EXECUTION VERSION
CERTAIN MUTUAL FUNDS MANAGED BY
DEUTSCHE INVESTMENT MANAGEMENT AMERICAS INC.
TERMINATION, REPLACEMENT AND
RESTATEMENT AGREEMENT
DATED AS OF APRIL 7, 2005
RELATING TO
CREDIT AGREEMENT
DATED AS OF APRIL 11, 2002
1,100,000,000 CREDIT FACILITY
JPMORGAN CHASE BANK, N.A.
AS ADMINISTRATIVE AGENT
X. X. XXXXXX SECURITIES INC.,
LEAD ARRANGER AND BOOKRUNNER
STATE STREET BANK AND TRUST CO.,
LLOYDS TSB BANK PLC AND
CALYON NEW YORK BRANCH,
CO-SYNDICATION AGENTS
TERMINATION, REPLACEMENT AND RESTATEMENT AGREEMENT (this "TRR AGREEMENT")
dated as of April 7, 2005, among (i) the undersigned registered investment
companies (each, a "FUND", and collectively, the "FUNDS"), each of which is
executing this TRR Agreement on behalf of itself, or, if applicable, certain of
its investment portfolios set forth beneath such Fund's name on the signature
pages hereon (each of which Funds or investment portfolios, as the case may be,
is, individually, a "BORROWER" and collectively, the "BORROWERS"), (ii) the
several banks and other financial institutions from time to time parties to this
TRR Agreement (as defined below, the "LENDERS") and (iii) JPMORGAN CHASE BANK,
N.A. (formerly known as JPMorgan Chase Bank), as administrative agent for the
Lenders hereunder (in such capacity, the "ADMINISTRATIVE AGENT");
WHEREAS, certain of the Borrowers, the Lenders and the Administrative
Agent are parties to a Credit Agreement dated as of April 11, 2002 (as amended,
including without limitation as amended by that certain Termination, Replacement
and Restatement Agreement dated as of April 10, 2003, that certain Termination,
Replacement and Restatement Agreement dated as of April 8, 2004 (the "ORIGINAL
CLOSING DATE") and that certain Designation of New Borrower and Amendment to
Credit Agreement dated February 15, 2005, the "ORIGINAL CREDIT AGREEMENT");
WHEREAS, the Original Credit Agreement is to be terminated as provided
herein; and
WHEREAS, the Lenders and the Administrative Agent are willing, subject to
the terms and conditions of this TRR Agreement, to replace the Original Credit
Agreement with a new credit agreement as provided herein.
NOW, THEREFORE, in consideration of the mutual agreements contained in
this TRR Agreement and other good and valuable consideration, the sufficiency
and receipt of which are hereby acknowledged, the parties hereto hereby agree as
follows:
SECTION 1. TERMINATION, REPLACEMENT AND RESTATEMENT.
Subject to the conditions set forth in Section 3 hereof:
(a) The Original Credit Agreement, including all schedules and exhibits
thereto, is hereby terminated, subject to applicable provisions set forth
therein as to the survival of certain rights and obligations, and simultaneously
replaced by a new credit agreement (the "NEW CREDIT AGREEMENT") identical in
form and substance to the Original Credit Agreement except as expressly set
forth below. (The terms of such Original Credit Agreement, a copy of which is
attached hereto as Exhibit A, shall be deemed to be incorporated by reference
herein, but modified as expressly set forth below.) Capitalized terms used but
not defined herein shall have the meanings given them in the New Credit
Agreement.
(b) The preamble of the New Credit Agreement shall read as follows:
"AMENDED AND RESTATED CREDIT AGREEMENT, dated as of April 7,
2005 (as amended, restated, supplemented or otherwise modified from
time to
time, this "Agreement") among (i) the registered investment
companies listed on Schedule I hereto (each, a "Fund", and
collectively, the "Funds"), each of which is executing this
Agreement on behalf of itself, or, if applicable, certain of its
respective investment portfolios set forth beneath such Fund's name
on Schedule I hereto (each of which Funds or investment portfolios,
as the case may be, is, individually, a "Borrower" and,
collectively, the "Borrowers"), (ii) the several banks and other
financial institutions from time to time parties to this Agreement
(the "Lenders") and (iii) JPMORGAN CHASE BANK, N.A. (formerly known
as JPMorgan Chase Bank), as a Lender and as administrative agent for
the Lenders hereunder (in such capacity, the "Administrative
Agent");"
(c) Section 1 (Defined Terms) of the New Credit Agreement shall be amended
or added as follows:
(i) The definition of "Aggregate Commitment shall be amended and
restated to read in its entirety as follows:
"`Aggregate Commitment': the total of all Commitments of all
Lenders, as may be reduced from time to time in the accordance with
the terms of this Agreement. On the Closing Date at the time of
closing, the Aggregate Commitment shall be equal to $1,100,000,000."
(ii) The following definition shall be added in its properly
alphabetical order:
"`JPMorgan Chase': JPMorgan Chase Bank, N.A. (formerly known
as JPMorgan Chase Bank).
(iii) The definition of "Termination Date" shall be amended and
restated to read in its entirety as follows:
"`Termination Date': April 6, 2006, or such earlier date on
which the Commitments shall terminate as provided herein."
(d) Section 2.3(a) (Fees) of the New Credit Agreement shall be amended and
restated to read in its entirety as follows:
"2.3 Fees. (a) Each Borrower severally, and neither jointly
nor jointly and severally, agrees to pay to the Administrative Agent
for the account of each Lender such Borrower's Pro Rata Allocation
(as adjusted from time to time in accordance with the terms hereof)
of a commitment fee ("Commitment Fee") during the period which shall
begin on the first day of the Commitment Period and shall extend to
the Termination Date, which Commitment Fee shall be a quarterly fee,
computed at the rate of 0.08% per annum on the average daily amount
of the Available Commitments during each calendar quarter. Such
Commitment Fee shall be payable quarterly in arrears on the last
Business Day of each March, June, September and December and on the
Termination Date,
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commencing on the first of such dates to occur after the date
hereof. Solely for the purpose of calculating the Commitment Fee,
Swing Line Loans will not be deemed a utilization of the Aggregate
Commitments of all Lenders."
(e) Section 9.10(b)(i) of the New Credit Agreement shall be amended and
restated to read in its entirety as follows:
(b)(i) For purposes of this Section, "Confidential
Information" shall mean all information received from any of the
Funds, the Borrowers or Deutsche IMA relating to any of them or
their business, other than any such information that is available to
the Administrative Agent or any Lender on a nonconfidential basis
other than as a result of a breach of this Agreement. Each of the
Administrative Agent and each Lender agrees to maintain the
confidentiality of, and not to use the Confidential Information
(including by disclosing, trading or making investment
recommendations based on the Confidential Information), provided
however, that Confidential Information may be disclosed (i) to its
and its Affiliates' directors, officers, employees and agents,
including without limitation accountants, legal counsel and other
advisors for purposes relating to the transactions contemplated by
this Agreement or for conducting legitimate audits (it being
understood that the Persons to whom such disclosure is made will be
informed of the confidential nature of such Confidential Information
and will have agreed to keep such Confidential Information
confidential), (ii) to the extent requested by any legal or
regulatory authority having or claiming jurisdiction over such
Person, (iii) to the extent required by applicable laws or
regulations or by any subpoena or similar legal process, (iv) to any
other party to this Agreement for purposes relating to the
transactions contemplated hereby, (v) in connection with (but only
as such Confidential Information relates to) (x) the exercise of any
remedies hereunder or (y) any suit, action or proceeding relating to
this Agreement or the enforcement of rights hereunder, (vi) subject
to an agreement containing provisions substantially the same as
those of this Section 9.10, to any Assignee or Participant or any
prospective Assignee or Participant, or any actual or proposed
contractual counterparty (or its advisors) to any securitization,
hedge, or other derivative transaction relating to the parties'
obligations hereunder, which executes such agreement, or (vii) with
the consent of the Borrowers. Any Person required to maintain the
confidentiality of Confidential Information as provided in this
Section shall be considered to have complied with its obligation to
do so if such Person has exercised the same degree of care to
maintain the confidentiality of such Information as such Person
would accord to its own confidential information.
(f) SCHEDULES I, II, III AND IV of the New Credit Agreement shall be in
the form of SCHEDULES I, II, III AND IV to this TRR Agreement.
3
(g) Each of the Administrative Agent, the Lenders and the Borrowers
acknowledge that the following borrowers (the "NEW BORROWERS") were not parties
to the Original Credit Agreement:
Xxxxxxx Commodity Securities Fund
(a portfolio of XXXXXXX INSTITUTIONAL FUNDS)
Xxxxxxx Lifecycle Long Fund
(a portfolio of XXXXXXX ADVISOR FUNDS III)
Xxxxxxx Lifecycle Mid Fund
(a portfolio of XXXXXXX ADVISOR FUNDS)
Xxxxxxx Lifecycle Short Fund
(a portfolio of XXXXXXX ADVISOR FUNDS)
For the avoidance of doubt, each reference to "Borrower" or "Borrowers" in the
New Credit Agreement shall be deemed to include the New Borrowers, and each of
the New Borrowers agrees to be bound by the terms and conditions of the New
Credit Agreement in all respects as a Borrower thereunder; PROVIDED, HOWEVER,
that no New Borrower shall be liable, solely by execution of this TRR Agreement,
for any obligation incurred by the Borrowers or any individual Borrower before
the Effective Date (as defined herein).
SECTION 2. REPRESENTATIONS AND WARRANTIES.
To induce the Administrative Agent and the Lenders to enter into this TRR
Agreement and to make the Loans (as defined in the New Credit Agreement), each
Fund on behalf of itself and each Borrower hereby represents and warrants to the
Administrative Agent and each Lender as follows (it being agreed that each Fund
represents and warrants only to matters with respect to itself and, if
applicable, each investment portfolio thereof that is a Borrower, and each
Borrower represents and warrants only to matters with respect to itself):
(a) This TRR Agreement and the New Credit Agreement have been duly
authorized and, in the case of this TRR Agreement, executed and delivered by it
and constitute its legal, valid and binding obligations enforceable in
accordance with their terms, except as enforceability may be limited by
applicable bankruptcy, insolvency, reorganization moratorium or similar laws
affecting the enforcement of creditors' rights generally and by general
equitable principles (whether enforcement is sought by proceedings in equity or
at law).
(b) The representations and warranties set forth in Section 3 of the New
Credit Agreement are true and correct in all material respects on the date
hereof with the same effect as if made on the date hereof, except to the extent
such representations and warranties expressly relate to an earlier date.
(c) Before and after giving effect to this TRR Agreement, no Default has
occurred and is continuing.
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SECTION 3. CONDITIONS TO EFFECTIVENESS.
This TRR Agreement and the New Credit Agreement, including the agreement
of each Lender to make Loans thereunder, shall become effective as of the date
hereof (the "EFFECTIVE DATE") upon the occurrence of the following conditions
precedent (which shall be deemed to satisfy Section 4.1 of the New Credit
Agreement):
(a) The Administrative Agent shall have received counterparts of this TRR
Agreement which, when taken together, bear the signatures of all the parties
hereto.
(b) The Administrative Agent shall have received, on behalf of itself and
the Lenders, a favorable written opinion of counsel for the Borrowers referring
to this TRR Agreement and the New Credit Agreement, (i) dated the date hereof,
(ii) addressed to the Administrative Agent and the Lenders, and (iii) covering
such other matters relating to this TRR Agreement and the transactions hereunder
and under the New Credit Agreement as the Administrative Agent or its counsel
shall reasonably request, and the Borrowers hereby instruct their counsel to
deliver such opinion.
(c) All legal matters incident to this TRR Agreement, the New Credit
Agreement and the borrowings and extensions of credit hereunder shall be
satisfactory to the Lenders and to Xxxxx Xxxxxxx Xxxxxxx & Xxxxx LLP, counsel
for the Administrative Agent.
(d) The Administrative Agent shall have received on the date hereof:
(i) a certificate of the Secretary, Assistant Secretary, Treasurer
or Assistant Treasurer of each Fund dated the date hereof and certifying
that attached thereto are true and correct copies of the following: (A)
resolutions duly adopted by the Board of Trustees or Directors, as the
case may be, of each such Fund on its own behalf or, if applicable, on
behalf of each investment portfolio thereof that is a Borrower,
authorizing this TRR Agreement and the execution, delivery and performance
of this TRR Agreement and the borrowings under the New Credit Agreement,
and that such resolutions have not been modified, rescinded or amended and
are in full force and effect; (B) if not a party to the Original Credit
Agreement, each Fund's Declaration of Trust or Articles of Incorporation,
as the case may be, or if a party to the Original Credit Agreement, any
amendments since the Original Closing Date to such Fund's Declaration of
Trust or Articles of Incorporation, as the case may be; (C) if not a party
to the Original Credit Agreement, each Fund's By-laws, or if a party to
the Original Credit Agreement, any amendments since the Original Closing
Date to such Fund's By-laws; (D) if not a party to the Original Credit
Agreement, each Fund's Investment Management Agreement, or if a party to
the Original Credit Agreement, any amendments since the Original Closing
Date to such Fund's Investment Management Agreement; (E) if not a party to
the Original Credit Agreement, each Fund's Custodian Agreement, or if a
party to the Original Credit Agreement, any amendments since the Original
Closing Date to such Fund's Custodian Agreement; (F) each Fund's most
recent Prospectus; (G) each Fund's most recent
5
Statement of Additional Information; (H) each Fund's most recent annual
financial report; and (I) each Fund's most recent semi-annual financial
report;
(ii) a certificate of the Secretary or Assistant Secretary of each
Fund dated the date hereof and certifying as to the incumbency and
specimen signature of each officer executing this TRR Agreement, the New
Credit Agreement or any other document delivered in connection herewith on
behalf of each such Fund;
(iii) a certificate of another officer as to the incumbency and
specimen signature of the officer executing the certificates pursuant to
(ii) above; and
(iv) such other documents as the Lenders or counsel for the
Administrative Agent may reasonably request.
(e) The Administrative Agent shall have received all fees and other
amounts due and payable on or prior to the date hereof, including, to the extent
invoiced, reimbursement or payment of all out-of pocket expenses required to be
reimbursed or paid by the Borrowers or Funds hereunder.
SECTION 4. APPLICABLE LAW.
THIS TRR AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY
THE LAWS OF THE STATE OF NEW YORK WITHOUT GIVING EFFECT TO THE CONFLICTS OF LAW
PRINCIPLES THEREOF.
SECTION 5. COUNTERPARTS.
This TRR Agreement may be executed in two or more counterparts, each of
which shall constitute an original but all of which when taken together shall
constitute but one contract.
SECTION 6. EXPENSES.
Each Borrower agrees, severally and neither jointly nor jointly and
severally, to reimburse the Administrative Agent, in accordance with such
Borrower's Pro Rata Allocation (as defined in the New Credit Agreement), for the
Administrative Agent's out-of-pocket expenses in connection with this TRR
Agreement not yet paid pursuant to Section 3(e) hereof, including the reasonable
fees, charges and disbursements of counsel for the Administrative Agent.
6
SECTION 7. WAIVER.
The Lenders hereby acknowledge that the following Borrowers under the
Original Credit Agreement transferred all of their assets and liabilities to
certain of their Affiliates during the term thereof:
Xxxxxxx Asset Management Portfolio
Xxxxxxx Asset Management Portfolio II
Xxxxxxx Asset Management Portfolio III
The Lenders hereby waive any violation of Sections 6.5 or 6.8 of the Original
Credit Agreement which may have arisen as a result of the events described in
this Section 7, except with respect to any potential violations of the 1940 Act
or other Applicable Law.
[Remainder of page intentionally blank; signature pages follow.]
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IN WITNESS WHEREOF, the parties hereto have caused this TRR
Agreement to be duly executed by their respective authorized officers as of the
day and year first written above.
JPMORGAN CHASE BANK, N.A.
as Administrative Agent and as a Lender
By:____________________________
Name:
Title:
JPMORGAN CHASE/DEUTSCHE IMA
APRIL 2005
TRR SIGNATURE PAGE
XXXXXXX CASH INVESTMENT TRUST;
XXXXXXX FUNDS TRUST, on behalf of
Xxxxxxx Short Term Bond Fund;
XXXXXXX INCOME TRUST, on behalf of
Xxxxxxx GNMA Fund;
INVESTMENT TRUST, on behalf of
Xxxxxxx Growth and Income Fund,
Xxxxxxx Large Company Growth Fund,
Xxxxxxx Small Company Stock Fund, and
Xxxxxxx Capital Growth Fund;
XXXXXXX PORTFOLIO TRUST, on behalf of
Xxxxxxx Income Fund;
XXXXXXX MUTUAL FUNDS, INC., on behalf of
Xxxxxxx Gold and Precious Metals Fund;
XXXXXXX U.S. TREASURY MONEY FUND;
XXXXXXX SECURITIES TRUST, on behalf of
Xxxxxxx Development Fund,
Xxxxxxx Health Care Fund, and
Xxxxxxx Small Company Value Fund;
XXXXXXX TAX FREE MONEY FUND;
XXXXXXX MONEY MARKET TRUST, on behalf of
Xxxxxxx Money Market Series;
XXXXXXX PATHWAY SERIES, on behalf of
Pathway Moderate Portfolio,
Pathway Conservative Portfolio,
Pathway Growth Plus Portfolio, and
Pathway Growth Portfolio;
JPMORGAN CHASE/DEUTSCHE IMA
APRIL 2005
TRR SIGNATURE PAGE
XXXXXXX VARIABLE SERIES I, on behalf of
Balanced Portfolio,
Bond Portfolio,
Capital Growth Portfolio,
Global Discovery Portfolio,
Growth and Income Portfolio,
International Portfolio,
Money Market Portfolio,
21st Century Growth Portfolio, and
Health Sciences Portfolio;
XXXXXXX MUNICIPAL TRUST, on behalf of
Xxxxxxx Managed Municipal Bond Fund, and
Xxxxxxx High Yield Tax Free Fund;
GLOBAL/INTERNATIONAL FUND, INC., on behalf of
Xxxxxxx Emerging Markets Income Fund,
Xxxxxxx Global Fund,
Xxxxxxx Global Bond Fund, and
Xxxxxxx Global Discovery Fund;
XXXXXXX STATE TAX FREE TRUST, on behalf of
Xxxxxxx Massachusetts Tax Free Fund;
XXXXXXX TAX FREE TRUST, on behalf of
Xxxxxxx Intermediate Tax/AMT Free Fund;
VALUE EQUITY TRUST, on behalf of
Xxxxxxx Select 500 Fund, and
Xxxxxxx Tax Advantaged Dividend Fund;
XXXXXXX INTERNATIONAL FUND, INC., on behalf of
Xxxxxxx Emerging Markets Fund (formerly Xxxxxxx
Emerging Markets Growth Fund),
Xxxxxxx Greater Europe Fund (formerly Xxxxxxx
Greater Europe Growth Fund),
Xxxxxxx International Fund,
Xxxxxxx Latin America Fund, and
Xxxxxxx Pacific Opportunities Fund;
THE BRAZIL FUND, INC.;
THE KOREA FUND, INC.;
JPMORGAN CHASE/DEUTSCHE IMA
APRIL 2005
TRR SIGNATURE PAGE
XXXXXXX NEW ASIA FUND, INC.;
XXXXXXX GLOBAL HIGH INCOME FUND, INC.
XXXXXXX GLOBAL COMMODITIES STOCK FUND, INC.
CASH ACCOUNT TRUST, on behalf of
Money Market Portfolio,
Government & Agency Securities Portfolio, and
Tax-Exempt Portfolio;
CASH EQUIVALENT FUND, on behalf of
Money Market Portfolio,
Government & Agency Securities Portfolio, and
Tax-Exempt Portfolio;
INVESTORS CASH TRUST, on behalf of
Government & Agency Securities Portfolio, and
Treasury Portfolio;
INVESTORS MUNICIPAL CASH FUND, on behalf of
Investors Florida Municipal Cash Fund,
Investors New Jersey Municipal Cash Fund,
Investors Michigan Municipal Cash Fund,
Investors Pennsylvania Municipal Cash Fund, and
Tax-Exempt New York Money Market Fund;
XXXXXXX AGGRESSIVE GROWTH FUND;
XXXXXXX BLUE CHIP FUND;
XXXXXXX HIGH INCOME SERIES, on behalf of
Xxxxxxx High Income Fund;
XXXXXXX PORTFOLIOS, on behalf of
Xxxxxxx Cash Reserves Fund;
XXXXXXX STATE TAX-FREE INCOME SERIES, on behalf of
Xxxxxxx CA Tax-Free Income Fund, and
Xxxxxxx NY Tax-Free Income Fund;
XXXXXXX STRATEGIC INCOME FUND;
JPMORGAN CHASE/DEUTSCHE IMA
APRIL 2005
TRR SIGNATURE PAGE
XXXXXXX TECHNOLOGY FUND;
XXXXXXX TOTAL RETURN FUND;
XXXXXXX U.S. GOVERNMENT SECURITIES FUND;
XXXXXXX FOCUS VALUE PLUS GROWTH FUND;
TAX-EXEMPT CA MONEY MARKET FUND;
XXXXXXX MONEY FUNDS, on behalf of
Xxxxxxx Money Market Fund,
Xxxxxxx Government & Agency Money Fund, and
Xxxxxxx Tax-Exempt Money Fund;
XXXXXXX YIELDWISE FUNDS, on behalf of
Xxxxxxx YieldWise Money Fund,
Xxxxxxx YieldWise Government & Agency Money Fund,
and
Xxxxxxx YieldWise Municipal Money Fund;
XXXXXXX EQUITY TRUST, on behalf of
Xxxxxxx-Xxxxxx Financial Services Fund;
XXXXXXX INVESTORS TRUST, on behalf of
Xxxxxxx S&P 500 Stock Fund;
XXXXXXX TARGET FUND, on behalf of
Xxxxxxx Target 2010 Fund,
Xxxxxxx Target 2011 Fund,
Xxxxxxx Target 2012 Fund,
Xxxxxxx Target 2013 Fund,
Xxxxxxx Target 2014 Fund (Formerly Xxxxxxx
Retirement Fund - Series V),
Xxxxxxx Retirement Fund - Series VI, and
Xxxxxxx Retirement Fund - Series VII;
XXXXXXX VALUE SERIES, INC., on behalf of
Xxxxxxx Large Cap Value Fund,
Xxxxxxx-Xxxxxx High Return Equity Fund, and
Xxxxxxx-Xxxxxx Small Cap Value Fund;
JPMORGAN CHASE/DEUTSCHE IMA
APRIL 2005
TRR SIGNATURE PAGE
XXXXXXX VARIABLE SERIES II, on behalf of
Xxxxxxx Aggressive Growth Portfolio,
Xxxxxxx Blue Chip Portfolio,
Xxxxxxx Large Cap Value Portfolio (formerly
Xxxxxxx Contrarian Value Portfolio),
Xxxxxxx Global Blue Chip Portfolio, Xxxxxxx
Government & Agency Securities Portfolio,
Xxxxxxx Growth Portfolio,
Xxxxxxx High Income Portfolio,
Xxxxxxx International Select Equity Portfolio,
Xxxxxxx Fixed Income Portfolio,
Xxxxxxx Money Market Portfolio,
Xxxxxxx Small Cap Growth Portfolio,
Xxxxxxx Strategic Income Portfolio,
Xxxxxxx Technology Growth Portfolio,
Xxxxxxx Total Return Portfolio,
Xxxxxxx Conservative Income Strategy Portfolio,
Xxxxxxx Growth and Income Strategy Portfolio,
Xxxxxxx Growth Strategy Portfolio,
Xxxxxxx Income and Growth Strategy Portfolio,
Xxxxxxx Xxxxxxxxx Foreign Value Portfolio,
Xxxxxxx Mercury Large Cap Core Portfolio,
SVS Index 500 Portfolio,
SVS Dreman Financial Services Portfolio,
SVS Dreman High Return Equity Portfolio,
SVS Dreman Small Cap Value Portfolio,
SVS Janus Growth Opportunities Portfolio,
SVS MFS Strategic Value Portfolio,
SVS Invesco Dynamic Growth Portfolio,
SVS Xxxxxx Mid Cap Growth Portfolio,
SVS Oak Strategic Equity Portfolio,
SVS Xxxxx Venture Value Portfolio,
SVS Eagle Focused Large Cap Growth Portfolio,
SVS Janus Growth and Income Portfolio, and
SVS Focus Value+Growth Portfolio;
XXXXXXX MUNICIPAL INCOME TRUST;
XXXXXXX STRATEGIC MUNICIPAL INCOME TRUST;
XXXXXXX INTERMEDIATE GOVERNMENT AND AGENCY TRUST;
JPMORGAN CHASE/DEUTSCHE IMA
APRIL 2005
TRR SIGNATURE PAGE
XXXXXXX XX INVESTMENTS TRUST, on behalf of
Xxxxxxx Fixed Income Fund,
Xxxxxxx Short Duration Fund,
Xxxxxxx Short Term Municipal Bond Fund,
Xxxxxxx Micro Cap Fund, and
Xxxxxxx International Select Equity Fund;
XXXXXXX ADVISOR FUNDS III, on behalf of
Xxxxxxx Lifecycle Long Fund (former "feeder" to
Xxxxxxx Asset Management Portfolio);
XXXXXXX CASH MANAGEMENT PORTFOLIO;
XXXXXXX EQUITY 500 INDEX PORTFOLIO;
XXXXXXX INTERNATIONAL EQUITY PORTFOLIO;
XXXXXXX TREASURY MONEY PORTFOLIO;
XXXXXXX INVESTMENTS VIT FUNDS, on behalf of
Xxxxxxx Small Cap Index Fund,
Xxxxxxx EAFE Index Fund,
Xxxxxxx Equity 500 Index Fund; and
Xxxxxxx Real Estate Securities Portfolio
XXXXXXX INVESTMENT PORTFOLIOS, on behalf of
EAFE Equity Index Portfolio,
PreservationPlus Income Portfolio, and
US Bond Index Portfolio;
XXXXXXX ADVISOR FUNDS, on behalf of
Lifecycle Mid Fund (former "feeder" to Xxxxxxx
Asset Management Portfolio II),
Lifecycle Short Fund (former "feeder" to Xxxxxxx
Asset Management Portfolio III),
Xxxxxxx Mid Cap Fund,
NY Tax Free Money Fund Investment,
Xxxxxxx Small Cap Fund, and
Tax Free Money Fund Investment;
XXXXXXX INSTITUTIONAL FUNDS, on behalf of
Daily Assets Fund Institutional, and
Xxxxxxx Commodity Securities Fund;
JPMORGAN CHASE/DEUTSCHE IMA
APRIL 2005
TRR SIGNATURE PAGE
XXXXXXX FLAG INVESTORS COMMUNICATIONS FUND, INC.;
XXXXXXX FLAG INVESTORS VALUE BUILDER FUND, INC.;
XXXXXXX FLAG INVESTORS EQUITY PARTNERS FUND, INC.;
CASH RESERVE FUND, INC., on behalf of
Prime Series,
Treasury Series, and
Tax-free Series;
XXXXXXX INVESTORS FUNDS, INC., on behalf of
Xxxxxxx Japanese Equity Fund;
XXXXXXX RREEF SECURITIES TRUST, on behalf of
RREEF Real Estate Securities Fund;
XXXXXXX RREEF REAL ESTATE FUND, INC.; and
XXXXXXX RREEF REAL ESTATE FUND II, INC.
By:
---------------------------
Name:
Title*:
*(The above-signed officer holds this office with
each of the above-referenced funds)
JPMORGAN CHASE/DEUTSCHE IMA
APRIL 2005
TRR SIGNATURE PAGE
STATE STREET BANK AND TRUST CO.
By:
---------------------------
Name:
Title:
JPMORGAN CHASE/DEUTSCHE IMA
APRIL 2005
TRR SIGNATURE PAGE
CALYON NEW YORK BRANCH
By:
---------------------------
Name:
Title:
By:
---------------------------
Name:
Title:
JPMORGAN CHASE/DEUTSCHE IMA
APRIL 2005
TRR SIGNATURE PAGE
LLOYDS TSB BANK PLC
By:
---------------------------
Name:
Title:
By:
---------------------------
Name:
Title:
JPMORGAN CHASE/DEUTSCHE IMA
APRIL 2005
TRR SIGNATURE PAGE
BANK OF AMERICA, N.A.
By:
---------------------------
Name:
Title:
JPMORGAN CHASE/DEUTSCHE IMA
APRIL 2005
TRR SIGNATURE PAGE
CITIBANK, N.A.
By:
---------------------------
Name:
Title:
JPMORGAN CHASE/DEUTSCHE IMA
APRIL 2005
TRR SIGNATURE PAGE
HSBC BANK USA, NATIONAL ASSOCIATION
By:
---------------------------
Name:
Title:
JPMORGAN CHASE/DEUTSCHE IMA
APRIL 2005
TRR SIGNATURE PAGE
SOCIETE GENERALE NEW YORK BRANCH
By:
---------------------------
Name:
Title:
JPMORGAN CHASE/DEUTSCHE IMA
APRIL 2005
TRR SIGNATURE PAGE
BANK OF MONTREAL
By:
---------------------------
Name:
Title:
JPMORGAN CHASE/DEUTSCHE IMA
APRIL 2005
TRR SIGNATURE PAGE
THE ROYAL BANK OF SCOTLAND PLC
By: Greenwich Capital Markets, Inc., as
agent for The Royal Bank of Scotland plc
By:
---------------------------
Name:
Title:
JPMORGAN CHASE/DEUTSCHE IMA
APRIL 2005
TRR SIGNATURE PAGE
BNP PARIBAS
By:
---------------------------
Name:
Title:
By:
---------------------------
Name:
Title:
JPMORGAN CHASE/DEUTSCHE IMA
APRIL 2005
TRR SIGNATURE PAGE
AUSTRALIA AND NEW ZEALAND BANKING
GROUP LIMITED
By:
---------------------------
Name:
Title:
JPMORGAN CHASE/DEUTSCHE IMA
APRIL 2005
TRR SIGNATURE PAGE
MELLON BANK N.A.
By:
---------------------------
Name:
Title:
JPMORGAN CHASE/DEUTSCHE IMA
APRIL 2005
TRR SIGNATURE PAGE
NATIONAL AUSTRALIA BANK LTD.
By:
---------------------------
Name:
Title:
JPMORGAN CHASE/DEUTSCHE IMA
APRIL 2005
TRR SIGNATURE PAGE
NORDDEUTSCHE LANDESBANK
GIROZENTRALE, NEW YORK BRANCH
By:
---------------------------
Name:
Title:
By:
---------------------------
Name:
Title:
JPMORGAN CHASE/DEUTSCHE IMA
APRIL 2005
TRR SIGNATURE PAGE
SVENSKA HANDELSBANKEN
By:
---------------------------
Name:
Title:
By:
---------------------------
Name:
Title:
SCHEDULE I
DESIGNATED
BORROWERS* &
BORROWER ASSET
BORROWER NAME COVERAGE RATIO ALLOCATION
------------- -------------- ----------
XXXXXXX CASH INVESTMENT TRUST 300% 0.65%
XXXXXXX FUNDS TRUST
Xxxxxxx Short Term Bond Fund 300% 0.83%
XXXXXXX INCOME TRUST
Xxxxxxx GNMA Fund 300% 3.01%
INVESTMENT TRUST
Xxxxxxx Growth and Income Fund 300% 4.34%
Xxxxxxx Large Company Growth Fund 300% 0.40%
Xxxxxxx Small Company Stock Fund 300% 0.15%
Xxxxxxx Capital Growth Fund 300% 1.04%
XXXXXXX PORTFOLIO TRUST
Xxxxxxx Income Fund 300% 0.74%
XXXXXXX MUTUAL FUNDS, INC.
Xxxxxxx Gold and Precious Metals Fund D 400% 0.48%
XXXXXXX U.S. TREASURY MONEY FUND 300% 0.18%
XXXXXXX SECURITIES TRUST
Xxxxxxx Development Fund 300% 0.19%
Xxxxxxx Health Care Fund 300% 0.20%
Xxxxxxx Small Company Value Fund 300% 0.31%
XXXXXXX TAX FREE MONEY FUND 300% 0.19%
XXXXXXX MONEY MARKET TRUST
Xxxxxxx Money Market Series 300% 8.33%
I-1
DESIGNATED
BORROWERS* &
BORROWER ASSET
BORROWER NAME COVERAGE RATIO ALLOCATION
------------- -------------- ----------
XXXXXXX PATHWAY SERIES
Pathway Moderate Portfolio D 500% 0.21%
Pathway Conservative Portfolio D 500% 0.10%
Pathway Growth Portfolio D 500% 0.20%
Pathway Growth Plus Portfolio D 500% 0.01%
XXXXXXX VARIABLE SERIES I
Balanced Portfolio 300% 0.11%
Bond Portfolio 300% 0.15%
Capital Growth Portfolio 300% 0.60%
Global Discovery Portfolio 300% 0.21%
Growth and Income Portfolio 300% 0.17%
International Portfolio 300% 0.47%
Money Market Portfolio 300% 0.05%
21st Century Growth Portfolio 300% 0.05%
Health Sciences Portfolio 300% 0.11%
XXXXXXX MUNICIPAL TRUST
Xxxxxxx Managed Municipal Bond Fund 300% 3.81%
Xxxxxxx High Yield Tax Free Fund 300% 0.68%
GLOBAL/INTERNATIONAL FUND, INC.
Xxxxxxx Emerging Markets Income Fund D 400% 0.16%
Xxxxxxx Global Fund 300% 0.69%
Xxxxxxx Global Bond Fund 300% 0.16%
Xxxxxxx Global Discovery Fund 300% 0.47%
XXXXXXX STATE TAX FREE TRUST
Xxxxxxx Massachusetts Tax Free Fund 300% 0.43%
XXXXXXX TAX FREE TRUST
Xxxxxxx Intermediate Tax/AMT Free Fund 300% 0.74%
VALUE EQUITY TRUST
Xxxxxxx Select 500 Fund 300% 0.09%
Xxxxxxx Tax Advantaged Dividend Fund 300% 0.13%
I-2
DESIGNATED
BORROWERS* &
BORROWER ASSET
BORROWER NAME COVERAGE RATIO ALLOCATION
------------- -------------- ----------
XXXXXXX INTERNATIONAL FUND, INC.
Xxxxxxx Emerging Markets Fund (formerly D 400% 0.14%
Xxxxxxx Emerging Markets Growth Fund)
Xxxxxxx Greater Europe Fund (formerly Xxxxxxx 300% 0.32%
Greater Europe Growth Fund)
Xxxxxxx International Fund 300% 1.43%
Xxxxxxx Latin America Fund D 400% 0.34%
Xxxxxxx Pacific Opportunities Fund D 400% 0.09%
THE BRAZIL FUND, INC. D 2000% 0.48%
THE KOREA FUND, INC. D 2000% 0.98%
XXXXXXX NEW ASIA FUND, INC. D 2000% 0.12%
XXXXXXX GLOBAL HIGH INCOME FUND, INC. 300% 0.07%
XXXXXXX GLOBAL COMMODITIES STOCK FUND, INC. 300% 0.34%
CASH ACCOUNT TRUST
Money Market Portfolio 300% 3.39%
Government & Agency Securities Portfolio 300% 1.63%
Tax-Exempt Portfolio 300% 0.84%
CASH EQUIVALENT FUND
Money Market Portfolio 300% 0.05%
Government & Agency Securities Portfolio 300% 0.02%
Tax-Exempt Portfolio 300% 0.10%
INVESTORS CASH TRUST
Government & Agency Securities Portfolio 300% 0.40%
Treasury Portfolio 300% 0.04%
I-3
DESIGNATED
BORROWERS* &
BORROWER ASSET
BORROWER NAME COVERAGE RATIO ALLOCATION
------------- -------------- ----------
INVESTORS MUNICIPAL CASH FUND
Investors Florida Municipal Cash Fund 300% 0.01%
Investors New Jersey Municipal Cash Fund 300% 0.01%
Investors Michigan Municipal Cash Fund 300% 0.01%
Investors Pennsylvania Municipal Cash Fund 300% 0.01%
Tax-Exempt New York Money Market Fund 300% 0.01%
XXXXXXX AGGRESSIVE GROWTH FUND 300% 0.10%
XXXXXXX BLUE CHIP FUND 300% 0.55%
XXXXXXX HIGH INCOME SERIES
Xxxxxxx High Income Fund 300% 2.14%
XXXXXXX PORTFOLIOS
Xxxxxxx Cash Reserves Fund 300% 0.23%
XXXXXXX STATE TAX-FREE INCOME SERIES
Xxxxxxx CA Tax-Free Income Fund 300% 0.80%
Xxxxxxx NY Tax-Free Income Fund 300% 0.31%
XXXXXXX STRATEGIC INCOME FUND 300% 0.35%
XXXXXXX TECHNOLOGY FUND D 1000% 1.39%
XXXXXXX TOTAL RETURN FUND 300% 1.59%
XXXXXXX U.S. GOVERNMENT SECURITIES FUND 300% 2.58%
XXXXXXX FOCUS VALUE PLUS GROWTH FUND 300% 0.07%
TAX-EXEMPT CA MONEY MARKET FUND 300% 0.10%
XXXXXXX MONEY FUNDS
Xxxxxxx Money Market Fund 300% 2.80%
Xxxxxxx Government & Agency Money Fund 300% 0.33%
Xxxxxxx Tax-Exempt Money Fund 300% 0.51%
I-4
DESIGNATED
BORROWERS* &
BORROWER ASSET
BORROWER NAME COVERAGE RATIO ALLOCATION
------------- -------------- ----------
XXXXXXX YIELDWISE FUNDS
Xxxxxxx YieldWise Money Fund 300% 0.27%
Xxxxxxx YieldWise Government & Agency Money 300% 0.08%
Fund
Xxxxxxx YieldWise Municipal Money Fund 300% 0.14%
XXXXXXX EQUITY TRUST
Xxxxxxx-Xxxxxx Financial Services Fund 300% 0.10%
XXXXXXX INVESTORS TRUST
Xxxxxxx S&P 500 Stock Fund 300% 0.11%
XXXXXXX TARGET EQUITY FUND
Xxxxxxx Target 2010 Fund 300% 0.05%
Xxxxxxx Target 2011 Fund 300% 0.09%
Xxxxxxx Target 2012 Fund 300% 0.07%
Xxxxxxx Target 2013 Fund 300% 0.05%
Xxxxxxx Target 2014 Fund (formerly Xxxxxxx 300% 0.05%
Retirement Fund - Series V)
Xxxxxxx Retirement Fund - Series VI 300% 0.03%
Xxxxxxx Retirement Fund - Series VII 300% 0.02%
XXXXXXX VALUE SERIES, INC.
Xxxxxxx Large Cap Value Fund 300% 1.87%
Xxxxxxx-Xxxxxx High Return Equity Fund 300% 5.03%
Xxxxxxx-Xxxxxx Small Cap Value Fund 300% 0.71%
I-5
DESIGNATED
BORROWERS* &
BORROWER ASSET
BORROWER NAME COVERAGE RATIO ALLOCATION
------------- -------------- ----------
XXXXXXX VARIABLE SERIES II
Xxxxxxx Aggressive Growth Portfolio 300% 0.05%
Xxxxxxx Blue Chip Portfolio 300% 0.26%
Xxxxxxx Large Cap Value Portfolio (formerly 300% 0.26%
Xxxxxxx Large Cap Contrarian Portfolio)
Xxxxxxx Global Blue Chip Portfolio 300% 0.06%
Xxxxxxx Government and Agency Securities 300% 0.28%
Portfolio
Xxxxxxx Growth Portfolio 300% 0.26%
Xxxxxxx High Income Portfolio 300% 0.38%
Xxxxxxx International Select Equity Portfolio 300% 0.18%
Xxxxxxx Fixed Income Portfolio 300% 0.24%
Xxxxxxx Money Market Portfolio 300% 0.26%
Xxxxxxx Small Cap Growth Portfolio 300% 0.20%
Xxxxxxx Strategic Income Portfolio 300% 0.07%
Xxxxxxx Technology Growth Portfolio D 2000% 0.20%
Xxxxxxx Total Return Portfolio 300% 0.55%
SVS Index 500 Portfolio 300% 0.33%
SVS Dreman Financial Services Portfolio 300% 0.14%
SVS Dreman High Return Equity Portfolio 300% 0.71%
SVS Dreman Small Cap Value Portfolio 300% 0.45%
SVS Janus Growth Opportunities Portfolio 300% 0.12%
SVS MFS Strategic Value Portfolio 300% 0.04%
SVS INVESCO Dynamic Growth Portfolio 300% 0.03%
SVS Xxxxxx Mid Cap Growth Portfolio 300% 0.12%
SVS Oak Strategic Equity Portfolio 300% 0.08%
SVS Xxxxx Venture Value Portfolio 300% 0.28%
SVS Eagle Focused Large Cap Growth Portfolio 300% 0.10%
SVS Janus Growth and Income Portfolio 300% 0.18%
SVS Focus Value+Growth Portfolio 300% 0.10%
Xxxxxxx Conservative Income Strategy Portfolio 300% 0.01%
Xxxxxxx Growth and Income Strategy Portfolio 300% 0.02%
Xxxxxxx Growth Strategy Portfolio 300% 0.03%
Xxxxxxx Income and Growth Strategy Portfolio 300% 0.01%
Xxxxxxxxx Foreign Value Portfolio 300% 0.01%
Mercury Large Cap Core Portfolio 300% 0.01%
XXXXXXX MUNICIPAL INCOME TRUST 300% 0.41%
XXXXXXX INTERMEDIATE GOVERNMENT & AGENCY TRUST 300% 0.21%
I-6
DESIGNATED
BORROWERS* &
BORROWER ASSET
BORROWER NAME COVERAGE RATIO ALLOCATION
------------- -------------- ----------
XXXXXXX STRATEGIC MUNICIPAL INCOME TRUST 300% 0.11%
XXXXXXX XX INVESTMENTS TRUST
Xxxxxxx Fixed Income Fund D 1000% 0.92%
Xxxxxxx Short Duration Fund 300% 0.16%
Xxxxxxx Short Term Municipal Bond Fund 300% 0.71%
Xxxxxxx Micro Cap Fund 300% 0.09%
Xxxxxxx International Select Equity Fund 300% 0.89%
XXXXXXX ADVISOR FUNDS III
Xxxxxxx Lifecycle Long Fund (former "feeder" 300% 0.67%
to Xxxxxxx Asset Management Portfolio)
XXXXXXX CASH MANAGEMENT PORTFOLIO D 2000% 8.51%
XXXXXXX EQUITY 500 INDEX PORTFOLIO 300% 2.74%
XXXXXXX INTERNATIONAL EQUITY PORTFOLIO 300% 0.30%
XXXXXXX TREASURY MONEY PORTFOLIO D 2000% 0.45%
XXXXXXX INVESTMENTS VIT FUNDS
Xxxxxxx Small Cap Index Fund 300% 0.38%
Xxxxxxx EAFE Index Fund 300% 0.15%
Xxxxxxx Equity 500 Index Fund 300% 0.69%
Xxxxxxx Real Estate Securities Portfolio D 500% 0.03%
XXXXXXX INVESTMENT PORTFOLIOS
EAFE Equity Index Portfolio 300% 0.24%
PreservationPlus Income Portfolio 300% 1.28%
US Bond Index Portfolio 300% 0.14%
I-7
DESIGNATED
BORROWERS* &
BORROWER ASSET
BORROWER NAME COVERAGE RATIO ALLOCATION
------------- -------------- ----------
XXXXXXX ADVISOR FUNDS
Lifecycle Mid Fund (former "feeder" to 300% 0.04%
Xxxxxxx Asset Management Portfolio II)
Lifecycle Short Fund (former "feeder" to 300% 0.02%
Xxxxxxx Asset Management Portfolio III)
Xxxxxxx Mid Cap Fund 300% 0.80%
NY Tax Free Money Fund Investment D 2000% 0.10%
Xxxxxxx Small Cap Fund 300% 0.48%
Tax Free Money Fund Investment D 2000% 0.11%
XXXXXXX INSTITUTIONAL FUNDS
Daily Assets Fund Institutional D 1000% 2.66%
Xxxxxxx Commodity Securities Fund 300% 0.01%
XXXXXXX FLAG INVESTORS COMMUNICATIONS FUND, INC. D 1000% 0.30%
XXXXXXX FLAG INVESTORS VALUE BUILDER FUND, INC. D 1000% 0.55%
XXXXXXX FLAG INVESTORS EQUITY PARTNERS FUND, INC. D 1000% 0.25%
CASH RESERVE FUND, INC.
Prime Series D 1000% 2.23%
Treasury Series D 1000% 0.39%
Tax-free Series D 1000% 0.77%
XXXXXXX INVESTORS FUNDS, INC.
Japanese Equity Fund 300% 0.08%
XXXXXXX RREEF SECURITIES TRUST
RREEF Real Estate Securities Fund D 500% 1.03%
XXXXXXX RREEF REAL ESTATE FUND, INC. D 500% 0.34%
XXXXXXX RREEF REAL ESTATE FUND II, INC. D 500% 0.62%
I-8
SCHEDULE II
COMMITMENTS, ADDRESSES, ETC.
AMOUNT OF
AMOUNT OF SWING LINE
NAME AND ADDRESS OF LENDER COMMITMENT COMMITMENT
-------------------------- ---------- ----------
JPMORGAN CHASE BANK $100,000,000 $0
000 Xxxx Xxxxxx, 00xx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attn: Xxxxxxxx Xxxxxx
Tel: 000-000-0000
Fax: 000-000-0000
Email: xxxxxxxx.xxxxxx@xxxxxxxx.xxx
STATE STREET BANK AND TRUST CO. $125,000,000 $125,000,000
Xxxxxxxxx Xxxxxxxxx Xxxxxx
Xxxxxx, XX 00000
Attn: Xxxx X. Xxxxx
Tel: 000-000-0000
Fax: 000-000-0000
Email: xxxxxxx@xxxxxxxxxxx.xxx
CALYON NEW YORK BRANCH $100,000,000 $0
0000 Xxxxxx xx Xxx Xxxxxxxx
Xxx Xxxx, XX 00000-0000
Attn: Xxxxxxxxx Xxxxx
Tel: 000-000-0000
Fax: 000-000-0000
Email: xxxxx@xxxxxxxxxx.xxx
LLOYDS TSB BANK PLC $100,000,000 $0
0000 Xxxxxx xx Xxx Xxxxxxxx, 00xx Xxxxx
Xxx Xxxx, XX 00000
Attn: Xxxxxxx Xxxx
Tel: 000-000-0000
Fax: 000-000-0000
Email: xxxxx@xxxxxxxxx-xxx.xxx
BANK OF AMERICA, N.A. $70,000,000 $0
000 Xxxxxxx Xxxxxx
Xxxxxx, XX 00000
Attn: Xxxxxxxx X. Xxxxxxx
Tel: 000-000-0000
Fax: 000-000-0000
Email: xxxxxxxxx@xxx.xxx
II-1
AMOUNT OF
AMOUNT OF SWING LINE
NAME AND ADDRESS OF LENDER COMMITMENT COMMITMENT
-------------------------- ---------- ----------
CITIBANK, N.A. $70,000,000 $0
000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx
Xxx Xxxx, XX 00000
Attn: Xxxx Xxxxx
Tel: 000-000-0000
Fax: 000-000-0000
Email: xxxx.xxxxx@xxxxxxxxx.xxx
HSBC BANK USA, NATIONAL ASSOCIATION $70,000,000 $0
000 Xxxxx Xxxxxx, Xxxxx Xxxxx
Xxx Xxxx, XX 00000
Attn: Xxxxx X. Xxxxxxxxx
Tel: 000-000-0000
Fax: 000-000-0000
Email: xxxxx.x.xxxxxxxxx@xx.xxxx.xxx
SOCIETE GENERALE NEW YORK BRANCH $70,000,000 $0
0000 0xx Xxx, 00xx Xxxxx
Xxx Xxxx, XX 00000
Attn: Xxxxxx Xxxxxx
Tel: 000-000-0000
Fax: 000-000-0000
Email: xxxxxx.xxxxxx@xx.xxxxxx.xxx
BANK OF MONTREAL $60,000,000 $0
000 Xxxxx XxXxxxx Xxxxxx, 00xx Xxxxx
Xxxxxxx, XX 00000
Attn: Xxxxxx X. Xxxxxx
Tel: 000-000-0000
Fax: 000-000-0000
Email: xxxxxx.xxxxxx@xxx.xxx
THE ROYAL BANK OF SCOTLAND PLC $60,000,000 $0
000 Xxxx Xxxxxx
Xxx Xxxx, XX 00000
Attn: Xxxxx Xxxxxxxx
Tel: 000-000-0000
Fax: 000-000-0000
Email: xxxxx.xxxxxxxx@xxxx.xxx
II-2
AMOUNT OF
AMOUNT OF SWING LINE
NAME AND ADDRESS OF LENDER COMMITMENT COMMITMENT
-------------------------- ---------- ----------
BNP PARIBAS $50,000,000 $0
000 Xxxxxxx Xxxxxx
Xxx Xxxx, XX 00000
Attn: Xxxxx X. Xxxxx
Tel: 000-000-0000
Fax: 000-000-0000
Email: xxxxx.xxxxx@americas.
xxxxxxxxxx.xxx
AUSTRALIA AND NEW ZEALAND BANKING GROUP $45,000,000 $0
LIMITED
0000 Xxxxxx xx xxx Xxxxxxxx, 0xx Xxxxx
Xxx Xxxx, XX 00000
Attn: Xxxxxx Xxxxxx
Tel: (000) 000-0000
Fax: (000) 000-0000
Email: xxxxxxx@xxx.xxx
MELLON BANK N.A. $45,000,000 $0
One Mellon Center
000 Xxxxx Xxxxxx
Xxxxxxxxxx, XX 00000-0000
Attn: Xxxx X. Xxxxxx
Tel: 000-000-0000
Fax: 000-000-0000
Email: xxxxxx.xx@xxxxxx.xxx
NATIONAL AUSTRALIA BANK LTD. $45,000,000 $0
000 Xxxx Xxxxxx, 00xx Xxxxx
Xxx Xxxx, XX 00000
Attention: Xxxxxxx Xxxxxx
Telephone: (000) 000-0000
Facsimile: (000) 000-0000
E-mail: xxxxxxx@xxxxx.xxx
NORDDEUTSCHE LANDESBANK GIROZENTRALE, NEW $45,000,000 $0
YORK BRANCH
0000 Xxxxxx xx xxx Xxxxxxxx
Xxx Xxxx, XX 00000
Attn: Xxxxxxx Xxxx
Tel: 000-000-0000
Fax: 000-000-0000
Email: xxxxxxx.xxxx@xxxxxx.xxx
II-3
AMOUNT OF
AMOUNT OF SWING LINE
NAME AND ADDRESS OF LENDER COMMITMENT COMMITMENT
-------------------------- ---------- ----------
SVENSKA HANDELSBANKEN $45,000,000 $0
000 Xxxxx Xxxxxx
Xxx Xxxx, XX 00000-0000
Attn: X.X. Xxxxx
Tel: 000-000-0000
Fax: 000-000-0000
Email: xxxx00@xxxxxxxxxxxxx.xx
II-4
EXHIBIT A
ORIGINAL CREDIT AGREEMENT
Incorporated herein by reference to Exhibit (b)(1) of the Schedule TO filed
by The Korea Fund, Inc. on January 23, 2004.
