative Agent shall have received on the date hereof (i) a
certificate as to the good standing, or as to the subsistence, of the relevant
Fund for each Borrower, as of a recent date, from the Secretary of State of its
state of incorporation; (ii) a certificate of the Secretary or Assistant
Secretary of each such Fund dated the date hereof and certifying (A) that
attached thereto is a true and complete copy of the by-laws of each such Fund,
if any, as in effect on the date hereof and at all times since a date prior to
the date of the resolutions described in clause (B) below, or to the extent not
attached, that such by-laws have not been amended since December 21, 1999, (B)
that attached thereto is a true and complete copy of resolutions duly adopted by
the Board of Trustees or Directors, as the case may be, of each such Fund on its
own behalf and on behalf of its respective Borrowers authorizing this TRR
Agreement and the execution, delivery and performance of this TRR Agreement and
the borrowings under the New Credit Agreement, and that such resolutions have
not been modified, rescinded or amended and are in full force and effect, (C)
that attached thereto is a true and complete copy of the certificate of
incorporation or declaration of trust of each such Fund in effect on the date
hereof or to the extent not attached, that such certificate of incorporation or
declaration of trust has not been amended since December 21, 1999, and (D) as to
the incumbency and specimen signature of each officer executing this TRR
Agreement or any other document delivered in connection herewith on behalf of
such Fund; (iii) a certificate of another officer as to the incumbency and
specimen signature of the Secretary or Assistant Secretary executing the
certificate pursuant to (ii) above; and (iv) such other documents as the Banks
or counsel for the Administrative Agent may reasonably request.
(d) The Administrative Agent shall have received, with a copy for each
Bank, true and correct copies, certified as to authenticity by the Fund, of the
most recent Prospectus for each Borrower, the Investment Management Agreement
for each such Borrower, the Distribution Agreement for each such Borrower, the
Custody Agreement for each such Borrower, the Shareholder Services Agreement of
each Fund with respect to each such Borrower, the current registration statement
for each such Borrower, the most recent annual and semi-annual financial reports
for each such Borrower and such other documents or instruments as may be
reasonably requested by the Administrative Agent, including, without limitation,
a copy of any debt instrument, security agreement or other material contract to
which any Borrower may be a party.
(e) All legal matters incident to this TRR Agreement, the New Credit
Agreement and the borrowings and extensions of credit hereunder shall be
satisfactory to the Banks and to Xxxxx Xxxxxxx Xxxxxxx & Xxxxx LLP, counsel for
the Administrative Agent.
(f) The Administrative Agent shall have received all fees and other
amounts due and payable on or prior to the date hereof, including, to the extent
invoiced, reimbursement or payment of all out-of pocket expenses required to be
reimbursed or paid by the Borrowers or Funds hereunder.
SECTION 4. Applicable Law. THIS TRR AGREEMENT SHALL BE
CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK
WITHOUT GIVING EFFECT TO THE CONFLICTS OF LAW PRINCIPLES THEREOF.
SECTION 5. Original Credit Agreement. Until the occurrence of
the earlier of the Effective Date as provided in Section 3 hereof or the
Termination Date (as defined in the Original Credit Agreement), the Original
Credit Agreement shall continue in full force and effect in accordance with the
provisions thereof and the rights and obligations of the parties thereto shall
not be affected hereby, and all fees and interest accruing under the Original
Credit Agreement shall continue to accrue at the rates provided for therein.
SECTION 6. Counterparts. This TRR Agreement may be executed in
two or more counterparts, each of which shall constitute an original but all of
which when taken together shall constitute but one contract.
SECTION 7. Expenses. Each of the Borrowers agrees, severally
and neither jointly nor jointly and severally, to reimburse the Administrative
Agent for its Allocation (as defined in the New Credit Agreement) of the
Administrative Agent's out-of-pocket expenses in connection with this TRR
Agreement, including the reasonable fees, charges and disbursements of counsel
for the Administrative Agent.
[Signature pages to follow]
IN WITNESS WHEREOF, the parties hereto have caused this TRR
Agreement to be duly executed by their respective authorized officers as of the
day and year first written above.
THE CHASE MANHATTAN BANK,
as Administrative Agent and as a Bank
By: ____________________________
Name:
Title:
AMERICAN CENTURY FUNDS
TRR AGREEMENT SIGNATURE PAGE
DECEMBER 2000
AMERICAN CENTURY MUTUAL FUNDS, INC.,
on behalf of
Balanced Fund
Giftrust Fund
Growth Fund
Heritage Fund
Select Fund
Ultra Fund
Vista Fund
Veedot Fund
Bond Fund
Limited-Term Bond Fund
Intermediate-Term Bond Fund
New Opportunities Fund
High Yield Fund
Tax-Managed Value Fund
By:
-------------------------------------------------
Name:
Title:
AMERICAN CENTURY WORLD MUTUAL FUNDS on behalf of
International Growth Fund
International Discovery Fund
Emerging Markets Fund
Global Growth Fund
Life Sciences Fund
Technology Fund
By:
-------------------------------------------------
Name:
Title:
AMERICAN CENTURY CAPITAL PORTFOLIOS, INC. on behalf of
Value Fund
Equity Income Fund
Real Estate Fund
Small Cap Value Fund
Equity Index Fund
Large Cap Value Fund
By:
-------------------------------------------------
Name:
Title:
AMERICAN CENTURY STRATEGIC ASSET ALLOCATIONS, INC. on
behalf of
Strategic Allocation: Conservative
Strategic Allocation: Moderate
Strategic Allocation: Aggressive
By:
-------------------------------------------------
Name:
Title:
AMERICAN CENTURY PREMIUM RESERVES, INC. on behalf of
Premium Bond Fund
By:
-------------------------------------------------
Name:
Title:
AMERICAN CENTURY VARIABLE PORTFOLIOS, INC. on behalf of
VP Balanced
VP Capital Appreciation
VP Value
VP International
VP Income & Growth
By:
-------------------------------------------------
Name:
Title:
AMERICAN CENTURY TAX-FREE AND
MUNICIPAL FUNDS on behalf of
California Intermediate-Term
Tax-Free Fund California Long-Term
Tax-Free Fund California High-Yield
Municipal Fund California Insured
Tax-Free Fund California
Limited-Term Tax-Free Fund
By:
-------------------------------------------------
Name:
Title:
AMERICAN CENTURY MUNICIPAL TRUST on
behalf of Intermediate-Term Tax-Free
Fund Long-Term Tax-Free Fund Florida
Intermediate-Term Municipal Fund
Arizona Intermediate-Term Municipal
Fund Limited-Term Tax-Free Fund
High-Yield Municipal Fund
By:
-------------------------------------------------
Name:
Title:
AMERICAN CENTURY TARGET MATURITIES TRUST on behalf of
Target Maturities Trust: 2005
Target Maturities Trust: 2010
Target Maturities Trust: 2015
Target Maturities Trust: 2020
Target Maturities Trust: 2025
Target Maturities Trust: 2030
By:
-------------------------------------------------
Name:
Title:
AMERICAN CENTURY GOVERNMENT INCOME
TRUST on behalf of GNMA Fund
Short-Term Government Fund
Short-Term Treasury Fund Long-Term
Treasury Fund Intermediate-Term
Treasury Fund Inflation-Adjusted
Treasury Fund
By:
-------------------------------------------------
Name:
Title:
AMERICAN CENTURY QUANTITATIVE EQUITY FUNDS on behalf of
Global Gold Fund
Income & Growth Fund
Equity Growth Fund
Utilities Fund
Global Natural Resources Fund
Small Cap Quantitative Fund
By:
-------------------------------------------------
Name:
Title:
AMERICAN CENTURY INTERNATIONAL BOND FUNDS on behalf of
International Bond Fund
By:
-------------------------------------------------
Name:
Title:
AMERICAN CENTURY FUNDS
TRR AGREEMENT SIGNATURE PAGE
DECEMBER 0000
XXX XXXX XX XXX XXXX
By:
----------------------------------------
Name:
Title:
AMERICAN CENTURY FUNDS
TRR AGREEMENT SIGNATURE PAGE
DECEMBER 2000
CREDIT LYONNAIS, NEW YORK BRANCH
By:
----------------------------------------
Name:
Title:
By:
----------------------------------------
Name:
Title:
AMERICAN CENTURY FUNDS
TRR AGREEMENT SIGNATURE PAGE
DECEMBER 0000
XXXX XX XXXX XXXXXX
By:
----------------------------------------
Name:
Title:
AMERICAN CENTURY FUNDS
TRR AGREEMENT SIGNATURE PAGE
DECEMBER 2000
BNP PARIBAS
By:
----------------------------------------
Name:
Title:
By:
----------------------------------------
Name:
Title:
AMERICAN CENTURY FUNDS
TRR AGREEMENT SIGNATURE PAGE
DECEMBER 2000
DANSKE BANK A/S,
CAYMAN ISLANDS BRANCH
By:
----------------------------------------
Name:
Title:
By:
----------------------------------------
Name:
Title:
AMERICAN CENTURY FUNDS
TRR AGREEMENT SIGNATURE PAGE
DECEMBER 2000
UMB BANK, N.A.
By:
----------------------------------------
Name:
Title:
AMERICAN CENTURY FUNDS
TRR AGREEMENT SIGNATURE PAGE
DECEMBER 2000
BARCLAYS BANK PLC
By:
----------------------------------------
Name:
Title:
AMERICAN CENTURY FUNDS
TRR AGREEMENT SIGNATURE PAGE
DECEMBER 2000
WESTDEUTSCHE LANDESBANK
GIROZENTRALE, NEW YORK BRANCH
By:
----------------------------------------
Name:
Title:
By:
----------------------------------------
Name:
Title:
AMERICAN CENTURY FUNDS
TRR AGREEMENT SIGNATURE PAGE
DECEMBER 0000
XXXXX XXXXXX BANK AND TRUST COMPANY
By:
----------------------------------------
Name:
Title:
SCHEDULE I
BORROWERS & ALLOCATIONS
% Pro Rata
Borrower Allocation
-------- ----------
Arizona Intermediate-Term Municipal Fund 0.05
Balanced Fund 0.94
Bond Fund 0.13
California High-Yield Municipal Fund 0.37
California Insured Tax-Free Fund 0.23
California Intermediate-Term Tax-Free Fund 0.50
California Limited-Term Tax-Free Fund 0.16
California Long-term Tax-Free Fund 0.35
Emerging Markets Fund 0.11
Equity Growth Fund 2.57
Equity Income Fund 0.43
Equity Index Fund 0.65
Florida Intermediate-Term Municipal Fund 0.06
Giftrust Fund 1.62
Global Gold Fund 0.15
Global Growth Fund 0.47
Global Natural Resource Fund 0.05
GNMA Fund 1.48
Growth Fund 9.92
Heritage Fund 2.01
High-Yield Fund 0.03
High-Yield Municipal Fund 0.03
Income & Growth Fund 7.62
Inflation-Adjusted Treasury Fund 0.04
Intermediate-Term Bond Fund 0.04
International Bond Fund 0.11
International Discovery Fund 2.08
International Growth Fund 5.73
Intermediate-Term Tax-Free Fund 0.18
Intermediate-Term Treasury Fund 0.40
Large Cap Value Fund 0.02
Limited-Term Bond Fund 0.01
Limited-Term Tax-Free Fund 0.04
Long-Term Tax-Free Fund 0.12
Long-Term Treasury Fund 0.12
New Opportunities Fund 0.67
Premium Bond Fund 0.13
Real Estate Fund 0.12
Select Fund 7.75
Short-Term Government Fund 0.87
Short-Term Treasury Fund 0.07
Small Cap Quantitative Fund 0.02
Small Cap Value Fund 0.09
Strategic Allocation: Aggressive Fund 0.41
Strategic Allocation: Conservative Fund 0.21
Strategic Allocation: Moderate Fund 0.56
Target Maturity Trust: 2030 0.00
Target Maturity Trust: 2005 0.33
Target Maturity Trust: 2010 0.29
Target Maturity Trust: 2015 0.16
Target Maturity Trust: 2020 0.32
Target Maturity Trust: 2025 0.62
Tax Managed Value 0.04
Ultra Fund 39.72
Utilities Fund 0.33
Value Fund 1.87
Vista Fund 2.24
VP International fund 0.99
VP Balanced Fund 0.29
VP Capital Appreciation Fund 0.77
VP Income & Growth Fund 0.71
VP Value Fund 0.68
Life Sciences 0.27
Technology 0.23
Veedot 0.38
----
TOTAL FOR AMERICAN CENTURY FUNDS: 100.00%
-------------------------------------------------------------- ----------------------------------------------
SCHEDULE II
COMMITMENTS, ADDRESSES, ETC.
Amount of
Name and Address of Bank Commitment
THE CHASE MANHATTAN BANK $0
000 Xxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xx. Xxxx Xxxx Xxxxxx
Telephone: (000) 000-0000
Fax: (000) 000-0000
Xxxxxxxx.xxxxxx@xxxxx.xxx
THE BANK OF NEW YORK $100,000,000
Xxx Xxxx Xxxxxx, 00xx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxxxx Xxxxxx
Telephone:-(212) 000-0000
Fax: (000) 000-0000
Xxxxxxxx@xxxxxxxx.xxx
CREDIT LYONNAIS, NEW YORK BRANCH $100,000,000
0000 Xxxxxx xx xxx Xxxxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxxxxx Xxxxxx
Telephone: (000) 000-0000
Fax: (000) 000-0000
Xxxxxxx.xxxxxx@xxxxxxxxxx.xxx
BANK OF NOVA SCOTIA $50,000,000
Xxx Xxxxxxx Xxxxx--00xx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxx X. Morale
Telephone: (000) 000-0000
Fax: (000) 000-0000
Xxxxxxx@xxxxxxxxxxxx.xxx
BNP PARIBAS $50,000,000
000 0XX Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention Xxxxxxxxxx X. Xxxxx
Telephone: (000) 000-0000
Fax: (000) 000-0000
Xxxxxxxxxx.xxxxx@xxxxxxxx.xxxxxxxxxx.xxx
DANSKE BANK A/S,
CAYMAN ISLANDS BRANCH $50,000,000
X/x Xxxxxx Xxxx, Xxx Xxxx Xxxxxx
000 Xxxx Xxxxxx, 0xx Xxxxx--Xxxx Xxxxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xx. Xxxxxx Neofiridis
Telephone: (000) 000-0000
Fax: (000) 000-0000
UMB BANK, N.A. $20,000,000
0000 Xxxxx Xxxx.
Xxxxxx Xxxx, XX 00000
Attention: Xxxxx X. Xxxxxxxx
Telephone: (000) 000-0000
Fax: (000) 000-0000
Xxxxx.xxxxxxxx@xxx.xxx
BARCLAYS BANK PLC $50,000,000
000 Xxxxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxxxx XxXxxxxx
(000) 000-0000
(000) 000-0000
xxxxxx.xxxxxxxx@xxxxxx.xxx
WESTDEUTSCHE LANDESBANK
GIROZENTRALE, NEW YORK BRANCH $50,000,000
0000 Xxxxxx xx xxx Xxxxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xx. Xxxxxxxx Xxxxxx
Telephone: (000) 000-0000
Fax: (000) 000-0000
Xxxxxxxx_xxxxxx@xxxxxx.xxx
STATE STREET BANK AND TRUST COMPANY $50,000,000
000 Xxxxxxxx Xxxxxx
Xxxxxx, XX 00000
Attention: Xxxxxxx X. Xxxxxxx
Telephone: (000) 000-0000
Fax: (000) 000-0000
Xxxxxxxxx@xxxxxxxxxxx.xxx
EXHIBIT A
Original Credit Agreement