AMENDED AGREEMENT AMONG INSUREDS UNDER FIDELITY BOND
AMENDED
AGREEMENT AMONG INSUREDS
UNDER FIDELITY
BOND
AGREEMENT made as of June 20, 2007, by
and among the investment companies (which include all series thereof) listed on
Schedule A (the "Funds") and the corporations (the "Service Providers") listed
on Schedule A, being providers of services to the Funds, on the date hereof
consisting of Aquila Investment Management LLC ("Aquila")and Aquila
Distributors, Inc. (the Funds and Service Providers being referred to
collectively as the "Parties" and separately as a "Party").
WHEREAS, the Parties are parties to an
Agreement among Insureds dated as of May 9, 1994, as from time to time amended,
and wish to enter into this Agreement to amend their prior agreement to provide
for the changes that have occurred as to the insurance involved;
WHEREAS the Funds, their Trustees (the
"Trustees") and officers and the Service Providers and their directors and
officers were jointly insured under an Investment Company blanket Bond(the
"Original Policy") issued by ICI Mutual Insurance Company (the "Insurer"),
providing a $10 million ($10,000,000) limit of liability in the aggregate
(subject to exclusions and deductibles) during the period [May 9, 1994 to May 9,
1995,]renewed for successive periods thereafter;
WHEREAS, the Original Policy has been
amended and revised from time to time, including an amendment to provide for
fidelity coverage for the period June 30, 2007 through June 30, 2008,and is
referred to herein as the "Policy";
NOW, THEREFORE, in consideration of the
mutual covenants set forth below, the Parties agree as follows:
1. The premiums for the
Policy shall be allocated among the Parties as shown on Schedule B
hereto. As the Policy is for a one-year term and is renewed annually,
Schedule B and premium allocations shall be revised upon each renewal of the
Policy for each additional term. All costs and benefits of the Policy
shall be allocated among the Parties as herein
provided. Notwithstanding anything herein to the contrary, the
premium allocation to each Fund shall be determined, and revised as appropriate,
in compliance with Rule 17g-1 under the Investment Company Act of 1940, as
amended (the "1940 Act").
2. In the event that losses
covered under the Policy ("Covered Losses") are suffered by one or more Parties
that exceed in the aggregate the limit of liability of the Policy, the limit on
the amount retained by each Party from its recovery shall be determined as
follows:
1
a)
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Base
Coverage
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i.There shall be computed a benefit
allocation for each Party (its "Base Coverage") determined by applying to the
Policy's limit of liability the allocation percentage shown for that Party in
Schedule B;
ii.Each Party suffering a Covered Loss
shall be entitled to a benefit of up to the amount of its Base
Coverage.
b)
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Proportional
Allocation to Remaining
Losses
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i.The amount of any benefit ("Remaining
Coverage") remaining after application of Base Coverages to Covered Losses shall
be allocated to those Covered Losses (the "Remaining Losses") remaining after
application of Base Coverages.
ii.The Remaining Coverage retained by each
Party shall be limited to the proportion of all Remaining Coverage which the
amount of that party's Remaining Losses bears to the Remaining Losses of all
Parties.
3. The amount that a Party
may recover shall be adjusted if necessary to reflect the fact that there is no
priority in time of any claim or recovery.
4. A newly created
investment company (a "New Fund") having an administrator, investment adviser or
sub-adviser that is, or is an "affiliated person" (as defined in the 0000 Xxx)
of, a Service Provider may become a named Insured under and as defined in the
Policy, and the Trustees and officers of the New Fund may become insureds,
provided that the New Fund causes this Agreement to be signed on its behalf as
of the date that it agrees to the terms and conditions of this Agreement; such
New Fund shall be deemed to be added to Schedule A. A party that is
an affiliated person of, or an affiliated person of an affiliated person of, a
Service Provider (a "New Service Provider") may become a named insured under the
Policy, and its directors and officers may become Insureds, provided that the
New Service Provider causes this Agreement to be signed on its behalf as of the
date that it agrees to the terms and conditions of this Agreement; such New
Service Provider shall thereupon be deemed to be added to Schedule
A. In any such event, a new Schedule B hereto, revised by Aquila to
reflect changed allocations, shall be substituted for the then-current Schedule
B.
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5. Aquila shall take all
steps necessary or appropriate to maintain coverage under the Policy, including,
without limitation, providing the Insurer with all notices necessary or
appropriate under the Policy and maintaining or overseeing payment of premiums
so that the Policy remains continuously in effect.
6. Aquila shall provide the
Trustees with copies of all notices under the Policy appropriate for informing
the Trustees of coverage thereunder, including, without limitation:
a)
|
All
notices to the Insurer concerning potential liability under the
Policy;
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b)
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All
notices to the Insurer concerning acquisitions, mergers and material
changes; and
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c)
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All
notices of the Insurer concerning cancellation or limitation of coverage
under the Policy.
|
7. Aquila shall, to the
extent practicable, assure that all current or former Trustees or officers
covered under the Policy shall have at least three months' notice of any policy
amendment or replacement policy which reduces or restricts coverage of such
persons under the Policy. No notice need be given to former Trustees
or officers who have not been Trustees or officers for at least six
years.
8. Each of the Parties
understands and agrees that the obligations of the Funds under this Agreement
are not binding upon any shareholder or Trustee of any Fund, but bind only the
Funds and their property. Each of the Parties represents that it has
notice of the provisions of the Declarations of Trust of the Funds that disclaim
shareholder and Trustee liability for acts and obligations of the
Funds.
3
IN WITNESS WHEREOF, the Parties have
executed this Agreement as of the date above written.
ATTEST:
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AQUILA
ROCKY MOUNTAIN EQUITY FUND
|
||
/s/ Xxx Xxxx
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By:
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/s/ Xxxxxx X. Xxxxxxxx
|
|
Xxxxxx
X. Xxxxxxxx,
|
|||
Chief
Compliance Officer
|
|||
ATTEST:
|
AQUILA
THREE PEAKS HIGH INCOME FUND
|
||
/s/ Xxx Xxxx
|
By:
|
/s/ Xxxxxx X. Xxxxxxxx
|
|
Xxxxxx
X. Xxxxxxxx,
|
|||
Chief
Compliance Officer
|
|||
ATTEST:
|
CAPITAL
CASH MANAGEMENT TRUST
|
||
/s/ Xxx Xxxx
|
By:
|
/s/ Xxxxxx X. Xxxxxxxx
|
|
Xxxxxx
X. Xxxxxxxx,
|
|||
Chief
Compliance Officer
|
|||
ATTEST:
|
CASH
ASSETS TRUST
|
||
/s/ Xxx Xxxx
|
By:
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/s/ Xxxxxx X. Xxxxxxxx
|
|
Xxxxxx
X. Xxxxxxxx,
|
|||
Chief
Compliance Officer
|
|||
ATTEST:
|
XXXXXXXXX
CASH RESERVES TRUST
|
||
/s/ Xxx Xxxx
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By:
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/s/ Xxxxxx X. Xxxxxxxx
|
|
Xxxxxx
X. Xxxxxxxx,
|
|||
Chief
Compliance Officer
|
4
ATTEST:
|
XXXXXXXXX
TAX-FREE FUND OF KENTUCKY
|
||
/s/ Xxx Xxxx
|
By:
|
/s/ Xxxxxx X. Xxxxxxxx
|
|
Xxxxxx
X. Xxxxxxxx,
|
|||
Chief
Compliance Officer
|
|||
ATTEST:
|
HAWAIIAN
TAX-FREE TRUST
|
||
/s/ Xxx Xxxx
|
By:
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/s/ Xxxxxx X. Xxxxxxxx
|
|
Xxxxxx
X. Xxxxxxxx,
|
|||
Chief
Compliance Officer
|
|||
ATTEST:
|
NARRAGANSETT
INSURED TAX-FREE INCOME FUND
|
||
/s/ Xxx Xxxx
|
By:
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/s/ Xxxxxx X. Xxxxxxxx
|
|
Xxxxxx
X. Xxxxxxxx,
|
|||
Chief
Compliance Officer
|
|||
ATTEST:
|
TAX-FREE
FUND OF COLORADO
|
||
/s/ Xxx Xxxx
|
By:
|
/s/ Xxxxxx X. Xxxxxxxx
|
|
Xxxxxx
X. Xxxxxxxx,
|
|||
Chief
Compliance Officer
|
|||
ATTEST:
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TAX-FREE
FUND FOR UTAH
|
||
/s/ Xxx Xxxx
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By:
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/s/ Xxxxxx X. Xxxxxxxx
|
|
Xxxxxx
X. Xxxxxxxx,
|
|||
Chief
Compliance Officer
|
5
ATTEST:
|
|||
/s/ Xxx Xxxx
|
By:
|
/s/ Xxxxxx X. Xxxxxxxx
|
|
Xxxxxx
X. Xxxxxxxx,
|
|||
Chief
Compliance Officer
|
|||
ATTEST:
|
TAX-FREE
TRUST OF OREGON
|
||
/s/ Xxx Xxxx
|
By:
|
/s/ Xxxxxx X. Xxxxxxxx
|
|
Xxxxxx
X. Xxxxxxxx,
|
|||
Chief
Compliance Officer
|
|||
ATTEST:
|
AQUILA
MANAGEMENT CORPORATION
|
||
/s/ Xxx Xxxx
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By:
|
/s/ Xxxxxx X. Xxxxxxxx
|
|
Xxxxxx
X. Xxxxxxxx,
|
|||
Chief
Compliance Officer
|
|||
ATTEST:
|
AQUILA
INVESTMENT MANAGEMENT LLC
|
||
/s/ Xxx Xxxx
|
By:
|
/s/ Xxxxxx X. Xxxxxxxx
|
|
Xxxxxx
X. Xxxxxxxx,
|
|||
Chief
Compliance Officer
|
|||
ATTEST:
|
AQUILA
DISTRIBUTORS, INC.
|
||
/s/ Xxx Xxxx
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By:
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/s/ Xxxxxx X. XxXxxxxx
|
|
Xxxxxx
X. XxXxxxxx
|
|||
Principal
and Treasurer
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6
UNDER
D&O/E&O INSURANCE POLICY
SCHEDULE
A
PARTIES
FUNDS
Aquila
Rocky Mountain Equity Fund
Aquila
Three Peaks High Income Fund
Capital
Cash Management Trust (two Funds)
Cash
Assets Trust (three Funds)
Xxxxxxxxx
Cash Reserves Trust
Xxxxxxxxx
Tax-Free Fund of Kentucky
Hawaiian
Tax-Free Trust
Narragansett
Insured Tax-Free Income Fund
Tax-Free
Fund of Colorado
Tax-Free
Fund For Utah
Tax-Free
Trust of Oregon
SERVICE
PROVIDERS
Aquila
Investment Management LLC
(successor
by assignment, effective January 1, 2004, to the business conducted by Aquila
Management Corporation)
Aquila
Management Corporation
(assignor
of its business to Aquila Investment Management LLC, effective January 1,
2004)
Aquila
Distributors, Inc.
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UNDER
D&O/E&O INSURANCE POLICY
SCHEDULE
B
ALLOCATION AMONG
PARTIES
$10,000,000 of coverage, with premiums
allocated among the Parties as follows (75% of the premium to be allocated to
the Funds based upon their respective net assets, and 25% of the premium to be
allocated to the Service Providers as determined by Aquila, with allocation of
recovery among the Service Providers being determined by Aquila):
Party
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Percentage
|
|||
Service
Providers -- 25%
|
||||
Aquila
Investment Management LLC
|
20.00 | |||
Aquila
Distributors, Inc.
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5.00 | |||
Funds
-- 75%
|
||||
Aquila
Rocky Mountain Equity Fund
|
0.46 | |||
Aquila
Three Peaks High Income Fund
|
0.31 | |||
Capital
Cash Management Trust
|
0.00 | |||
Cash
Assets Trust: (Pacific Capital Funds)
|
39.06 | |||
Cash
Assets Trust (6.94%)
|
||||
Tax-Free
Cash Assets Trust (3.64%)
|
||||
U.S.
Government Securities Cash Assets Trust (28.48%)
|
||||
Xxxxxxxxx
Cash Reserves Trust
|
0.00 | |||
Xxxxxxxxx
Tax-Free Fund of Kentucky
|
4.02 | |||
Hawaiian
Tax-Free Trust
|
10.66 | |||
Narragansett
Insured Tax-Free Income Fund
|
2.32 | |||
Tax-Free
Fund of Colorado
|
3.17 | |||
Tax-Free
Fund For Utah
|
3.48 | |||
5.10 | ||||
Tax-Free
Trust of Oregon
|
6.42 |
Date
of Schedule: June 20, 2007
based
on assets as of June 30, 2007
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