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AGENCY AGREEMENT
THIS AGREEMENT made as of the 15th day of March, 1989, by and between XXXXXX
STRATEGIC MUNICIPAL INCOME TRUST, a Massachusetts business trust having its
principal place of business at 000 Xxxxx XxXxxxx Xxxxxx, Xxxxxxx, XX 00000
("Fund"), and INVESTORS FIDUCIARY TRUST COMPANY a state chartered trust company
organized and existing under the laws of the State of Missouri, having its
principal place of business at 000 Xxxx 00xx Xxxxxx, Xxxxxx Xxxx, Xxxxxxxx 00000
("IFTC"):
WITNESSETH:
WHEREAS, Fund desires to appoint IFTC as Transfer Agent and Dividend
Disbursing Agent for its Shares of beneficial interest, and IFTC desires to
accept such appointment:
NOW, THEREFORE, in consideration of the mutual covenants herein
contained, the parties hereto agree as follows:
1. Documents to Filed with Appointment
In connection with the appointment of IFTC as Transfer Agent
and Dividend Disbursing Agent for Fund, there will be filed
with IFTC the following documents:
A. A certified copy of the resolutions of the Board of
Trustees of fund appointing IFTC as Transfer Agent
and Dividend Disbursing Agent, approving the form of
this Agreement, and designating certain persons to
sign share certificates, if any, and give written
instructions and requests on behalf of Fund;
B. A certified copy of the Agreement and Declaration of
Trust of Fund and any amendments thereto;
C. A certified copy of the Bylaws of Fund;
D. Copies of Registration Statements filed with the
Securities and Exchange Commission.
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E. Specimens of all forms of outstanding share
certificates, in the forms approved by the Board of
Trustees of Fund, with a certificate of the Secretary
of Fund, as to such approval;
F. Specimens of the signatures of the officers of the
Fund authorized to sign share certificates and
individuals authorized to sign written instructions
and requests;
G. An opinion of counsel for Fund with respect to:
(1) Fund's organization an existence under the
laws of the Commonwealth of Massachusetts,
(2) Status of all shares of Fund covered by the
appointment under the Securities Act of
1933, as amended, and any other applicable
federal or state statute and
(3) That all issued shares are, and all unissued
shares will be, when issued, validly issued,
fully paid and non-assessable.
2. Certain Representations and Warranties of IFTC. IFTC
represents and warrants to Fund that:
A. It is a trust company duly organized and existing and
in good standing under the laws of Missouri.
B. It is duly qualified to carry on its business in the
State of Missouri.
C. It is empowered under applicable laws and by its
Articles of Incorporation and bylaws to enter into
and perform the services contemplated in this
Agreement.
D. All requisite corporate proceedings have been taken
to authorize it to enter into and perform this
Agreement.
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E. It has and will continue to have and maintain the
necessary facilities, equipment and personnel to
perform its duties and obligations under this
Agreement.
3. Certain Representations and Warranties of Fund. Fund
represents and warrants to IFTC that:
A. It is a business trust duly organized and existing
and in good standing under the laws of The
Commonwealth of Massachusetts.
B. It is an closed-end diversified management investment
company registered under the Investment Company Act
of 1940, as amended.
C. A registration statement under the Securities Act of
1933 has been filed and will be effective with
respect to all shares of Fund being offered for sale.
D. All requisite steps have been r will be taken to
register Fund's shares for sale in all applicable
states, including the District of Columbia.
E. Fund is empowered under applicable laws and by its
Agreement and Declaration of Trust and bylaws to
enter into and perform this Agreement.
4. Scope of Appointment.
A. Subject to the conditions set forth in this
Agreement, Fund hereby employs and appoints IFTC as
Transfer Agent and Dividend Disbursing Agent
effective the date hereof.
B. IFTC hereby accepts such employment and appointment
and agrees that it will act as Fund's Transfer Agent
and Dividend Disbursing Agent.
C. IFTC agrees to provide the necessary facilities,
equipment and personnel to perform its duties and
obligations hereunder in accordance with industry
practice.
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D. Fund agrees to use its best efforts to deliver to
IFTC in Kansas City, Missouri, as soon as they are
available, all of its shareholder account records.
E. Subject to the provisions of Section 19 and 20
hereof, IFTC agrees that it will perform all of the
usual and ordinary services of Transfer Agent and
Dividend Disbursing Agent and as agent for the
various shareholder accounts, including, without
limitation, the following: issuing, transferring and
cancelling share certificates, maintaining all
shareholder accounts, preparing shareholder meeting
lists, mailing proxies, receiving and tabulating
proxies, mailing shareholder reports and
prospectuses, withholding federal income taxes,
preparing and mailing checks for disbursement of
income dividends and capital gains distributions,
preparing and filing all required U.S. Treasury
Department information returns for all shareholders,
preparing and mailing confirmation forms to
shareholders and dealers with respect to all
purchases of Fund shares and other transactions in
shareholder accounts for which confirmations are
required, recording reinvestments of dividends and
distributions in Fund shares.
5. Compensation and Expenses.
A. In consideration for its services hereunder as
Transfer Agent and Dividend Disbursing Agent, Fund
will pay to IFTC from time to time a reasonable
compensation for all services rendered as Agent, and
also, all its reasonable out-of-pocket expenses,
charges, counsel fees, and other disbursements
incurred in connection with the agency. Such
compensation will be set forth in a separate schedule
to be agreed to by Fund and IFTC.
B. Fund agrees to promptly reimburse IFTC for all
reasonable out-of-pocket expenses or advances
incurred by IFTC in connection with the performance
of services under this Agreement, for postage (and
first class
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mail insurance in connection with mailing share
certificate), envelopes, check forms, continuous
forms, forms for reports and statements, stationary,
and other similar items, telephone and telegraph
charges incurred in answering inquiries from dealers
or shareholders, microfilm used each year to record
the previous year's transaction in shareholder
accounts and computer tapes used for permanent
storage of records and cost of insertion of materials
in mailing envelopes by outside firms.
6. Efficient Operation of IFTC System.
A. In connection with the performance of its services
under this Agreement, IFTC is responsible for the
accurate and efficient functioning of its system at
all times, including:
(1) The accuracy of the entries in IFTC's
records reflecting orders and instructions
received by IFTC from dealers, shareholders,
Fund or its principal underwriter;
(2) The timely availability and the accuracy of
shareholder lists, shareholder account
verification, confirmations and other
shareholder account information to be
produced from its records or data;
(3) The accurate and timely issuance of dividend
and distribution checks in accordance with
instructions received from Fund;
(4) The requiring of proper forms of
instructions signatures and signature
guarantees and any necessary documents
supporting the legality of transfers, all in
conformance with IFTC's present procedures
with such changes as may be required or
approved by Fund; and
(5) The maintenance of a current duplicate set
of Fund's essential records at a secure
distant location, in form available and
usable
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forthwith in the event of any breakdown or
disaster disrupting its main operation.
7. Indemnification.
A. IFTC shall not be responsible for, and the Fund shall
indemnify and hold IFTC harmless from against, any
and all claims, actions, suits, losses, damages,
costs, charges, counsel fees, payments, expenses and
liabilities arising out of or attributable to any
action or omission by IFTC pursuant to this Agreement
or in connection with the agency relationship created
by this Agreement, provided that IFTC has acted in
good faith and without negligence or willful
misconduct.
B. The Fund shall not be responsible for, and IFTC shall
indemnify and hold the Fund harmless from and
against, any and all claims, actions, suits, losses,
damages, costs, charges, counsel fees, payments,
expenses and liabilities arising out of or
attributable to any action or omission by IFTC
pursuant to this Agreement or in connection with the
agency relationship created by this Agreement,
provided that IFTC has not acted in good faith and
without negligence or willful misconduct.
C. In order that the indemnification provisions
contained in this Section 7 shall apply, upon the
assertion of a claim for which either party may be
required to indemnify the other, the party seeking
indemnification shall promptly notify the other party
of such assertion, and shall keep the other advised
with respect to all developments concerning such
claim. The party that may be required to indemnify
shall have the option to participate with the party
seeking indemnification in the defense of such claim.
The party seeking indemnification shall in no event
confess, admit to, compromise, or settle any claim
for which the other party may be required to
indemnify it except with the other party's prior
written consent.
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8. Certain Covenants of IFTC and Fund.
A. All requisite steps will be taken by Fund from time
to time when and as necessary to register the Fund's
shares for sale in all states in which Fund's shares
shall at the time be offered for sale and require
registration. If at any time Fund will receive notice
of any stop order or other proceeding in any such
state affecting such registration or the sale of
Fund's shares or of any stop order or other
proceeding under the Federal securities laws
affecting the sale of Fund's shares, Fund will give
prompt notice thereof to IFTC.
B. IFTC hereby agrees to establish and maintain
facilities and procedures reasonably acceptable to
Fund for safekeeping of share certificates, check
forms, and facsimile signature imprinting devices, if
any; and for the preparation or use, and for keeping
account of, such certificates, forms and devices, and
to carry insurance, as specified in Exhibit B hereto,
with insurers reasonably acceptable to Fund and in
minimum amounts which are reasonably acceptable to
the Fund, which will not be changed without the
consent of Fund and which will be expanded in
coverage or increased in amounts from time to time if
and when reasonably requested by Fund. If IFTC
determines that it is unable to obtain any such
insurance upon commercially reasonable terms, it
shall promptly so advise the Fund in writing. In such
event, the Fund shall have the right to terminate
this Agreement upon 30 days notice.
C. To the extent required by Section 31 of the
Investment Company Act of 1940 as amended and Rules
thereunder, IFTC agrees that all records maintained
by IFTC relating to the services to be performed by
IFTC under this agreement are the property of Fund
and will be preserved and will be surrendered
promptly to Fund on request.
D. IFTC agrees to furnish Fund semi-annual reports of
its financial condition, consisting of a balance
sheet, earnings statement and any other financial
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information reasonably requested by Fund. The annual
financial statements will be certified by IFTC's
certified public accountants.
E. IFTC represents and agrees that it will use its best
efforts to keep current on the trends of the
investment company industry relating to shareholder
services and will use its best efforts to continue to
modernize and improve is system without additional
cost to Fund.
F. IFTC will permit Fund and its authorized
representatives to make periodic inspections of its
operations at reasonable times during business hours.
9. Adjustment.
In case of any recapitalization, readjustment or other change
in the structure of Fund requiring a change in the form of
share certificates, IFTC will issue or register certificates
in the new form in exchange for, or in transfer of, the
outstanding certificates in the old form, upon receiving:
A. Written instructions from an officer of Fund;
B. Certified copy of the amendment to the Agreement and
Declaration of Trust or other document effecting the
change;
C. Certified copy of the order or consent of each
governmental or regulatory authority, required by law
to the issuance of the shares in the new form, and an
opinion of counsel that the order or consent of no
other government or regulatory authority is require;
D. Specimens of the new certificates in the form
approved by the Board of Trustees of Fund, with a
certificate of the Secretary of Fund as to such
approval;
E. Opinion of counsel for Fund stating:
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(1) The status of the shares of Fund in the new
form under the Securities Act of 1933, as
amended and any other applicable federal or
state statue; and
(2) That the issued shares in the new form are,
and all unissued shares will be, when issued
validly issued, fully paid and
non-assessable.
10. Share of Certificates.
Fund will furnish IFTC with a sufficient supply of blank share
certificates and from time to time will renew such supply upon
the request of IFTC. Such certificates will be signed manually
or by facsimile signatures of the officers of Fund authorized
by law and by bylaws to sign share certificates, and if
required, will bear the trust seal or facsimile thereof.
11. Death, Resignation or Removal of Signing Officer.
Fund will file promptly with IFTC written notice of any change
in the officers authorized to sign share certificates, written
instructions or requests, together with two signature cards
bearing the specimen signature of each newly authorized
officer. In case any officer of Fund who will have signed
manually or whose facsimile signature will have been affixed
to blank share certificates will die, resign, or be removed
prior to the issuance of such certificate, IFTC may issue or
register such share certificates as the share certificates of
Fund notwithstanding such death, resignation, or removal,
until specifically directed to the contrary by Fund in
writing. In the absence of such direction, Fund will file
promptly with IFTC such approval, adoption, or ratification as
may be required by law.
12. Future Amendments of Agreement and Declaration of Trust and
Bylaws.
Fund will promptly file with IFTC copies of all material
amendments to its Agreement and Declaration of Trust and
bylaws made after the date of this Agreement.
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13. Instructions, Opinion of Counsel and Signatures.
At any time IFTC may apply to any officer of Fund for
instructions, and may consult with legal counsel for Fund or
its own legal counsel at the expense of Fund, with respect to
any matter arising in connection with the agency and it will
not be liable for any action taken or omitted by it in good
faith in reliance upon such instructions or upon the opinion
of such counsel. IFTC will be protected in acting upon any
paper or document reasonably believed by it to be genuine and
to have been signed by the proper person or persons and will
not be held to have notice of any change of authority of any
person, until receipt of written notice thereof from Fund. It
will also be protected in recognizing share certificates which
it reasonably believes to bear the proper manual or facsimile
signatures of the officers of Fund, and the proper
countersignature of any former Transfer Agent or Registrar, of
a Co-Transfer Agent or Co-Registrar.
14. Papers Subject to Approval of Counsel.
The acceptance by IFTC, of its appointment as Transfer Agent
and Dividend Disbursing Agent and all documents filed in
connection with such appointment and thereafter in connection
with the agencies, will be subject to the approval of legal
counsel for IFTC (which approval will not be unreasonably
withheld).
15. Certification of Documents.
The required copy of the Agreement and Declaration of Trust of
Fund and copies of all amendments thereto will be certified by
the appropriate official of The Commonwealth of Massachusetts,
and if such Agreement and Declaration of Trust and amendments
are required by law to be also filed with a county, city or
other officer of official body, a certificate of such filing
will appear on the certified copy submitted to IFTC. A copy of
the order to consent of each governmental or regulatory
authority required by law to the issuance of the shares will
be certified by the Secretary or Clerk of such governmental or
regulatory authority, under proper seal of such authority. The
copy of the bylaws and copies
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of all amendments thereto, and copies of resolutions of the
Board of Trustees of Fund, will be certified by the Secretary
or an Assistant Secretary of Fund.
16. Records.
IFTC will maintain customary records in connection with its
agency, and particularly will particularly will maintain those
records required to be maintained pursuant to sub-paragraph
(2)(iv) of paragraph (b) of Rule 31a-1 under the Investment
Company Act of 1940, if any.
17. Disposition of Books, Records and Cancelled Certificates.
IFTC will send periodically to Fund, or to where designated by
the Secretary or an Assistant Secretary of Fund, all books,
documents, and all records no longer deemed needed for current
purposes and share certificates which have been cancelled in
transfer or in exchange, upon the understanding that such
books, documents, records, share certificates will not
destroyed by Fund without the consent of IFTC (which consent
will not be unreasonably withheld), but will be safely stored
for possible future reference.
18. Provisions Relating to IFTC as Transfer Agent.
A. IFTC will make original issues of shares certificates
upon written request of an officer of Fund and upon
being furnished with a certified copy of a resolution
of the Board of Trustees authorizing such original
issue, an opinion of counsel as outlined in
paragraphs 1.D and G of this Agreement, any documents
required by paragraphs 5 or 9 of this Agreement, and
necessary funds for the payment of any original issue
tax.
B. Before making any original issue of certificates Fund
will furnished IFTC with sufficient funds to pay all
required taxes on the original issue of the share, if
any. Fund will furnish IFTC such evidence as may be
required by IFTC to show the actual value of the
shares. If no taxes are payable, IFTC will be
furnished with an opinion of outside counsel to that
effect.
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C. Shares will be transferred and new certificates
issued in transfer upon surrender of the old
certificates in form deemed by IFTC properly endorsed
for transfer accompanied by such documents as IFTC
may deem necessary to evidence that authority of the
person making the transfer and bearing satisfactory
evidence of the payment of any applicable share
transfer taxes. IFTC reserves the right to refuse to
transfer shares until it is satisfied that the
endorsement or signature on the certificate or any
other document is valid and genuine, and for that
purpose it may require a guaranty of signature by a
firm having membership in the New York Stock
Exchange, Midwest Stock Exchange, American Stock
Exchange Securities Corporation, Pacific Coast Stock
Exchange, or any other exchange acceptable to IFTC or
by a bank or trust company approved by it. IFTC also
reserves the right to refuse to transfer shares until
it is satisfied that the requested transfer is
legally authorized, and it will incur no liability
for the refusal in good faith to make transfers
which, in its judgment, are improper or unauthorized.
IFTC may, in effecting transfers rely upon
Simplification Acts or other statues which protect it
and Fund in not requiring complete fiduciary
documentation. In cases in which IFTC is not directed
or otherwise required to maintain the consolidated
records of shareholder's accounts, IFTC will not be
liable for any loss which may arise by reason of not
having such records, provided that such loss could
not have been prevented by the exercise of ordinary
diligence. IFTC will be under no duty to use a
greater degree of diligence by reason of not having
such records.
D. When mail is used for delivery of share certificates
IFTC will forward share certificates in
"nonnegotiable" form by registered mail, all such
mail deliveries to be covered while in transit to the
addressee by insurance arranged for by IFTC.
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E. IFTC will issue and mail subscription warrants,
certificates upon receiving written instructions from
any officer of Fund and such other documents as IFTC
deems necessary.
F. IFTC will issue, transfer, and split up certificates
upon receiving written instructions from an officer
of Fund and such other documents as IFTC may deem
necessary.
G. IFTC may new certificates in place of certificates
represented to have been lost, destroyed, stolen or
otherwise wrongfully taken upon receiving
instructions from Fund and indemnity satisfactory to
IFTC and Fund, and may issue new certificates in
exchange for, and upon surrender of, mutilated
certificates. Such instructions from Fund will be in
such form as will be approved by the Board of
Trustees of Fund and will be in accordance with the
provisions of law and the bylaws of Fund governing
such matter.
H. IFTC will supply a shareholder's list to Fund for any
shareholder meeting upon receiving a request from an
officer of Fund. It will also supply lists at such
other times as may be requested by an officer of
Fund.
I. Upon receipt of written instructions of an officer of
Fund, IFTC will address and mail notices to
shareholders.
J. In case of any request or demand for the inspection
of the share books of Fund or any other books in the
possession of IFTC, IFTC will endeavor to notify Fund
and to secure instructions as to permitting or
refusing such inspection. IFTC reserves the right,
however, to exhibit the share books or other books to
any person in case it is advised by its counsel that
it may be held responsible for the failure to exhibit
the share books or other books to such person.
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19. Provisions Relating to Dividend Disbursing Agency.
A. IFTC will, at the expense of Fund, provide a special
form of check containing the imprint of any device or
other matter desired by Fund. Said checks must,
however, be of a form and size convenient for use by
IFTC.
B. If Fund desires to include additional printed matter,
financial statements, etc., with the dividend checks,
the same will be furnished IFTC within a reasonable
time prior to the date of mailing of the dividend
checks, at the expense of Fund.
C. If Fund desires its distributions mailed in any
special form of envelopes, sufficient supply of the
same will be furnished to IFTC but the size and form
of said envelopes will be subject to the approval of
IFTC. If stamped envelopes are used, they must be
furnished by Fund; or if postage stamps are to be
affixed to the envelopes, the stamps or the cash
necessary for such stamps must be furnished by Fund.
D. IFTC will maintain one or more deposit accounts as
Agent for Fund, into which the funds for payment of
dividends, distributions, or other disbursements
provided for hereunder will be deposited, and against
which checks will be drawn.
E. IFTC is authorized and directed to stop payment of
checks theretofore issued hereunder, but not
presented for payment, when the payees thereof allege
either that they have not received the checks or that
such checks have been mislaid, lost, stolen,
destroyed or through no fault of theirs, are
otherwise beyond their control, and cannot be
produced by them for presentation and collection,
and, to issue and deliver duplicate checks in
replacement thereof.
20. Termination of Agreement.
A. This Agreement may be terminated by either party upon
receipt of sixty (60) days written notice from the
other party.
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B. Fund, in addition to any other rights and remedies,
shall have the right to terminate this Agreement
forthwith upon the occurrence at any time of any of
the following events:
(1) Any interruption or cessation of operations
by IFTC or its assigns which materially
interferes with the business operation of
Fund;
(2) The bankruptcy of IFTC or its assigns or the
appointment of a receiver for IFTC or its
assigns;
(3) Any merger, consolidation or sale of
substantially all the assets of IFTC or its
assigns;
(4) The acquisition of a controlling interest in
IFTC or its assigns, by any broker, dealer,
investment adviser or investment company
except as may presently exist; or
(5) Failure by IFTC or its assigns to perform
its duties in accordance with the Agreement,
which failure materially adversely affects
the business operations of Fund and which
failure continues for thirty (30) days after
receipt of written notice from Fund.
C. In the event of termination, Fund will promptly pay
IFTC all amounts due to IFTC hereunder.
21. Assignment.
A. Neither this Agreement nor any rights or obligations
hereunder may be assigned by IFTC without the written
consent of Fund. No assignment will relieve IFTC of
any of its obligations hereunder.
B. This Agreement will inure to the benefit of and be
binding upon the parties and their respective
successors and assigns.
C. IFTC is authorized to use the system services of DST
Systems, Inc.
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22. Confidentiality.
A. IFTC agrees that, except as provided in the last
sentence of Section 18.J hereof, or as otherwise
required by law, IFTC will keep confidential all
records of and information in its possession relating
to Fund or its shareholders or shareholder accounts
and will not disclose the same to any person except
at the request or with the consent of Fund.
B. Fund agrees that, except as otherwise required by
law, Fund will keep confidential all financial
statements and other financial records (other than
statements and records relating solely to Fund's
business dealings with IFTC) and all manuals, systems
and other technical information and data, not
publicly disclosed, relating to IFTC's operations and
programs furnished to it by IFTC pursuant to this
Agreement and will not disclose the same to any
person except at the request or with the consent of
IFTC. Notwithstanding anything to the contrary in
this Section 22.B, if an attempt is made pursuant to
subpoena or other legal process to require the Fund
to disclose or produce any of the aforementioned
manuals, systems or other technical information and
data, the Fund shall give IFTC prompt notice thereof
prior to disclosure or production so that IFTC may,
at its expense, resist such attempt.
23. Survival of Representations and Warranties.
A. All representations and warranties by either party
herein contained will survive the execution an
delivery of this Agreement.
24. Miscellaneous.
A. This Agreement is executed and delivered in the State
of Missouri and shall be governed by the laws of said
state (except as to paragraph 24.I hereof which shall
be governed by the laws of The Commonwealth of
Massachusetts).
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B. All the terms and provisions of this Agreement shall
binding upon, inure to the benefit of, and be
enforceable by the respective successor and assigns
of the parties hereto.
C. No provisions of the Agreement may be amended or
modified, in any manner except by a written agreement
properly authorized and executed by both parties
hereto.
D. The captions in this Agreement are included for
convenience of reference only, and in no way define
or delimit any of the provisions hereof or otherwise
affect their construction or effect.
E. This Agreement shall become effective at the close of
business as of the date of execution.
F. This Agreement may be executed simultaneously in two
or more counterparts, each of which shall be deemed
an original but all of which together shall
constitute one and the same instrument.
G. If any part, term or provision of this Agreement is
by the courts held to be illegal, in conflict with
any law or otherwise invalid, the remaining portion
or portions shall be considered severable and not be
affected, and the rights and obligations of the
parties shall be construed and enforced as if the
Agreement did not contain the particular part, term
or provision held to be illegal or invalid.
H. This Agreement may not be assigned by either party
without prior written consent of the other party.
I. All parties hereto are expressly put on notice of the
Fund's Agreement and Declaration of Trust which is on
file with the Secretary of The Commonwealth of
Massachusetts, and the limitation of shareholder and
trustee liability contained therein. This Agreement
has been executed by and on behalf of the Fund by its
representatives as such representatives
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and not individually, and the obligations of the Fund
hereunder are not binding upon any of the Trustees,
officers or shareholders of the Fund individually but
are binding upon only the assets and property of the
Fund. With respect to any claim by IFTC for recovery
of that portion of the compensation and expenses (or
any other liability of the Fund arising hereunder)
allocated to a particular Portfolio, whether in
accordance with the express terms hereof or
otherwise, IFTC shall have resource solely against
the assets of that Portfolio to satisfy such claim
and shall have no recourse against the assets of any
other Portfolio for such purpose.
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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by
their respective duly authorized officer.
XXXXXX STRATEGIC MUNICIPAL INCOME TRUST
By: /s/ Xxxxxxx X. Xxxxxxxx
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Title: President
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ATTEST:
/s/ Xxxxxx X. Xxxxxxx
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Title: Vice President and Secretary
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INVESTORS FIDUCIARY TRUST COMPANY
By: /s/ Xxxxx X. Xxxxx
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Title: President
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ATTEST:
/s/ Xxxxxx Xxxxxx
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Title: Assistant Secretary
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EXHIBIT A
IFTC INSURANCE COVERAGE
DESCRIPTION OF POLICY:
Brokers Blanket Bond, Standard Form 14
Covering losses caused by dishonesty of employees, physical
loss of securities on or outside of premises while in
possession of authorized person, loss caused by forgery or
alteration of checks or similar instruments.
Errors and Omissions Insurance
Covering replacement of destroyed records and computer errors
and omissions.
Special Forgery Bond
Covering losses through forgery or alteration of checks or
drafts of customers processed by insured but drawn on or
against them.
Mail Insurance (applies to all full service operations)
Provides indemnity for the following types of securities lost
in the mails:
Non-negotiable securities mailed to domestic locations
via registered mail.
Non-negotiable securities mailed to domestic locations
via first-class or certified mail.
Non-negotiable securities mailed to foreign locations
via registered mail.
Negotiable securities mailed to all locations via
registered mail.
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