JOINT FIDELITY BOND AGREEMENT
AGREEMENT made effective this 17th day of December, 2007, by and among each of
the Registrants listed on Schedule A to this Agreement (each a "Registrant"
and collectively, the "Registrants") and each an "Insured" and collectively,
the "Insureds").
WHEREAS, each Registrant is a management investment company registered
under the Investment Company Act of 1940, as amended (the "1940 Act"); and
WHEREAS, pursuant to the requirements of Rule 17g-1 under the 1940 Act,
each Registrant is required to maintain a fidelity bond against larceny and
embezzlement covering certain of its officers and employees; and
WHEREAS, Rule 17g-1 provides that a registered management investment
company may obtain a joint insured bond covering itself and other persons, as
specified in Rule 17g-1(b) under the 1940 Act, including other registered
investment companies that are managed and/or whose shares are distributed by
the same entities (or affiliates of such entities); and
WHEREAS, each series of the Registrants is managed by subsidiaries or
affiliates of JPMorgan Chase & Co. ("JPMorgan"); and
WHEREAS, the Insureds have entered into a Registered Management
Investment Company Bond issued by St. Xxxx Surplus Lines Insurance Company
("Bond"); and
WHEREAS, the Insureds 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 one or more Insureds suffer loss and
consequently are entitled to recover under the Bond;
NOW THEREFORE, it is hereby agreed among the parties hereto as follows:
1. Amount of Coverage Maintained. The amount of fidelity bond
coverage under the Bond shall at all times be at least equal in amount to the
total amount of coverage which each Registrant would have been required to
provide and maintain individually pursuant to the schedule set forth in
paragraph (d) of Rule 17g-1 under the 1940 Act had each Registrant not been a
named Insured under the Bond.
2. Allocation of Recovery. In the event recovery is received
under the Bond as a result of loss sustained by more than one of the Insureds,
each such Registrant shall receive an equitable and proportionate share of the
recovery which shall be at least equal to the amount which that Registrant
would have received had it provided and maintained a single insured bond with
the minimum coverage required by Rule 17g-1(d)(1).
3. Allocation of Premiums. No premium shall be paid by a
Registrant under the Bond unless that Registrant's Board of Trustees, including
majority of those Trustees who are not "interested persons" of the Registrant
as defined by Section 2(a)(19) of the 1940 Act, shall approve the portion of
the premium to be paid by that Registrant. The premium payable on the Bond
shall be allocated among the Insureds as determined by the Registrants' Boards
of Trustees.
4. Amendment. This Agreement may not be amended or modified in
any manner except by a written agreement executed by the parties.
5. Applicable Law. This Agreement shall be construed and the
provisions thereof interpreted under and in accordance with the laws of the
State of New York.
6. Term. The term of this Agreement shall commence on the date
hereof and shall terminate upon the termination or cancellation of the Bond.
IN WITNESS WHEREOF, each of the parties has caused this Agreement to be
executed in its name and behalf by its authorized representative effective as
of the day and year first above written.
X.X. Xxxxxx Series Trust II
By: _/s/ Xxxxx X. Fields______
Name: _Nancy E. Fields__________
Title: _Assistant Secretary______
JPMorgan Institutional Trust
By: _/s/ Xxxxxx X. Young______
Name: _Robert L. Young__________
Title: _Vice President___________
Schedule A: Registrants
X.X. Xxxxxx Series Trust II
JPMorgan Institutional Trust
