AMENDED ALLOCATION AGREEMENT AMONG JOINTLY INSURED PARTIES
THIS AMENDED ALLOCATION AGREEMENT AMONG JOINTLY INSURED PARTIES (the
"Agreement"), is entered into by and among the parties identified in Exhibit A
to this Agreement. The aforementioned parties are collectively referred to as
the "Joint Insureds" for purposes of this Agreement.
WHEREAS, the Joint Insureds desire to be named as joint insureds under a
joint fidelity bond issued by ICI Mutual Insurance Company for the period from
March 31, 2009 to March 31, 2010, which insures against larceny and embezzlement
of officers and employees (the "Fidelity Bond"); and
WHEREAS, the Joint Insureds desire to establish (i) criteria by which
recoveries under the Fidelity Bond shall be allocated among the Joint Insureds
in compliance with Rule 17g-1 under the Investment Company Act of 1940, as
amended (the "Act"), and (ii) the basis on which additional investment companies
may be added as named Joint Insured under the Fidelity Bond;
NOW, THEREFORE, IT IS HEREBY AGREED by and among the parties as follows:
1. Allocation of Recoveries
(a) If more than one of the parties hereto is damaged in a single loss for which
recovery is received under the Fidelity Bond, each such party shall receive an
equitable and proportionate share of the recovery, but investment companies
shall receive an amount at least equal to the amount such party would have
received had it provided and maintained a single insured bond with the minimum
coverage as required by Rule 17g-1 under the Act.
(b) If the recovery is inadequate to indemnify fully each such party sustaining
a loss, then the recovery shall be allocated among such parties as follows:
(i) Each such party sustaining a loss shall be allocated an amount equal to the
lesser of that party's actual loss or an amount that would have been received
had the party been insured under a single insured bond (determined as of the
time of the loss) in accordance with the provisions of Rule 17g-1(d)(1) under
the Act.
(ii) The remaining portion of the proceeds shall be allocated to each such party
sustaining a loss not fully covered by the allocation under subparagraph
2(b)(i), above, in the proportion that each such party's last payment of premium
bears to the sum of the last such premium payments of all such parties. If such
allocation would result in any party that had sustained a loss receiving a
portion of the recovery in excess of the loss actually sustained, such excess
portion shall be allocated among the other parties whose losses would not be
fully indemnified. The allocation shall bear the same proportion as each such
party's last payment of premium bears to the sum of the last premium payments of
all parties entitled to receive a share of the excess. Any allocation in excess
of a loss actually sustained by any such party shall be reallocated in the same
manner.
2. Obligation to Maintain Minimum Coverage
(a) The parties hereto agree that the appropriate officers of the parties hereto
that are registered management investment companies (each a Fund and
collectively, the "Funds") will determine, no less frequently than at the end of
each calendar quarter, the minimum amount of coverage that each Fund would be
required to provide and maintain if covered under a single insured bond as
required by Rule 17g-1(d)(1).
(b) In the event that the total amount of the minimum coverages thus determined
exceeds the amount of coverage of the then-effective Fidelity Bond, the boards
of each Fund will be notified and will determine whether it is necessary or
appropriate to increase the total amount of coverage of the Fidelity Bond to an
amount not less than the total amount of such minimums, or to secure such excess
coverage for one or more of the parties hereto, which, when added to the total
coverage of the Fidelity Bond, will equal an amount equal to or greater than
such minimums.
3. Prior Agreements; Termination
This Agreement shall supersede all prior agreements relating to an
allocation of premium on any joint insured bond and shall apply to the present
Fidelity Bond coverage and any renewal or replacement thereof. This Agreement
shall continue until terminated by any party hereto upon the giving of not less
than sixty (60) days' notice to the other parties hereto in writing.
4. Governing Law
This Agreement is governed by the laws of the State of Maryland (without
reference to such state's conflict of law rules).
5. Counterparts
This Agreement may be executed in counterparts, each of which shall be
deemed an original, but which together shall constitute one and the same
instrument.
6. Amendment, Modification, and Waiver
(a) No term or provision of this Agreement may be amended, modified, or waived
without the affirmative vote or action by written consent of each of the parties
hereto.
(b) Additional parties may be added to the Agreement without the affirmative
vote or action by written consent of each of the parties hereto provided that
(a) such additional party may be included in the Fidelity Bond pursuant to Rule
17g-1(b) under the Act and (b) such additional party agrees to be bound by the
terms of this Agreement and executes and delivers a copy of this Agreement to
each Joint Insured.
IN WITNESS WHEREOF, the parties hereto have caused these presents to be
duly executed by their duly authorized officers as of April 20, 2009.
DGHM INVESTMENT TRUST
THE WORLD FUNDS, INC.;
THE WORLD INSURANCE TRUST ; and
WORLD FUNDS TRUST
By: /s/ Xxxxx X. Xxxxx
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Xxxxx X. Xxxxx
Secretary
COMMONWEALTH CAPITAL MANAGEMENT, LLC;
COMMONWEALTH FUND ACCOUNTING, INC.;
FIRST DOMINION CAPITAL CORPORATION;
COMMONWEALTH FUND SERVICES, INC.; and
THIRD MILLENNIUM INVESTMENT ADVISORS, LLC
By: /s/ Xxxx Xxxxx, III
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Xxxx Xxxxx, III
President
CSI CAPITAL MANAGEMENT, INC.
By: /s/ Xxxx Xxxxx
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Xxxx Xxxxx
Chief Compliance Officer
REAL ESTATE MANAGEMENT SERVICES GROUP, LLC
By: /s/ Xxxxxxx Xxxxx
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Xxxxxxx Xxxxx
Chief Compliance Officer
VONTOBEL ASSET MANAGEMENT, INC.
By: /s/ Xxxxxx Xxxxxxxxx
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Xxxxxx Xxxxxxxxx
Chief Compliance Officer
AMERICAN GROWTH FUND; and
INVESTMENT RESEARCH CORPORATION
By: /s/ Xxxxxxx Xxxxxxx
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Xxxxxxx Xxxxxxx
Chief Compliance Officer
XXXXXXXX CAPITAL MANAGEMENT, INC.
By: /s/ Xxxx Xxxxxxxx
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Xxxx Xxxxxxxx
Chief Executive Officer
Exhibit A
PARTIES TO THE ALLOCATION AGREEMENT
AMONG JOINTLY INSURED PARTIES
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Name of Insured Date Added
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The World Funds, Inc. and its series: 04.08.08
o CSI Equity Fund
o Eastern European Equity Fund
o Epoch Global Equity Shareholder Yield Fund
o Epoch International Small Cap Fund
o Epoch U.S All Cap Equity Fund
o Epoch U.S. Large Cap Equity Fund 12.01.08
o REMS Real Estate Value-Opportunity Fund
o Third Millennium Russia Fund
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American Growth Fund 04.08.08
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World Insurance Trust and its series: 04.08.08
o CSI Equity Portfolio
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DGHM Investment Trust and its series: 10.01.08
o DGHM All-Cap Value Fund
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World Funds Trust and its series: 07.30.08
o Commonwealth Small Cap Fund
x Xxxxxxxx Small Cap Growth Fund
x Xxxxxxxx Large Cap Growth Fund
x Xxxxxxxx Growth and Income Fund
o Sherwood Forest Long/Short Fund 02.01.09
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Commonwealth Capital Management, LLC 04.08.08
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Commonwealth Fund Accounting, Inc. 04.08.08
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CSI Capital Management, Inc. 04.08.08
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First Dominion Capital Corp. 04.08.08
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Commonwealth Fund Services, Inc. 04.08.08
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Real Estate Management Services Group, LLC 04.08.08
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Third Millennium Investment Advisors, LLC 04.08.08
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Investment Research Corporation 04.08.08
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Vontobel Asset Management, Inc. 04.08.08
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Xxxxxxxx Capital Management, Inc. 09.20.08
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