PREMIUM SHARING AGREEMENT Errors and Omissions/Directors and Officers Policy
Exhibit H(9)
PREMIUM SHARING AGREEMENT
Errors and Omissions/Directors and Officers Policy
Errors and Omissions/Directors and Officers Policy
THIS AGREEMENT is made as of 28th day of November, 2007, by and between The Xxxxx
Fund (on behalf of Xxxxx Treasury Only Money Market Fund) (the “Fund”) and Xxxxx Capital
Management, Inc. (the “Adviser”) (each a “Party” and collectively, the “Parties”).
WHEREAS, the Adviser acts as the investment adviser to the Fund;
WHEREAS, the Fund and the Adviser have been named as a party under the Fund’s errors and
omissions and directors and officers policy (each an “Insured” and collectively, the “Insureds”),
which has been issued by Twin City Fire Insurance Company (the “Policy”); and
WHEREAS, the Parties desire to establish (i) the criteria by which the premium for the the
Policy shall be allocated among the Parties; and (ii) the criteria by which recoveries under the
Policy shall be allocated among the Parties.
NOW, THEREFORE, it is agreed as follows:
1. The Adviser shall pay 70% of the premium for the Policy. From time to time, adjustments
may be made to the percentage of the premium paid by mutual agreement of the Parties. Unless
another allocation method is agreed to by the Parties, the Fund shall pay 30% of the premium for
the Policy.
2. In the event that the claims of loss of the Insureds under the Policy are so related that
Twin City Fire Insurance Company is entitled to assert that the claims must be aggregated, the
Adviser, if a claimant, shall receive no portion of the proceeds in respect of a claim under the
Policy until the Fund in respect of the same claim shall have received proceeds equal to the full
amount of its claim. When this condition shall have been fulfilled, the Adviser may participate in
the proceeds on the same basis as the Fund.
3. This Agreement shall become effective as of the date first above written, and shall remain
in full force and effect with respect to the Policy during the effective period of the Policy as
specified therein. Any Party may withdraw from this Agreement and the Policy upon sixty (60) days’
written notice to the other Party. The withdrawing Party shall be entitled to receive an amount
equal to the portion of the share of the premium on the Policy borne by the withdrawing Party,
which is proportional to the unexpired term of the Policy for which a premium has been paid.
4. The obligations of the Parties are not binding upon any of the Trustees, holders of shares
of beneficial interest or holders of beneficial interest of any such trust individually, but bind
only the respective trust estate of each.
IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their officers
hereunto duly authorized all as of the day and year first above written.
THE XXXXX FUND (on behalf of Xxxxx Treasury Only Money Market Fund) |
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By: | /s/ Xxxxxx X. Xxxxxxx | |||
Name: | Xxxxxx X. Xxxxxxx | |||
Title: | President | |||
XXXXX CAPITAL MANAGEMENT, INC. |
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By: | /s/ Xxxxxx X. Xxxxxxx | |||
Name: | Xxxxxx X. Xxxxxxx | |||
Title: | President | |||