ALLOCATION AGREEMENT
AGREEMENT made as of this first day of May 2000, by and among the Short
Term Government Income Fund, the Intermediate Term Government Income Fund, the
Institutional Government Income Fund, the Money Market Fund, the Bond Fund and
the High Yield Fund, each a series of Touchstone Investment Trust; the Tax-Free
Money Fund, the Tax-Free Intermediate Term Fund, the Ohio Tax-Free Money Fund,
the Ohio Insured Tax-Free Fund, the California Tax-Free Money Fund and the
Florida Tax-Free Money Fund, each a series of Touchstone Tax-Free Trust; the
Utility Fund, the Equity Fund, the Growth/Value Fund, the Aggressive Growth
Fund, the International Equity Fund, the Emerging Growth Fund, the Enhanced 30
Fund and the Value Plus Fund, each a series of Touchstone Strategic Trust; the
Small Cap Value Fund, the Emerging Growth Fund, the International Equity Fund,
the Income Opportunity Fund, the High Yield Fund, the Value Plus Fund, the
Growth & Income Fund, the Enhanced 30 Fund, the Balanced Fund, the Bond Fund and
the Standby Income Fund, each a series of Touchstone Variable Series Trust
("TVST"); Baron Small Cap Portfolio, Gabelli Large Cap Value Portfolio, Xxxxxx
Xxxxxxx Xxxxxxxx & Xxxxx Equity Growth Portfolio, and Third Avenue Value
Portfolio, each a series of The Legends Fund, Inc.; Select Ten Plus
Division-March, Select Ten Plus Division-June, Select Ten Plus Division-
September, and Select Ten Plus Division-December, each a series of Separate
Account Ten of Integrity Life Insurance Company; and Select Ten Plus Portfolio-
March, Select Ten Plus Portfolio-June, Select Ten Plus Portfolio-September, and
Select Ten Plus Portfolio-December, each a series of Select Ten Plus Fund,
LLC (collectively the "Funds"), all open-end investment companies registered
under the Investment Company Act of 1940, and IFS Holdings, Inc., Integrated
Fund Services, Inc., IFS Fund Distributors, Inc., Capital Analysts Incorporated,
Touchstone Securities, Inc., Touchstone Advisors, Inc., Xxxx Investment
Advisors, Inc., Fort Washington Investment Advisors, Inc. Flexible Spending
Plan, Fort Washington Brokerage Services, Inc. and Fort Washington Investment
Advisors, Inc. (collectively the "Parties").
WHEREAS, pursuant to the requirements of Rule 17g-1 under the
Investment Company Act of 1940 ("Rule 17g-1"), the Funds are required to
maintain a fidelity bond against larceny and embezzlement, covering certain of
their officers and employees; and
WHEREAS, Rule 17g-1 provides that where two or more investment
companies are managed by the same person (or affiliates), or their shares are
distributed by the same person (or affiliates), such investment companies may
enter into a joint fidelity bond with each other and the persons (or affiliates)
engaged in the management and/or distribution of the shares of such companies
(and certain affiliates)(a "Joint Insured Bond"); and
WHEREAS, the shares of all of the Funds are distributed by Touchstone
Securities, Inc.; and
WHEREAS, all of the Funds are advised or subadvised by Touchstone
Advisors, Inc., Xxxx Investment Advisors, Inc., and/or Fort Washington
Investment Advisors, Inc.; and
WHEREAS, Integrated Fund Services, Inc. acts as transfer agent for
certain of the Funds; and
WHEREAS, IFS Fund Distributors, Inc. and Fort Washington Brokerage
Services, Inc. are affiliated broker dealers of certain of the Funds and are
engaged in their distribution; and
WHEREAS, Fort Washington Investment Advisors, Inc. Flexible Spending
Plan acts as a spending plan for officers, directors, or employees of persons
named in the bond; and
WHEREAS, the Parties have entered into such a Joint Insured Bond with
Fidelity and Deposit Company of Maryland in accordance with Rule 17g-1 (such
Joint Insured Bond as it is currentlyconstituted and as it may be amended
from time to time being hereinafter referred to as the "Bond"); and
WHEREAS, Rule 17g-1 provides that the amount of insurance coverage
under a Joint Insured Bond shall be at least equal to the sum of the total
amount of coverage which each party to such bond would have been required
under Rule 17g-1 to provide and maintain individually; and
WHEREAS, the Parties desire to provide for: (1) the method by which the
amount of coverage provided under the Bond will be determined from time to time
and (2) an equitable and proportionate allocation of any proceeds received under
the Bond in the event that two or more of the Parties suffer loss and
consequently are entitled to recover under the Bond;
NOW THEREFORE, in consideration of the mutual covenants and agreements
herein set forth, the Parties agree as follows:
I. Definitions
A. Minimum Coverage Requirement - the minimum amount of
fidelity bond coverage required to be maintained on a current basis by each of
the Parties, such amount with respect to the Funds being based upon their
respective gross assets and being determined as of the close of the most recent
fiscal quarter in accordance with the table set forth in paragraph (d) of Rule
17g-1 as it may from time to time be amended by the Securities and Exchange
Commission and, with respect to each of the Parties other than the Funds, the
amount required pursuant to federal statutes and regulations.
B. Fidelity Coverage - the total amount of coverage
provided under the Bond.
C. Actual Loss - the total amount of pecuniary loss suffered
by a Party under circumstances covered by the terms of the Bond without regard
to whether the amount of Fidelity Coverage is sufficient to enable such Party to
recover the total amount of such pecuniary loss.
D. Excess Coverage - the amount by which the Fidelity
Coverage exceeds the amount of the combined Minimum Coverage Requirements of the
Parties suffering Actual Loss.
II. The Amount of the Bond
It shall be the intent of the Parties that the amount of the
Fidelity Coverage at all times shall be at least equal to the amount of the
combined Minimum Coverage Requirements of the Parties.
III. Allocation of Recovery Under the Bond
In the event Actual Loss is suffered by any two or more of the
Parties, any recovery under the Bond will be allocated among such Parties in the
following manner:
a. If the Fidelity Coverage exceeds or is equal to the amount of the
combined Actual Losses of the Parties suffering Actual Loss, then each such
Party shall be entitled to recover the amount of its Actual Loss.
b. If the recovery received under the Fidelity Coverage is inadequate
to indemnify fully all Parties suffering Actual Loss, then recovery shall be
allocated among the parties as follows:
(i) Each Fund shall be allocated an amount at least equal to its
Minimum Coverage Requirement (determined in accordance with
the provisions of Rule 17g-1) which would have been required
to be maintained by the Fund under a single insured bond; and
(ii) The remaining portion (if any) of the recovery shall be
allocated to each Party not fully indemnified by the
allocation under subparagraph (i) in the same proportion as
the portion of each Party's loss which is not fully
indemnified bears to the sum of the unindemnified losses of
all Parties. If such allocation would result in any Party
receiving a portion of the recovery in excess of the Actual
Loss sustained by it, the aggregate of such excess portion
shall be reallocated (in the same manner as provided in the
preceding sentence) to and among the other Parties whose
Actual Loss would not be fully indemnified as a result of the
foregoing allocation.
IV. Execution
This Agreement may be executed in multiple counterparts which,
when taken together, shall constitute one and the same instrument.
IN WITNESS WHEREOF, the Parties have executed this Agreement on the date above
mentioned.
TOUCHSTONE INVESTMENT TRUST TOUCHSTONE TAX-FREE TRUST
By: /s/ Xxxx X. XxXxxxxx By: /s/ Xxxx X. XxXxxxxx
------------------------- -------------------------
TOUCHSTONE STRATEGIC TRUST TOUCHSTONE VARIABLE SERIES TRUST
By: /s/ Xxxx X. XxXxxxxx By: /s/ Xxxx X. XxXxxxxx
------------------------- --------------------------
THE LEGENDS FUND, INC. SEPARATE ACCOUNT TEN of INTEGRITY LIFE
INSURANCE COMPANY
By: /s/ Xxxxx Xxxxxx By: /s/ Xxxxx Xxxxxx
------------------------- -----------------------------
SELECT TEN PLUS FUND, LLC XXXX INVESTMENT ADVISORS, INC.
By:/s/ Xxxxx Xxxxxx By: /s/ Xxxxxxx X. Xxxxxx
------------------------- -----------------------------
INTEGRATED FUND SERVICES, INC. TOUCHSTONE SECURITIES, INC.
By: /s/ Xxxx X. XxXxxxxx By: /s/ Xxxx X. XxXxxxxx
------------------------- -----------------------------
IFS HOLDINGS, INC. TOUCHSTONE ADVISORS, INC.
By: /s/ Xxxx X. XxXxxxxx By: /s/ Xxxx X. XxXxxxxx
------------------------- ------------------------------
IFS FUND DISTRIBUTORS, INC. FORT WASHINGTON INVESTMENT
ADVISORS, INC.
By: /s/ Xxxx X. XxXxxxxx By: /s/ Xxxxxxx X. Xxxxxx
---------------------------- ------------------------------
FORT WASHINGTON BROKERAGE FORT WASHINGTON
SERVICES, INC. INVESTMENT ADVISORS, INC.
FLEXIBLE SPENDING PLAN
By: /s/ Xxxx X. XxXxxxxx By: /s/ Xxxxxxx X. Xxxxxx
--------------------------- ----------------------------
CAPITAL ANALYSTS
INCORPORATED
By: /s/ Xxxxxxx X. Xxxxxx
----------------------------
