AMENDED AND RESTATED FIDELITY BOND PREMIUM SHARING AGREEMENT
AMENDED AND RESTATED FIDELITY BOND PREMIUM SHARING AGREEMENT
THIS AGREEMENT made as of December 31, 1995, amended and restated as of October 16, 2006, by and among the investment companies (the “Funds”) and affiliates of Xxxxx Xxxxx Corp. (“EVC”) listed on the attached Schedule A (the “EV Parties”) (collectively, the “Insureds”).
WHEREAS, Xxxxx Xxxxx Management (“EVM”) and Boston Management and Research (“BMR”) act as investment adviser or administrator of the Funds, and may from time to time hereafter act as investment adviser or administrator of other funds; and Xxxxx Xxxxx Distributors, Inc. (“EVD”) acts as principal underwriter or placement agent for the Funds, and may from time to time hereafter act as principal underwriter or placement agent for other funds.
WHEREAS, all the parties hereto are named Insureds under an Investment Company Blanket Bond (the “Bond”) issued by one or more insurance companies (the “Insurer”), which may from time to time be amended or replaced.
WHEREAS, the parties desire to establish (i) the criteria by which the annual premium shall be allocated among the parties, (ii) the basis upon which additional investment companies for which EVM or BMR may hereafter act as investment adviser or administrator and additional affiliates of EVC may from time to time be added as named insureds under the Bond and (iii) the criteria by which losses in excess of the face amount of the Bond shall be allocated among the parties.
| NOW, THEREFORE, it is agreed as follows: |
1. The aggregate portion of the premium to be paid by the Funds and the EV Parties will be determined annually as follows. The minimum amount of coverage required as of December 31 of the preceding year (the “Mandatory Coverage Amount”) shall be calculated for each Fund and any EV Party for which such coverage is required (the “Mandatory Coverage Parties”). In order to prevent an unfair allocation of premium costs to those investment companies that are structured in Hub and Spoke format, it is essential that the Hub defray substantially all of the premium cost with its Spokes paying only nominal amounts of such cost. The amount of excess coverage will be computed by subtracting the aggregate Mandatory Coverage Amount from the face amount of the Bond. 40% of this excess coverage (the “Non-Mandatory Share”) will be deemed attributable to those EV Parties (the “Non-Mandatory Coverage Parties”), if any, that are not Mandatory Coverage Parties. The remaining 60% of this excess coverage will be deemed attributable to the Mandatory Coverage Parties.
The amount of the total premium allocated to the Non-Mandatory Coverage Parties will be determined by calculating the percentage of the total Bond coverage that is represented by the Non-Mandatory Share. This percentage will be multiplied by the aggregate amount of the Bond premium to determine the amount of the premium to be allocated to the Non-Mandatory Coverage parties. This amount may be allocated among the Non-Mandatory Coverage Parties as mutually agreed by them.
2. If the Insurer is willing without additional premium to add as an Insured under the Bond any investment company for which EVM or BMR hereafter is investment adviser or administrator or any affiliate of EVC not listed on Schedule A which qualifies as an insurable party pursuant to Rule 17g-1(b)(3) under the Investment Company Act of 1940, the parties
hereto agree (a) that such addition may be made, (b) that such investment company may become a party to this Agreement and be included within the term “Funds”, and (c) that such affiliate may become a party to this Agreement and be included within the term “EV Parties”; provided that notice of such addition is given each Fund not less than ten (10) days before such addition becomes effective and further provided that in each case such investment company or affiliate shall have executed and delivered to the parties to this Agreement its written agreement to become a party hereto and to be bound by the terms of this Agreement. Any Fund objecting to any such addition may withdraw from this Agreement and coverage under the Bond by written notice to all parties insured under the Bond not less than ten (10) days before the withdrawal. The withdrawing Fund shall be entitled to receive and EVM shall pay to the withdrawing Fund an amount equal to the portion of the share of the premium on the Bond borne by the withdrawing Fund which is proportional to the unexpired term of the Bond for which a premium has been paid.
3. In the event that the claims of loss of two or more Insureds under the Bond are so related that the Insurer is entitled to assert that the claims must be aggregated with the result that the total amount payable on such claims is limited to the face amount of the Bond, the following rules for determining, as among the claimants, the priority of satisfaction of the claims under the Bond shall apply:
| A. | All claims of the Funds and of any qualified profit sharing and/or retirement plan of Xxxxx Xxxxx Management or subsidiaries of EVC (the “Plans”) which have been duly proved and established under the Bond shall be satisfied in full before satisfaction of any claims of any other parties. However, a Fund (a “Spoke”) which invests substantially all of its assets in another Fund (a “Hub”) is not entitled to recover on the Spoke’s claim to the extent that the Spoke’s actual covered loss is reduced by the satisfaction of the Hub’s claim. | |
| B. | If the claims of the Funds and Plans which have been duly proved and established exceed the face amount of the Bond, the insurance shall be applied to those claims in the following manner: | |
| (i) | First, the insurance shall be applied to the claim of each Fund and Plan up to its respective minimum fidelity bond requirement for the year in which the claim arose as determined pursuant to Rule 17g-1(d) under the Investment Company Act of 1940 with respect to the Funds and pursuant to Section 412 of the Employee Retirement Income Security Act of 1974 (ERISA) and any applicable regulations promulgated thereunder with respect to the Plans; and | |
| (ii) | The remaining amount of insurance then shall be applied to the unsatisfied claims of the Funds and Plans in proportion to the amounts of such unsatisfied claims. | |
| C. | If after giving effect to Paragraph A there remains a portion of the insurance under the Bond available for the satisfaction of claims of parties other than the Funds and Plans which have been duly proved and established under the Bond, such remainder shall be applied as EVM shall determine. | |
4. All parties hereto agree that any obligation assumed by a business or common law trust shall be limited to the assets of the trust, and the trustees, shareholders and agents of the trust shall not be liable thereon.
5. This Amended and Restated Fidelity Bond Premium Sharing Agreement shall become effective as of October 16, 2006.
IN WITNESS WHEREOF, the parties have hereunto caused this Agreement to be executed by their officers, General Partners, Directors or Trustees hereunto duly authorized all as of the day and year first above written.
| XXXXX XXXXX MANAGEMENT (as agent for the Insureds listed on Schedule A) By: /s/ Xxxx X. X'Xxxx Name: Xxxx X. X'Xxxx Title: Vice President |
| Schedule A October 3, 2007 |
| Atlanta Capital Management Company, LLC Boston Management and Research Constantinus Xxxxx Xxxxx CDO V. Delaware Corp. Xxxxx Xxxxx Acquisitions Xxxxx Xxxxx Advisers (Ireland) Limited Xxxxx Xxxxx CDO Corp. Xxxxx Xxxxx CDO III, Corp. Xxxxx Xxxxx Corp Xxxxx Xxxxx Distributors, Inc. Xxxxx Xxxxx Investment Counsel Xxxxx Xxxxx, Inc. Xxxxx Xxxxx Management (International) Ltd. Xxxxx Xxxxx Trust Company Fox Asset Management, LLC Parametric Portfolio Associates LLC Xxxxx Xxxxx Consolidated Health & Welfare Benefit Plan Xxxxx Xxxxx Corp. Deferred Compensation Plan Xxxxx Xxxxx Management Master Trust for Retirement Plans Xxxxx Xxxxx Management Profit Sharing Retirement Plan Xxxxx Xxxxx Management Savings Plan Asian Small Companies Portfolio Boston Income Portfolio Capital Growth Portfolio Cash Management Portfolio Dividend Income Portfolio Dividend Builder Portfolio (formerly Utilities Portfolio) Emerging Markets Portfolio Emerging Markets Income Portfolio Floating Rate Portfolio Global Growth Portfolio Global Macro Portfolio (formerly named Strategic Income Portfolio) Government Obligations Portfolio Greater China Growth Portfolio High Income Portfolio International Equity Portfolio International Income Portfolio Investment Grade Income Portfolio Investment Portfolio Large Cap Growth Portfolio Large-Cap Portfolio Large-Cap Value Portfolio Multi-Cap Growth Portfolio (formerly Growth Portfolio) Senior Debt Portfolio Small-Cap Growth Portfolio XXXX-Cap Portfolio (formerly Small-Cap Portfolio) |
| South Asia Portfolio Special Equities Portfolio Tax-Managed Growth Portfolio Tax-Managed International Equity Portfolio Tax-Managed Mid-Cap Core Portfolio Tax-Managed Multi-Cap Portfolio, LLC Tax-Managed Multi-Cap Growth Portfolio (formerly Tax-Managed Multi-Cap Opportunity Portfolio) Tax-Managed Small Cap Value Portfolio Tax-Managed Small-Cap Growth Portfolio Tax-Managed Value Portfolio Worldwide Health Sciences Portfolio Xxxxx Xxxxx Advisers Senior Floating-Rate Fund Xxxxx Xxxxx Institutional Senior Floating-Rate Fund Xxxxx Xxxxx Prime Rate Reserves EV Classic Senior Floating-Rate Fund Xxxxx Xxxxx California Municipal Income Trust Xxxxx Xxxxx Cash Collateral Fund, LLC Xxxxx Xxxxx Credit Opportunities Fund Xxxxx Xxxxx Credit Opportunities Fund II Xxxxx Xxxxx Enhanced Equity Income Fund Xxxxx Xxxxx Enhanced Equity Income Fund II Xxxxx Xxxxx Floating-Rate Income Trust Xxxxx Xxxxx Florida Municipal Income Trust Xxxxx Xxxxx Global Enhanced Equity Income Fund Xxxxx Xxxxx Insured California Municipal Bond Fund Xxxxx Xxxxx Insured California Municipal Bond Fund II Xxxxx Xxxxx Insured Florida Municipal Bond Fund Xxxxx Xxxxx Insured Massachusetts Municipal Bond Fund Xxxxx Xxxxx Insured Michigan Municipal Bond Fund Xxxxx Xxxxx Insured Municipal Bond Fund Xxxxx Xxxxx Insured Municipal Bond Fund II Xxxxx Xxxxx Insured New Jersey Municipal Bond Fund Xxxxx Xxxxx Insured New York Municipal Bond Fund Xxxxx Xxxxx Insured New York Municipal Bond Fund II Xxxxx Xxxxx Insured Ohio Municipal Bond Fund Xxxxx Xxxxx Insured Pennsylvania Municipal Bond Fund Xxxxx Xxxxx Limited Duration Income Fund Xxxxx Xxxxx Massachusetts Municipal Income Trust Xxxxx Xxxxx Michigan Municipal Income Trust Xxxxx Xxxxx Municipal Income Trust Xxxxx Xxxxx New Jersey Municipal Income Trust Xxxxx Xxxxx New York Municipal Income Trust Xxxxx Xxxxx Ohio Municipal Income Trust Xxxxx Xxxxx Pennsylvania Municipal Income Trust Xxxxx Xxxxx Short Duration Diversified Income Fund Xxxxx Xxxxx Senior Floating-Rate Trust Xxxxx Xxxxx Senior Income Trust |
| Xxxxx Xxxxx Risk-Managed Diversified Equity Income Fund Xxxxx Xxxxx Risk-Managed Equity Income Opportunities Fund Xxxxx Xxxxx Tax-Advantaged Dividend Income Fund Xxxxx Xxxxx Tax-Advantaged Global Dividend Income Fund Xxxxx Xxxxx Tax-Advantaged Global Dividend Opportunities Fund Xxxxx Xxxxx Tax-Managed Buy-Write Income Fund Xxxxx Xxxxx Tax-Managed Buy-Write Opportunities Fund Xxxxx Xxxxx Tax-Managed Buy-Write Research Fund Xxxxx Xxxxx Tax-Managed Global Buy-Write Opportunities Fund Xxxxx Xxxxx Tax-Managed Diversified Equity Income Fund Xxxxx Xxxxx Tax-Managed Global Diversified Equity Income Fund Xxxxx Xxxxx Tax-Managed International Diversified Equity Income Fund Xxxxx Xxxxx Growth Trust, a series fund consisting of: o Xxxxx Xxxxx Asian Small Companies Fund o Xxxxx Xxxxx Greater China Growth Fund o Xxxxx Xxxxx Global Growth Fund o Xxxxx Xxxxx Multi-Cap Growth Fund o Xxxxx Xxxxx-Atlanta Capital XXXX-Cap Fund o Xxxxx Xxxxx-Atlanta Capital Large-Cap Growth Fund o Xxxxx Xxxxx Worldwide Health Sciences Fund Xxxxx Xxxxx Investment Trust, a series fund consisting of: o Xxxxx Xxxxx California Limited Maturity Municipals Fund o Xxxxx Xxxxx Florida Limited Maturity Municipals Fund o Xxxxx Xxxxx Massachusetts Limited Maturity Municipals Fund o Xxxxx Xxxxx National Limited Maturity Municipals Fund o Xxxxx Xxxxx New Jersey Limited Maturity Municipals Fund o Xxxxx Xxxxx New York Limited Maturity Municipals Fund o Xxxxx Xxxxx Ohio Limited Maturity Municipals Fund o Xxxxx Xxxxx Pennsylvania Limited Maturity Municipals Fund Xxxxx Xxxxx Municipals Trust, a series fund consisting of: o Xxxxx Xxxxx Alabama Municipals Fund o Xxxxx Xxxxx Arizona Municipals Fund o Xxxxx Xxxxx Arkansas Municipals Fund o Xxxxx Xxxxx California Municipals Fund o Xxxxx Xxxxx Colorado Municipals Fund o Xxxxx Xxxxx Connecticut Municipals Fund o Xxxxx Xxxxx Florida Municipals Fund o Xxxxx Xxxxx Georgia Municipals Fund o Xxxxx Xxxxx Kentucky Municipals Fund o Xxxxx Xxxxx Louisiana Municipals Fund o Xxxxx Xxxxx Maryland Municipals Fund o Xxxxx Xxxxx Massachusetts Municipals Fund o Xxxxx Xxxxx Michigan Municipals Fund o Xxxxx Xxxxx Minnesota Municipals Fund o Xxxxx Xxxxx Mississippi Municipals Fund o Xxxxx Xxxxx Missouri Municipals Fund o Xxxxx Xxxxx National Municipals Fund o Xxxxx Xxxxx New Jersey Municipals Fund |
| o Xxxxx Xxxxx New York Municipals Fund o Xxxxx Xxxxx North Carolina Municipals Fund o Xxxxx Xxxxx Ohio Municipals Fund o Xxxxx Xxxxx Oregon Municipals Fund o Xxxxx Xxxxx Pennsylvania Municipals Fund o Xxxxx Xxxxx Rhode Island Municipals Fund o Xxxxx Xxxxx South Carolina Municipals Fund o Xxxxx Xxxxx Tennessee Municipals Fund o Xxxxx Xxxxx Virginia Municipals Fund o Xxxxx Xxxxx West Virginia Municipals Fund Xxxxx Xxxxx Municipals Trust II, a series fund consisting of: o Xxxxx Xxxxx Florida Insured Municipals Fund o Xxxxx Xxxxx Hawaii Municipals Fund o Xxxxx Xxxxx High Yield Municipals Fund o Xxxxx Xxxxx Kansas Municipals Fund Xxxxx Xxxxx Mutual Funds Trust, a series fund consisting of: o Xxxxx Xxxxx AMT-Free Municipal Bond Fund o Xxxxx Xxxxx Cash Management Fund o Xxxxx Xxxxx Dividend Income Fund o Xxxxx Xxxxx Diversified Income Fund o Xxxxx Xxxxx Emerging Markets Income Fund o Xxxxx Xxxxx Equity Research Fund o Xxxxx Xxxxx Floating-Rate Fund o Xxxxx Xxxxx Floating-Rate Advantage Fund o Xxxxx Xxxxx Floating-Rate & High Income Fund o Xxxxx Xxxxx Global Macro Fund o Xxxxx Xxxxx Government Obligations Fund o Xxxxx Xxxxx High Income Fund o Xxxxx Xxxxx International Income Fund o Xxxxx Xxxxx International Equity Fund o Xxxxx Xxxxx Low Duration Fund o Xxxxx Xxxxx Money Market Fund o Xxxxx Xxxxx Strategic Income Fund o Xxxxx Xxxxx Structured Emerging Markets Fund o Xxxxx Xxxxx Tax Free Reserves o Xxxxx Xxxxx Tax-Managed Dividend Income Fund o Xxxxx Xxxxx Tax-Managed Equity Asset Allocation Fund o Xxxxx Xxxxx Tax-Managed Growth Fund 1.1 o Xxxxx Xxxxx Tax-Managed Growth Fund 1.2 o Xxxxx Xxxxx Tax-Managed International Equity Fund o Xxxxx Xxxxx Tax-Managed Mid-Cap Core Fund o Xxxxx Xxxxx Tax-Managed Multi-Cap Growth Fund o Xxxxx Xxxxx Tax-Managed Small-Cap Growth Fund o Xxxxx Xxxxx Tax-Managed Small-Cap Value Fund o Xxxxx Xxxxx Tax-Managed Value Fund Xxxxx Xxxxx Series Trust, a series fund consisting of: o Xxxxx Xxxxx Tax-Managed Growth Fund 1.0 Xxxxx Xxxxx Series Trust II, a series fund consisting of: |
| o Xxxxx Xxxxx Income Fund of Boston o Xxxxx Xxxxx Tax-Managed Emerging Markets Fund Xxxxx Xxxxx Special Investment Trust, a series fund consisting of: o Xxxxx Xxxxx Balanced Fund o Xxxxx Xxxxx Capital & Income Strategies Fund o Xxxxx Xxxxx Dividend Builder Fund o Xxxxx Xxxxx Emerging Markets Fund o Xxxxx Xxxxx Equity Asset Allocation Fund o Xxxxx Xxxxx Greater India Fund o Xxxxx Xxxxx Institutional Short-Term Income Fund o Xxxxx Xxxxx Institutional Short-Term Treasury Fund o Xxxxx Xxxxx Investment Grade Income Fund o Xxxxx Xxxxx Large-Cap Growth Fund o Xxxxx Xxxxx Large-Cap Value Fund o Xxxxx Xxxxx Real Estate Fund o Xxxxx Xxxxx Small-Cap Growth Fund o Xxxxx Xxxxx Small-Cap Value Fund o Xxxxx Xxxxx Special Equities Fund Xxxxx Xxxxx Variable Trust, a series fund consisting of: o Xxxxx Xxxxx VT Floating-Rate Income Fund o Xxxxx Xxxxx VT Large-Cap Value Fund o Xxxxx Xxxxx VT Worldwide Health Sciences Fund The Xxxxxx Managed Income Trust, a series fund consisting of: x Xxxxxx Current Income Fund x Xxxxxx Total Return Bond Fund The Xxxxxx Managed Equity Trust, a series fund consisting of: o Wright International Blue Chip Equities Fund x Xxxxxx Major Blue Chip Equities Fund x Xxxxxx Selected Blue Chip Equities Altavera Capital Fund LLC & Subsidiaries Belair Capital Fund LLC & Subsidiaries Belcrest Capital Fund LLC & Subsidiaries Belmar Capital Fund LLC & Subsidiaries Belport Capital Fund LLC & Subsidiaries Belrose Capital Fund LLC & Subsidiaries Belshire Capital Fund LLC & Subsidiaries Belterra Capital Fund LLC & Subsidiaries Belvedere Capital Fund & Subsidiaries Belvedere Equity Fund LLC & Subsidiaries Belwater Capital Fund LLC & Subsidiaries Broadmoor I Fund X.X. Xxxxxxxxx Capital Fund LLC & Subsidiaries Big Sky Senior Loan Fund, Ltd. Big Sky II Senior Loan Fund, Ltd. Big Sky III Senior Loan Trust Xxxxx Xxxxx Collective Trust for Qualified Plans, a series fund consisting of: o Xxxxx Xxxxxx Asian Fund |
| Xxxxx Xxxxx Trust Company Collective Investment Trust for Employee Benefit Plans, a series fund consisting of: o Large Cap Value Sub Trust o Investment Grade Income Sub Trust o High Yield Sub Trust o Large-Cap Value Sub Trust II Xxxxx Xxxxx Trust Company Collective Investment Trust for Employee Benefit Plans II, a series fund consisting of: o Large Cap Value Fund Xxxxx Xxxxx Institutional Senior Loan Fund Xxxxx Xxxxx Institutional Funds, Ltd., a series fund consisting of: o Xxxxx Xxxxx Institutional Senior Loan Trust Xxxxx Xxxxx Money Market Fund Ltd. Xxxxx Xxxxx Covered Option Fund, LLC. Xxxxx Xxxxx Cash Collateral Fund, LLC Xxxxx Xxxxx Small Cap Core Fund, LLC Xxxxx Xxxxx Mid Cap Core Fund, LLC Xxxxx Xxxxx Small/Mid Cap Core Fund, LLC Xxxxx Xxxxx Structured Emerging Markets Fund, LLC Tax-Managed Multi-Cap Portfolio LLC Xxxxx Xxxxx CDO, Ltd. Xxxxx Xxxxx CDO II, Ltd. Xxxxx Xxxxx CDO III, Ltd. Constantinus Xxxxx Xxxxx CDO V, Ltd. Xxxxx Xxxxx CDO VI, Ltd. Xxxxx Xxxxx CDO VII, Plc. Xxxxx Xxxxx CDO VIII, Ltd. Xxxxx Xxxxx Variable Leverage Fund Ltd. Investors Bank & Trust Company Multiple Common Trust Fund, a series fund consisting of: o LG Asian Equity Fund The US Charitable Gift Trust, a series fund consisting of: o Donor-Advised Gift Preservation Fund o Donor-Advised Growth Fund o Donor-Advised Growth and Income Fund o Donor-Advised Income Fund o Pooled-Income Income Fund o Pooled-Income Growth and Income Fund o Pooled-Income High Yield Fund Xxxxx Xxxxx Medallion Funds, Ltd., a series fund consisting of: o Xxxxx Xxxxx Medallion Floating-Rate Income Fund o Xxxxx Xxxxx Medallion Global Growth Fund o Xxxxx Xxxxx Medallion High Yield Fund o Xxxxx Xxxxx Medallion Senior Floating-Rate Fund o Xxxxx Xxxxx Medallion Strategic Income Fund o Xxxxx Xxxxx Medallion U.S. Growth Fund o Xxxxx Xxxxx Medallion Utilities Fund o Xxxxx Xxxxx Medallion Worldwide Health Sciences Fund Xxxxx Xxxxx Emerald Funds plc (UCITs Fund), a series fund consisting of: o Xxxxx Xxxxx Emerald Global Growth Fund |
| o Xxxxx Xxxxx Emerald High Yield Bond Fund Xxxxx Xxxxx Emerald U.S. Growth Fund o Xxxxx Xxxxx Emerald U.S. Value Fund Xxxxx Xxxxx Emerald Worldwide Health Sciences Fund |
