February 13, 2019
VIA EDGAR
U.S. Securities and Exchange
Commission
100 F Street, N.E.
Washington, D.C. 20549
File
No. 814-01054
Rule
17g-1(g)
Fidelity Bond Filing
Ladies and Gentlemen:
On behalf of CM Finance
Inc (the
Company
), enclosed herewith for filing, pursuant to
Rule 17g-1(g)
under the Investment Company Act of 1940, as amended (the
1940 Act
), are the
following:
1. A copy of the Companys Fidelity Bond in the amount of $1,000,000 (the
Bond
);
2. A copy of the resolutions approved at the meeting of the board of directors of the Company on February 5, 2019, at which a majority of
the directors who are not interested persons of the Company as defined under Section 2(a)(19) of the 1940 Act approved the amount, type, form and coverage of the Bond; and
3. A copy of the Single-Insured Investment Bond Agreement, effective February 6, 2019, pursuant to Rule
17g-1(g)
under the 1940 Act.
The premium was paid for the period beginning February 6, 2019
and ending February 6, 2020.
If you have any questions regarding this submission, please do not hesitate to call me at (212)
257-5181.
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Very truly yours,
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/s/ Christopher E. Jansen
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Christopher E. Jansen
President and Secretary
of the Company
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CERTIFICATE OF SECRETARY
The undersigned, Christopher E. Jansen, Secretary of CM Finance Inc, a Maryland corporation (the
Company
), does
hereby certify that:
1. This certificate is being delivered to the Securities and Exchange Commission (the
SEC
)
in connection with the filing of the Companys fidelity bond (the
Bond
) pursuant to Rule
17g-1
of the Investment Company Act of 1940, as amended, and the SEC is entitled to rely
on this certificate for purposes of the filing.
2. The undersigned is the duly elected, qualified and acting Secretary of the Company,
and has custody of the corporate records of the Company and is a proper officer to make this certification.
3. Attached hereto as
Exhibit A
is a copy of the resolution approved by the Board of Directors of the Company, including a majority of the Board of the Directors who are not interested persons of the Company, approving the amount, type, form and
coverage of the Bond.
4. Premiums have been paid for the period February 6, 2019 to February 6, 2020.
IN WITNESS WHEREOF, the undersigned has caused this certificate to be executed this 13th day of February, 2019.
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/s/ Christopher E. Jansen
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Christopher E. Jansen
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Secretary
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EXHIBIT A
Approval of Fidelity Bond
WHEREAS
, Section 17(g) of the Investment Company Act of 1940, as amended (the
1940
Act
) and Rule
17g-1(a)
thereunder require a BDC, such as the Company, to provide and maintain a bond which has been issued by a reputable fidelity insurance company authorized to do business in
the place where the bond is issued, to protect the Company against larceny and embezzlement, covering each officer and employee of the BDC who may singly, or jointly with others, have access to the securities or funds of the BDC, either directly or
through authority to draw upon such funds of, or to direct generally, the disposition of such securities, unless the officer or employee has such access solely through his position as an officer or employee of a bank (each, a
covered person
);
WHEREAS
, Rule
17g-1
under the 1940 Act specifies that the bond may be in the form of (i) an individual bond for each covered person, or a schedule or blanket bond covering such persons, (ii) a blanket bond which names
the Company as the only insured (a
single insured bond
), or (iii) a bond which names the Company and one or more other parties as insureds (a
joint insured bond
),
as permitted by Rule
17g-1
under the 1940 Act;
WHEREAS
,
Rule
17g-1
under the 1940 Act requires that a majority of the Independent Directors approve periodically (but not less than once every 12 months) the reasonableness of the form and amount of the bond, with due
consideration to the value of the aggregate assets of the Company to which any covered person may have access, the type and terms of the arrangements made for the custody and safekeeping of such assets, and the nature of securities and other
investments to be held by the Company, and pursuant to factors contained in Rule
17g-1
under the 1940 Act, which are described in the accompanying memorandum attached hereto; and
WHEREAS
, under Rule
17g-1
under the 1940 Act, the Company is
required to make certain filings with the SEC and give certain notices to each member of the Board in connection with the bond, and designate an officer who shall make such filings and give such notices.
NOW, THEREFORE, BE IT RESOLVED
, that, having considered the expected aggregate value of the securities
and funds of the Company to which officers or employees of the Company may have access (either directly or through authority to draw upon such funds or to direct generally the disposition of such securities), the type and terms of the arrangements
made for the custody of such securities and funds, the nature of securities and other investments to be held by the Company, the accounting procedures and controls of the Company, the nature and method of conducting the operations of the Company and
the requirements of Section 17(g) of the 1940 Act and Rule
17g-1
thereunder, the Board, including a majority of the Independent Directors, hereby determines that the amount, type, form, premium and
coverage of the fidelity bond (the
Fidelity Bond
), covering the officers and employees of the Company and insuring the
Company against loss from fraudulent or dishonest acts, including larceny and embezzlement, issued by Travelers, having an aggregate coverage of $1,000,000, are fair and reasonable;
FURTHER
RESOLVED
, that the Authorized Officers be, and each of them hereby is, authorized,
empowered and directed to take all appropriate actions, with the advice of legal counsel to the Company, to provide and maintain the Fidelity Bond on behalf of the Company;
FURTHER
RESOLVED
, that the Chief Financial Officer of the Company be and hereby is, designated as
the party responsible for making the necessary filings and giving the notices with respect to such bond required by paragraph (g) of Rule
17g-1
under the 1940 Act;
FURTHER
RESOLVED
, that the Authorized Officers be, and each of them hereby is, authorized,
empowered and directed to file a copy of the Fidelity Bond and any other related document or instrument with the SEC;
FURTHER
RESOLVED
, that the Authorized Officers be, and each of them hereby is, authorized,
empowered and directed, in the name and on behalf of the Company, to make or cause to be made, and to execute and deliver, all such additional agreements, documents, instruments and certifications and to take all such steps, and to make all such
payments, fees and remittances, as any one or more of such officers may at any time or times deem necessary or desirable in order to effectuate the purpose and intent of the foregoing resolutions; and
FURTHER
RESOLVED
, that any and all actions previously taken by the Company or any of its
directors, Authorized Officers or other employees in connection with the documents, and actions contemplated by the foregoing resolutions be, and they hereby are, ratified, confirmed, approved and adopted in all respects as and for the acts and
deeds of the Company.
NEW YORK FREE TRADE ZONE FILING EXEMPTION AND CLASS CODE DISCLOSURE
This document is deemed to be the front page of the accompanying policy forms.
NOTICE: THESE POLICY FORMS AND THE APPLICABLE RATES ARE EXEMPT FROM THE FILING REQUIREMENTS OF THE NEW YORK INSURANCE LAW AND REGULATIONS. HOWEVER,
THE FORMS AND RATES MUST MEET THE MINIMUM STANDARDS OF THE NEW YORK INSURANCE LAW AND REGULATIONS.
2-14057 Large
Deductible or Self-Insured Retention Insurance
Nothing herein contained shall be held to vary, alter, waive or extend any of the terms, conditions, exclusions or limitations of the above-mentioned
policy, except as expressly stated herein. This endorsement is part of such policy and incorporated therein.
Issuing Company:
Travelers Casualty and Surety
Company of America
Policy Number:
106677161
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AFE-19002 Ed. 01-13
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Page 1 of 1
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© 2013 The Travelers Indemnity Company. All rights reserved.
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February 4, 2019
CM FINANCE INC.
601 LEXINGTON AVENUE
26TH FLOOR
NEW YORK, NY 10022
Re: Important Information
about
Claims Information Line
Dear
CM FINANCE INC.
Travelers Bond & Specialty Insurance is pleased to announce its
1-800-842-8496
Claims Information Line. This line is designed to provide
insureds with an additional resource on how to report claims or those circumstances or events which may become claims.
Policyholders will be able to obtain
assistance on the following topics from the Claims Information Line:
·The information that needs to be included with the
claim notice
·The address, electronic mail address and/or facsimile number to which the policyholder can send claims related
information
· Get questions on the claim process answered
The Declarations Page of your policy sets forth where you should report claims and claims related information. You should also review the policys
reporting requirements to be aware of how much time you have to report a claim to Travelers. The sooner Travelers is notified, the sooner we can become involved in the process and offer assistance to our policyholder. A delay in reporting may result
in all or part of a matter to fall outside of the coverage provided.
The Claims Information Line should streamline the claim reporting process and
allow policyholders to ask questions on what information is needed as well as other questions which will assist them in working with Travelers. While the Claims Information Line provides policyholders a valuable resource by answering questions and
providing information, the line does not replace the reporting requirements contained in the Policy.
We hope this improvement to customer service
is something our policyholders will find helps them understand the claim process and provides them a resource for reporting.
Best regards,
Robert P Hamilton Jr
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LTR-4035 Ed. 06-09 Printed in U.S.A.
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Page 1 of 1
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©
2009 The Travelers Companies, Inc. All Rights Reserved
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One Tower Square
Hartford, CT 06183
02/04/2019
CM FINANCE INC.
601 LEXINGTON AVENUE
26TH FLOOR
NEW YORK, NY 10022
RE: Risk Management PLUS+ Online
®
from Travelers Bond & Specialty Insurance
(
www.rmplusonline.com
)
As a Travelers Bond & Specialty Insured you receive risk management services, at no cost, to help protect you and your business.
Risk Management PLUS+ Online, is a robust website to assist you in the mitigation of risk relative to employment practices, directors and officers,
fiduciary liability, cyber, crime, kidnap & ransom, and identity fraud exposures.
Highlights of Risk Management PLUS+ Online include:
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Thousands of articles on a variety of risk management topics
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Topical webinars and podcasts on current issues
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Checklists to assist in managing risk
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Model Employee Handbook, including policies and forms for downloading or printing that reduce risks in the workplace.
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The following Risk Management PLUS+ Online Registration Instructions contain easy, step-by-step instructions to register for this
valuable tool. For more information, call 1-888-712-7667 and ask for your Risk Management PLUS+ Online representative. Its that simple.
Thank
you for choosing Travelers Bond & Specialty Insurance for your insurance needs. Travelers is a market leader in providing management liability and crime coverages that are specifically customized for your organization.
Instructions for Registration & Orientation to Risk Management PLUS+ Online
®
Registration for Site Administrators:
The Site Administrator
is the person in your organization who will oversee Risk Management PLUS+ Online for the organization. The Site Administrator is typically a person who leads human resources and/or financial functions or is responsible for legal matters pertaining
to personnel. The Site Administrator may add other Site Administrators later to assist with their responsibilities. To register:
1. Go to
www.rmplusonline.com
.
2. In the Sign-In box, click
Register
.
3. Enter the password/passcode: <TRVP300100 for Insurance Companies> <TRVP300400 for Banks and Diversified>
<TRVP300300 for Asset Management>
4. Fill in the Registration Information and click
Submit
.
5. Your organization is registered, and you are registered as Site Administrator.
Learning to Navigate the Site:
1.
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Go to
www.rmplusonline.com
. On each page, you will see a box outlined in blue that
contains the instructions for use of that page.
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2.
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If you have any questions, just click on
Contact Us
on the front page. Enter your question in the form
provided, and the System Administrator will get back to you quickly with the answer.
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3.
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You can also schedule a live walk-through of the site by sending a request for a walk-through via the contact link on
the front page.
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LTR-4107 Rev. 06-18
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Page 1 of 1
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© 2018 The Travelers Indemnity Company. All rights reserved.
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IMPORTANT NOTICE REGARDING INDEPENDENT AGENT AND
BROKER COMPENSATION
For information on how Travelers compensates
independent agents, brokers, or other insurance producers, please visit this website: www.travelers.com/w3c/legal/Producer_Compensation_Disclosure.html
If you prefer, you can call the following toll-free number: 1-866-904-8348. Or you can write to us at Travelers, Agency Compensation, One Tower Square,
Hartford, CT 06183.
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NTC-19036 Ed. 08-15
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Page 1 of 1
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© 2015 The Travelers Indemnity Company. All rights reserved.
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Investment Company Bond
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Declarations
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Travelers Casualty and Surety Company of America
One Tower Square
Hartford, Connecticut 06183
(A Stock Insurance Company, herein called the Company)
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ITEM 1
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INSURED:
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CM FINANCE INC.
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Principal Address:
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601 LEXINGTON AVENUE
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26TH FLOOR
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NEW YORK, NY 10022
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(hereinafter, Insured)
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ITEM 2
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POLICY PERIOD:
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Inception Date: February 06, 2019
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Expiration Date: February 06, 2020
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12:01 A.M. local time as to both dates at the Principal Address stated in ITEM 1.
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ITEM 3
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ALL NOTICES OF CLAIM OR LOSS MUST BE SENT TO THE COMPANY BY EMAIL, FACSIMILE, OR
MAIL AS SET FORTH BELOW:
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Email: BSIclaims@travelers.com
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Fax: (888) 460-6622
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Mail: Travelers Bond & Specialty Insurance Claim
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385 Washington St. Mail Code 9275-NB03F
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St Paul, MN 55102
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Travelers Bond & Specialty Insurance Claim telephone number: 800-842-8496
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ITEM 4
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If
Not Covered
is inserted opposite any specified Insuring
Agreement below, or if no amount is included in the Single Loss Limit of Insurance, such Insuring Agreement and any other reference thereto is deemed to be deleted from this bond.
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INSURING AGREEMENT
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SINGLE LOSS
LIMIT OF
INSURANCE
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SINGLE LOSS
DEDUCTIBLE
AMOUNT
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A. FIDELITY
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Coverage A.1. Larceny or Embezzlement
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$1,000,000
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$0
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Coverage A.2. Restoration Expenses
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$1,000,000
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$50,000
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B. ON PREMISES
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$1,000,000
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$50,000
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IVBB-15001 Ed. 01-16
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Page 1 of 3
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© 2016 The Travelers Indemnity Company. All rights reserved.
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C. IN TRANSIT
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$1,000,000
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$ 50,000
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D. FORGERY OR ALTERATION
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$1,000,000
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$50,000
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E. SECURITIES
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$1,000,000
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$50,000
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F. COUNTERFEIT MONEY
AND COUNTERFEIT MONEY ORDERS
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$1,000,000
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$50,000
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G. CLAIM EXPENSE
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$50,000
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$5,000
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H. STOP PAYMENT ORDERS OR
WRONGFUL DISHONOR OF CHECKS
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$50,000
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$5,000
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I. COMPUTER SYSTEMS
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Coverage I.1. Computer Fraud
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$1,000,000
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$50,000
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Coverage I.2. Fraudulent Instructions
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$1,000,000
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$50,000
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Coverage I.3. Restoration Expense
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Not Covered
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J. UNCOLLECTIBLE ITEMS OF DEPOSIT
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$50,000
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$5,000
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ITEM 5
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PREVIOUS BONDS OR POLICIES:
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The Insured, by acceptance of this bond, gives notice to the Company canceling or terminating prior bond or policy
numbers:
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Not Applicable
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such cancellation or termination to be effective as of the time this bond becomes effective.
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ITEM 6
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DISCOVERY PERIOD:
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Additional Premium Percentage:
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100% of the annualized premium
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Additional Months:
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12 months
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(If exercised in accordance with section VI. CONDITIONS, S. DISCOVERY PERIOD)
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ITEM 7
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FORMS AND ENDORSEMENTS ATTACHED AT ISSUANCE:
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AFE-19002-0113; IVBB-16001-0116; IVBB-19002-0116; IVBB-19010-0116; IVBB-10005-0916; IVBB-17022-0317; IVBB-18023-1217
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PRODUCER INFORMATION:
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AON RISK SERVICES NE INC
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ONE LIBERTY PLAZA
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165 BROADWAY 30TH FL
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NEW YORK, NY 10006
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IVBB-15001 Ed. 01-16
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Page 2 of 3
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© 2016 The Travelers Indemnity Company. All rights reserved.
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Countersigned By
IN WITNESS WHEREOF, the Company has caused this
bond to be signed by its authorized officers.
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President, Bond & Specialty Insurance
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Corporate Secretary
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IVBB-15001 Ed. 01-16
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Page 3 of 3
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© 2016 The Travelers Indemnity Company. All rights reserved.
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Investment Company Bond
Table of Contents
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IVBB-16001 Ed. 01-16
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Page 1 of 25
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© 2016 The Travelers Indemnity Company. All rights reserved.
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IVBB-16001 Ed. 01-16
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Page 2 of 25
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© 2016 The Travelers Indemnity Company. All rights reserved.
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Investment
Company Bond
with Extended Coverages
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IN CONSIDERATION
of
the payment of an agreed premium and subject to the Declarations and pursuant to all the terms, conditions, exclusions and limitations of this bond, the Company agrees to indemnify the Insured as set forth in ITEM 1 of the Declarations (herein
called Insured) for:
Coverage A.1. Larceny or Embezzlement
Loss resulting directly from
Larceny or Embezzlement
committed by an
Employee
acting alone or in collusion with others.
Coverage A.2. Restoration Expenses
Restoration Expenses
incurred by the Insured and resulting directly from a
Computer Violation
by an
Employee
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1.
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Loss of
Property
resulting directly from:
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a.
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robbery, burglary, mysterious unexplainable disappearance or misplacement and damage or destruction; or
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b.
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theft, false pretenses, or common law or statutory larceny, committed by a person physically present in an office of,
or on the premises of, the Insured at the time the
Property
was surrendered,
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while the
Property
is
lodged or deposited within offices or premises located anywhere. The premises of a
Depository
will be deemed premises of the Insured, but solely as respects loss of
Certificated Securities
. Coverage for
Certificated Securities
held by such
Depository
is limited to the extent of the Insureds interest therein as effected by the making of appropriate entries on the books and records of such
Depository
. The Company will not be liable under Insuring
Agreement B for loss in connection with the central handling of securities within the systems established and maintained by any
Depository
unless the amount of such loss exceeds the amount recoverable or recovered under any bond or policy or
participants fund insuring the
Depository
against such loss. This bond does not afford any coverage in favor of any
Depository
or exchange or any nominee in whose name is registered any security included within the
Depositorys
systems.
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2.
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Direct loss, through any hazard specified in Insuring Agreement B.1. of any
Property
while such
Property
is within any of the Insureds or an
Investment Advisers
offices and in the possession of any customer of the Insured, any representative of such customer or any
Employee
whether or not the Insured is liable for the loss
thereof, and provided such loss, at the option of the Insured, is included in the Insureds proof of loss, but excluding, in any event, loss caused by such customer, any representative of such customer, or any
Employee
.
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IVBB-16001 Ed. 01-16
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Page 3 of 25
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© 2016 The Travelers Indemnity Company. All rights reserved.
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Loss of
Property
(occurring with or without negligence or violence) resulting directly from robbery, larceny, theft, holdup,
mysterious unexplainable disappearance, misplacement, being lost or otherwise made away with, damage thereto or destruction thereof, and loss of subscription, conversion, redemption or deposit privileges through the misplacement or loss of
Property
, while the
Property
is in transit anywhere in the custody of any person or persons acting as
Messenger
, except while in the mail or with a carrier for hire other than an armored motor vehicle company, for the purpose of
transportation, such transit to begin immediately upon receipt of such
Property
by the transporting person or persons, and to end immediately upon delivery thereof at destination, but only while the
Property
is being conveyed.
Loss resulting directly from the Insured having, in good faith, paid or transferred any
Property
in reliance on any
Written,
Original
:
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1.
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Negotiable Instrument
(except an
Evidence of Debt
);
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2.
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Certificate of Deposit
;
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6.
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receipt for the withdrawal of
Property
; or
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7.
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instruction or advice directed to the Insured or an
Investment Adviser
and purportedly signed by a
Customer
of the Insured or by a
Financial Institution
,
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which (a) bears a handwritten signature which is a
Forgery
; or (b) is altered, but only to the extent the
Forgery
or alteration causes the loss.
Actual physical
possession of the items listed in 1. through 7. above by the Insured is a condition precedent to the Insureds having relied on the items.
Loss resulting directly from the Insured having, in good faith, for its own account or for the account of others:
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1.
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acquired, sold, delivered, or given value, extended credit or assumed liability, on the faith of any
Original
Written
document that is a (an):
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a.
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Certificated Security
;
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c.
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deed, mortgage, or other instrument conveying title to, or creating or discharging a lien on, real property;
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d.
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Certificate of Origin or Title
;
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e.
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Certificate of Deposit
;
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g.
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corporate, partnership, or personal
Guarantee
;
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IVBB-16001 Ed. 01-16
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Page 4 of 25
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© 2016 The Travelers Indemnity Company. All rights reserved.
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j.
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Statement of Uncertificated Security
,
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that
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(1)
|
bears a handwritten signature material to the validity or enforceability of the
Original Written
document that
is a
Forgery
, but only to the extent the
Forgery
causes the loss;
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(2)
|
is altered, but only to the extent the alteration causes the loss; or
|
|
2.
|
guaranteed in writing or witnessed any handwritten signature upon any transfer, assignment, bill of sale, power of
attorney,
Guarantee
, endorsement, or any items listed in items 1.a. through 1.i. above; or
|
|
3.
|
acquired, sold or delivered, given value, extended credit or assumed liability, on the faith of any item listed in
1.a. through 1.d. above, that is a
Counterfeit,
but only to the extent the
Counterfeit
causes the loss.
|
Actual physical possession, and continued actual physical possession if taken as collateral, of the items listed in 1.a. through 1.j.
above by the Insured, an
Investment Adviser
, a
Custodian
, or a Federal or State chartered deposit institution of the Insured is a condition precedent to the Insureds having relied on the faith of such items. Release or return of
such collateral is an acknowledgment by the Insured that it no longer relies on such collateral.
|
F.
|
COUNTERFEIT MONEY AND COUNTERFEIT MONEY ORDERS
|
Loss resulting directly from the receipt by the Insured, in good faith, of any
Counterfeit Money
of the United States of
America and its territories and possessions, Canada or any other country, or of
Counterfeit
money orders denominated in United States or Canadian currency.
Reasonable expenses necessarily incurred and paid by the Insured in preparing any covered claim for loss under any Insuring Agreement
covered under this bond, which loss exceeds the Single Loss Deductible Amount applicable to such Insuring Agreement. Such expenses include costs incurred (including necessary wages of
Employees
) for that part of audits or examinations
performed, whether or not required by State or Federal supervisory authorities and conducted either by such authorities or by independent accountants, by reason of the discovery of loss sustained by the Insured.
|
H.
|
STOP PAYMENT ORDERS OR WRONGFUL DISHONOR OF CHECKS
|
Damages that the Insured becomes legally liable to pay its customers resulting directly from the Insured or an
Investment Adviser
having:
|
1.
|
failed to comply with any notice of any customer of the Insured or any authorized representative of such customer to
stop payment on any check or draft made or drawn by such customer; or
|
|
2.
|
wrongfully dishonored or wrongfully failed to certify any check or draft made or drawn by the customer of the Insured
or any authorized representative of such customer.
|
Notwithstanding any other provision of this bond, damages
under paragraph 2. above do not include the amount of any check or draft in question, or any amounts paid to the payee, endorser, or accommodation party of such check or draft.
|
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Coverage I.1. Computer Fraud
Loss resulting directly from
Computer Fraud
.
Coverage I.2. Fraudulent Instructions
Loss resulting directly from the Insured or an
Investment Adviser
having, in good faith, caused a transfer of funds as a result
of a
Fraudulent Instruction
when the Insured or an
Investment Adviser
, prior to causing the transfer of the funds, used its best efforts to verify the identity of the person transmitting the instruction; provided that if the
instruction is purported to be from a
Customer
, the Insured, or an
Investment Adviser
:
|
a.
|
performed a
Callback Verification
with respect to such instruction; or
|
|
b.
|
followed commercially reasonable
Security Procedures
applicable to the transaction and instruction.
|
Such
Fraudulent Instruction
received and, if applicable,
Callback Verification
performed, must be
either recorded, logged, or documented by the Insured or an
Investment Adviser
.
Coverage I.3.
Restoration Expenses
Restoration Expenses
incurred by the Insured or an
Investment Adviser
and resulting
from a
Computer Violation
by someone other than an
Employee
.
|
J.
|
UNCOLLECTIBLE ITEMS OF DEPOSIT
|
Loss, including dividends and interest accrued not to exceed 15% of the value of each
Item of Deposit
that is deposited,
resulting directly from the Insured or
Investment Adviser
having credited an account of a customer, shareholder or subscriber on the faith of any
Items of Deposit
that prove to be uncollectible, provided that the crediting of such
account causes:
|
1.
|
redemptions or withdrawals to be permitted;
|
|
2.
|
shares to be issued; or
|
It is a condition precedent to coverage under this Insuring Agreement that the Insured or
Investment Adviser
hold funds
represented in
Items of Deposit
for the maximum number of days allowable under Regulation CC before permitting any redemptions or withdrawals, or issuing any shares or paying any dividends with respect to such
Items of Deposit
.
Items of Deposit
will not be deemed to be uncollectible until the Insureds or
Investment Advisers
standard
collection procedures have failed.
This Insuring Agreement applies to Insureds with exchange privileges if all funds in the
exchange program are insured by the Company for
Uncollectible Items of Deposit
. Regardless of the number of transactions between funds, the maximum number of days allowable under Regulation CC begins from the date a deposit was first credited
to any fund in the exchange program.
If an Insured or
Investment Adviser
, while this bond is in force, adds additional
Employees
other than by consolidation
or merger with, or purchase or acquisition of the assets, assets under management or
|
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liabilities of, another institution, such
Employees
will automatically be covered
hereunder from the date of such addition without the requirement of notice to the Company or the payment of additional premium for the remainder of the Policy Period as set forth in ITEM 2 of the Declarations.
|
B.
|
CONSOLIDATION - MERGER - PURCHASE OR ACQUISITION OF ASSETS
|
If the Insured or an
Investment Adviser
, while this bond is in force, consolidates or merges with, or purchases or acquires
assets, assets under management or liabilities of, or purchases or acquires more than 50% voting stock ownership of another institution (hereinafter referred to as a Transaction), coverage under this bond for loss which:
|
1.
|
has occurred or will occur in the offices or premises of such institution;
|
|
2.
|
has been caused or will be caused by any employee or employees of such institution; or
|
|
3.
|
has arisen or will arise out of the assets, assets under management or liabilities acquired by the Insured as a result
of such Transaction,
|
is provided as follows:
|
a.
|
Automatic Loss Sustained Coverage
|
If a Transaction involves assets, assets under management and liabilities in an amount that is more than 25% of the consolidated assets
of all Insureds as of the most recent calendar year-end preceding the date of the Transaction, then coverage of this bond as respects the Transaction will be afforded for a Single Loss that is both discovered and for which the acts giving rise to
the loss occur in their entirety on or after the effective date of the Transaction. This coverage terminates 60 days after the Transaction date, or the termination date of the bond, whichever comes earlier, unless the Insured provides notice to the
Company and obtains the written consent of the Company to extend such coverage beyond said date and, upon obtaining such consent, pays to the Company an additional premium, if required.
|
b.
|
Automatic Discovery Coverage
|
If a Transaction involves assets, assets under management and liabilities in an amount that is 25% or less of the consolidated assets
of all Insureds as of the most recent calendar year-end preceding the date of the Transaction, then coverage of this bond as respects the Transaction will be afforded for a Single Loss that is discovered on or after the effective date of the
Transaction, for the remainder of the Policy Period as set forth in ITEM 2 of the Declarations, without additional premium being charged and without notice to the Company of the Transaction.
|
C.
|
REPRESENTATION OF INSURED
|
No statement made by or on behalf of the Insured, whether contained in the application or otherwise, is deemed to be a warranty of
anything except that it is true to the best of the knowledge and belief of the person making the statement.
This bond does not indemnify or hold harmless any Insured for loss sustained by an
Investment Adviser
, or by a proprietorship,
partnership or corporation that is owned, controlled or operated by such Insured, and not named as an Insured hereunder, except as may be provided on a limited basis within General Agreement B., but this paragraph does not apply to loss sustained by
a nominee organized by an Insured hereunder other than a holding company.
If two or more Insureds are covered under this bond, the
first named Insured will act for all Insureds. Payment by the Company to the first named Insured of loss sustained by any Insured fully releases the Company on account of such loss. If the first named Insured ceases to be covered under this bond,
the Insured next named will thereafter be considered the first named Insured. In the absence of an Insured
|
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Page 7 of 25
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being specifically next named, the Insured entity having the greatest consolidated assets
of all remaining Insureds then becomes the first named Insured. Knowledge possessed or discovery made by any Insured or
Investment Adviser
constitutes knowledge or discovery by all Insureds for all purposes of this bond. The liability of the
Company for loss or losses sustained by all Insureds will not exceed the amount for which the Company would have been liable had all such loss or losses been sustained by one Insured.
|
E.
|
COURT COSTS AND ATTORNEYS FEES - LEGAL PROCEEDINGS - ELECTION TO DEFEND
|
The Company will indemnify the Insured against court costs and reasonable attorneys fees incurred and paid by the Insured in
defending any suit or legal proceeding brought against the Insured to enforce the Insureds liability, or alleged liability, on account of any loss, claim or damage that, if established against the Insured, would constitute a collectible loss
under this bond in excess of any Single Loss Deductible Amount, provided, however, that with respect to Insuring Agreement A this indemnity will apply only in the event that:
|
1.
|
an
Employee
admits to being guilty of
Larceny or Embezzlement
;
|
|
2.
|
an
Employee
is adjudicated to be guilty of
Larceny or Embezzlement
; or
|
|
3.
|
in the absence of 1. or 2. above, an arbitration panel agrees, after a review of an agreed statement of facts, that an
Employee
would be found guilty of
Larceny or
Embezzlement
if such
Employee
were prosecuted.
|
Such indemnity is in addition to the Single Loss Limit of Insurance for the applicable Insuring Agreement or Coverage.
The Insured or an
Investment Adviser
must notify the Company promptly after notice thereof, of any such suit or legal proceeding
and at the request of the Company will furnish it with copies of all pleadings and other papers therein. At the Companys election the Insured will permit the Company to conduct the defense of such suit or legal proceeding, in the
Insureds name, through attorneys of the Companys selection. In such event, the Insured and
Investment Adviser
will give all reasonable information and assistance, other than pecuniary, that the Company deems necessary to the
defense of such suit or legal proceeding.
If the amount of the Insureds liability or alleged liability is greater than the
amount recoverable under this bond, or if a Single Loss Deductible Amount is applicable, or both, then the liability of the Company under this General Agreement E. is limited to the proportion of court costs and attorneys fees incurred and
paid by the Insured or by the Company that the amount recoverable under this bond bears to the total amount of the Insureds liability or alleged liability. Any amount not recoverable by reason of the Insureds liability or alleged
liability being greater than the amount recoverable under any insuring agreement of this bond, does not serve to reduce the Single Loss Deductible Amount applicable to such Insuring Agreement or Coverage.
If the Company pays court costs and attorneys fees in excess of its proportionate share of such costs and fees, the Insured will
promptly reimburse the Company for such excess.
As used in this bond:
|
A.
|
Acceptance
means a
Written
draft that the drawee has, by signature thereon, engaged to
honor as presented.
|
|
B.
|
Bond Period
has the meaning set forth in section VI. CONDITIONS, C. BOND PERIOD.
|
|
C.
|
Callback Verification
means a verbal conversation with the purported
Customer
, using a
Pre-Determined Telephone Number
, to verify the identity of the
Customer
and the authenticity of a funds transfer request.
|
|
|
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Page 8 of 25
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© 2016 The Travelers Indemnity Company. All rights reserved.
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|
|
|
|
D.
|
Certificate of Deposit
means a
Written
acknowledgment by an Insured or a
Financial
Institution
of receipt of
Money
with an engagement to repay it.
|
|
E.
|
Certificate of Origin or Title
means a
Written
document issued by a manufacturer of
personal property or a governmental agency evidencing the ownership of the personal property and by which ownership is transferred.
|
|
F.
|
Certificated Security
means a share, participation or other interest in property of, or an
enterprise of, the issuer or an obligation of the issuer, that is:
|
|
1.
|
represented by a
Written
instrument issued in bearer or registered form;
|
|
2.
|
of a type commonly dealt in on securities exchanges or markets or commonly recognized in any area in which it is
issued or dealt in as a medium for investment; and
|
|
3.
|
either one of a class or series or by its terms divisible into a class or series of shares, participations, interests
or obligations.
|
|
G.
|
Computer Fraud
means an intentional, unauthorized, and fraudulent entry of data or computer
instructions directly into, or change of data or computer instructions within, a
Computer System
by a natural person or entity other than an
Employee
, including any such entry or change made via the internet or a
Network
,
provided that such entry or change causes:
|
|
1.
|
Property
to be transferred, paid, or delivered;
|
|
2.
|
an account of the Insured, or of its customer, to be added, deleted, debited or credited; or
|
|
3.
|
an unauthorized or fictitious account to be debited or credited.
|
|
H.
|
Computer System
means:
|
|
2.
|
any input, output, processing, storage or communication device, or any related network, operating system or
application software, that is connected to, or used in connection with, such computer,
|
that is rented by, owned
by, leased by, licensed to, or under the direct operational control of, the Insured or an
Investment Adviser
.
|
I.
|
Computer Violation
means:
|
|
1.
|
the introduction of a
Computer Virus
into a
Computer System
; or
|
|
2.
|
damage to, or destruction of, computer programs, software or other electronic data stored within a
Computer System
by a natural person, who has:
|
|
a.
|
gained unauthorized access to such
Computer System
; or
|
|
b.
|
authorized access to such
Computer System
but uses such access to cause such damage or destruction.
|
|
J.
|
Computer Virus
means any malicious code that could destroy, alter, contaminate, or degrade the
integrity, quality, or performance of:
|
|
1.
|
electronic data used, or stored, in any
Computer System
or network; or
|
|
2.
|
a computer network, any computer application software, or a computer operating system or related network.
|
|
K.
|
Counterfeit
means a
Written
imitation of an actual, valid, or verifiable
Original
that is intended to deceive and to be taken as the
Original
.
|
|
|
|
|
|
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Page 9 of 25
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|
|
|
|
L.
|
Custodian
means an institution designated by an Insured or an
Investment Adviser
to
maintain possession and control of the Insureds assets.
|
|
M.
|
Customer
means, only with respect to Insuring Agreement I.2., an entity or natural person that
has a
Funds Transfer Agreement
with the Insured or with an
Investment Adviser
.
|
|
N.
|
Depository
means a clearing corporation that is:
|
|
1.
|
registered with the Securities Exchange Commission as a clearing agency under section 17A of the Securities Exchange
Act of 1934 (15 U.S.C. 78q-1); or
|
|
2.
|
a Federal Reserve Bank or other person or entity authorized to operate the federal book entry system described in the
regulations of the Department of Treasury codified at 31 CFR 357, Subpart B, or book-entry systems operated pursuant to comparable regulations of other federal agencies.
|
|
O.
|
Document of Title
means a
Written
document that is a bill of lading, dock warrant, dock
receipt, warehouse receipt or order for the delivery of goods, and also any other
Written
document that in the regular course of business or financing is treated as adequately evidencing that the person in possession of it is entitled to
receive, hold and dispose of the document and the goods it covers and must purport to be issued by or addressed to a bailee and purport to cover goods in the bailees possession that are either identified or are fungible portions of an
identified mass.
|
|
P.
|
Electronic Data Processor
means a natural person, partnership or corporation authorized in
writing by the Insured or an
Investment Adviser
to perform services as a data processor of checks presented to the Insured by a customer or
Financial Institution
, but excluding any such processor who acts as a transfer agent or in any
other agency capacity in issuing checks, drafts or securities for the Insured, A Federal Reserve Bank or clearinghouse will not be construed to be an
Electronic Data Processor
.
|
|
Q.
|
Electronic Record
means information that is created, generated, sent, communicated, received, or
stored by electronic means, and is retrievable in perceivable form.
|
|
1.
|
an officer, partner or other employee of the Insured, while such person is employed by and performing services for the
Insured, and whom the Insured directly compensates by wages, salaries or commissions; or for 60 days after such individuals termination of service, provided such termination is not due to employee fraud or dishonesty;
|
|
2.
|
a guest student or intern pursuing studies or duties in any of the Insureds or an
Investment Advisers
offices or premises covered hereunder, while such person is performing services for the Insured;
|
|
3.
|
any attorney retained by the Insured or an
Investment Adviser
, and any employee of such attorney, but only
while performing legal services for the Insured;
|
|
4.
|
any natural person assigned to perform the usual duties of an employee within the premises of the Insured or an
Investment Adviser
and under the Insureds supervision, by contract, including such persons provided by any employment agency furnishing temporary personnel to the Insured or an
Investment Adviser
on a contingent or part-time
basis, and including a natural person who is leased to the Insured or an
Investment Adviser
under a written agreement between the Insured and a labor leasing firm to perform duties related to the conduct of the Insureds business; (all
such natural persons provided by a single employment agency or labor leasing firm will collectively be deemed to be one person for all the purposes of this bond, excepting, however, the last paragraph of Condition R.2.);
|
|
5.
|
an employee of an institution merged or consolidated with the Insured prior to the effective date of this bond, or,
subject to General Agreement B., after the effective date of this bond, but only with respect to acts while an employee of such institution and which acts caused said institution to
|
|
|
|
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Page 10 of 25
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|
|
|
|
sustain a loss that was not known to the Insured or to the institution at the time of the merger or consolidation;
|
|
6.
|
each natural person, partnership, or corporation authorized by the Insured or an
Investment Adviser
to perform
services as an
Electronic Data Processor
(each such
Electronic Data Processor
, and the partners, officers and employees of such
Electronic Data Processor
will collectively be deemed to be one
Employee
for all the purposes
of this bond, except with respect to Condition R.2.);
|
|
7.
|
any director or trustee of an Insured,
Investment Adviser
, underwriter (distributor), transfer agent,
shareholder accounting record keeper, or administrator authorized by
Written
agreement with the Insured to keep financial or other required records, but only while performing acts coming within the scope of the usual duties of an officer or
employee or while acting as a member of any committee duly elected or appointed to examine or audit or have custody of or access to the
Property
of the Insured;
|
|
8.
|
any natural person who is a volunteer, while such person is subject to the Insureds direction and control and is
performing services for the Insured;
|
|
9.
|
any natural person who is a former employee retained as a consultant, pursuant to a written agreement with the
Insured, while that person is subject to the Insureds direction and control and performing services for the Insured; and
|
|
10.
|
any officer, partner, or employee of:
|
|
a.
|
an
Investment Adviser
;
|
|
b.
|
an underwriter (distributor);
|
|
c.
|
a transfer agent or shareholder accounting record-keeper; or
|
|
d.
|
an administrator authorized by written agreement to keep financial or other required records,
|
for an Insured but only while performing acts coming within the scope of the usual duties of an officer or employee of the Insured, or
while acting as a member of any committee duly elected or appointed to examine or audit or have custody of or access to the
Property
of any such Insured, provided that only employees or partners of a transfer agent, shareholder accounting
record- keeper or administrator that is an affiliated person, as defined in the Investment Company Act of 1940, of an Insured or is an affiliated person of the
Investment Adviser
, underwriter or administrator of such Insured, and that is not
a bank, will be included within the definition of Employee.
Employee
also means any natural person described above while
such person is on medical, military, or other leave of absence. Coverage applies to any such
Employee
while on leave, regardless of whether such person remains subject to the Insureds direction and control during the time of leave.
Employee
does not mean any agent, broker, factor, commission merchant, consignee, independent contractor or representative or
other person of the same general character not specified above.
|
S.
|
Evidence of Debt
means a
Written
instrument, including a
Negotiable Instrument
,
executed, or purportedly executed, by a customer of the Insured and held by the Insured or an
Investment Adviser
that in the regular course of business is treated as evidencing the customers debt to the Insured.
|
|
T.
|
Financial Institution
means:
|
|
1.
|
a bank, trust company, savings bank, credit union, savings and loan association, or similar thrift institution; or
|
|
2.
|
a stock brokerage firm, mutual fund, liquid assets fund or similar investment institution;
|
|
|
|
|
|
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|
|
|
|
provided that
Financial Institution
does not include any such entity, institution or organization that is an
Insured or an
Investment Adviser
.
|
|
U.
|
Forgery
means signing the name of another person or organization with a handwritten signature
directly applied to a
Written
document without authority, and with the intent to deceive.
|
A signature
written on an electronic pad that captures the signature for purposes of creating an electronic digitized image of a handwritten signature, or a reproduction of a handwritten signature, is treated the same as a handwritten signature. Any other form
of electronic signature or digital signature is not treated the same as a handwritten signature.
Forgery
does not
mean a signature that consists in whole or in part of ones own name signed with or without authority, in any capacity, for any purpose.
|
V.
|
Fraudulent Instruction
means an intentional, fraudulent and unauthorized instruction directed to
the Insured or an
Investment Adviser
, that is:
|
|
1.
|
transmitted via telefacsimile, and:
|
|
a.
|
purports and reasonably appears to be from a
Customer
, a
Financial Institution
, or another office of the
Insured;
|
|
b.
|
was in fact transmitted by someone other than a
Customer
, a
Financial Institution
, or another office of
the Insured; and
|
|
c.
|
purports and reasonably appears to contain the handwritten signature of a person authorized to initiate such transfer
that proves to have been used by an unauthorized person; or
|
|
2.
|
transmitted verbally, via telephone, and purports to be from:
|
|
a.
|
an officer, director, partner or employee of a
Customer
, who is authorized by the
Customer
to instruct
the Insured or an
Investment Adviser
to make such a transfer;
|
|
b.
|
a
Customer
who is a natural person; or
|
|
c.
|
an
Employee
in another office of the Insured who was authorized by the Insured to instruct other
Employees
to transfer funds on deposit in a
Customers
account; and was received by an
Employee
specifically designated to receive and act upon such instructions,
|
but was in fact transmitted by someone other than a person described in paragraph V.2.; or
|
3.
|
transmitted via electronic mail and purports and reasonably appears to be from a
Customer
of the Insured, but
was in fact transmitted by someone other than such
Customer
.
|
Fraudulent Instruction
does not
include any instruction that purports to be from a
Customer
unless the instruction is transmitted by a method that is authorized in the
Funds Transfer Agreement
between the Insured and the
Customer
.
|
W.
|
Funds Transfer Agreement
means an agreement, signed by the
Customer
, that:
|
|
a.
|
authorizes the Insured or an
Investment Adviser
to rely on instructions transmitted by either voice,
telefacsimile or electronic mail to make funds transfers; and
|
|
b.
|
provides the Insured or an
Investment Adviser
with the names of persons authorized to initiate funds transfers.
|
|
|
|
|
|
IVBB-16001 Ed. 01-16
|
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Page 12 of 25
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© 2016 The Travelers Indemnity Company. All rights reserved.
|
|
|
|
|
|
X.
|
Guarantee
means a
Written
undertaking obligating the signer to pay the debt of another to
the Insured or its assignee or to a
Financial Institution
from which the Insured has purchased participation in the debt, if the debt is not paid in accordance with its terms.
|
|
Y.
|
Instruction
means a
Written
order to the issuer of an
Uncertificated Security
requesting that the transfer, pledge, or release from pledge of the
Uncertificated Security
specified be registered.
|
|
Z.
|
Investment Adviser
means any entity defined in §202(a)(11) of, and registered under, the
Investment Advisers Act of 1940, as amended, but only while acting on behalf of the Insured.
|
|
AA.
|
Item of Deposit
means any checks or drafts deposited into the account of a customer, shareholder
or subscriber.
|
|
BB.
|
Larceny or Embezzlement
means larceny or embezzlement as defined in the Investment Company Act of
1940, §37 as amended.
|
|
CC.
|
Letter of Credit
means an engagement in writing by a
Financial Institution
or other person
made at the request of a customer that the
Financial Institution
or other person will honor drafts or other demands for payment upon compliance with the conditions specified in the
Letter of Credit
.
|
|
DD.
|
Loan
means all extensions of credit by the Insured and all transactions creating a creditor
relationship in favor of the Insured and all transactions by which the Insured assumes an existing creditor relationship.
|
|
EE.
|
Messenger
means an
Employee
while in possession of the Insureds
Property
away
from the Insureds or
Investment Advisers
premises and any other natural person acting as custodian of the
Property
during an emergency arising from the incapacity of the original
Employee
.
|
|
FF.
|
Money
means a medium of exchange in current use authorized or adopted by a domestic or foreign
government as a part of its currency.
|
|
GG.
|
Negotiable Instrument
means a
Written
document, that:
|
|
1.
|
is signed by the maker or drawer;
|
|
2.
|
contains an unconditional promise or order to pay a sum certain in
Money
and no other promise, order,
obligation or power given by the maker or drawer;
|
|
3.
|
is payable on demand or at a definite time; and
|
|
4.
|
is payable to order or bearer.
|
Negotiable Instrument
also means a counterfeit check or
Substitute Check
.
|
HH.
|
Network
means any and all services provided by or through the facilities of any electronic or
computer communication system, including Fedwire, Clearing House Interbank Payment System (CHIPS), Society for Worldwide Interbank Financial Telecommunication (SWIFT), National Automated Clearing House Association (NACHA) and similar interbank
payment or settlement systems, including any shared networks, internet access facilities, or other similar facilities for such systems in which the Insured participates, allowing the input, output, examination, or transfer of data or programs from
one computer to a
Computer System
.
|
|
II.
|
Original
means the first rendering or archetype and does not include photocopies or electronic
transmissions even if received and printed.
|
|
JJ.
|
Pre-Determined Telephone Number
means a telephone number that:
|
|
1.
|
was provided by the
Customer
when the
Customer
opened the account with the Insured or an
Investment
Adviser
;
|
|
|
|
|
|
IVBB-16001 Ed. 01-16
|
|
|
Page 13 of 25
|
|
© 2016 The Travelers Indemnity Company. All rights reserved.
|
|
|
|
|
|
2.
|
was provided in person by the
Customer
after the
Customer
opened the account with the Insured or an
Investment Adviser
, while physically present on the Insureds or
Investment Advisers
premises and while presenting a government-issued photo identification;
|
|
3.
|
was provided in a
Funds Transfer Agreement
;
|
|
4.
|
replaced a telephone number previously provided for the
Customers
account, provided that confirmation of
the legitimacy of the change was achieved through direct contact with the
Customer
at a telephone number described in paragraph JJ.1., JJ.2. or JJ.3. above; or
|
|
5.
|
replaced a telephone number previously provided for the
Customers
account and was received by the Insured
or the
Investment Adviser
at least 30 days prior to the receipt of the
Fraudulent Instruction
.
|
|
KK.
|
Property
means
Money, Certificated Securities, Uncertificated Securities, Negotiable Instruments
,
Certificates of Deposit
,
Documents of Title
,
Acceptances
,
Evidences of Debt
,
Security Agreements
,
Withdrawal Orders
,
Certificates of Origin or Title
,
Letters of Credit
, insurance policies,
abstracts of title, deeds and mortgages on real estate, revenue and other stamps, tokens, unsold state lottery tickets, books of account and other records whether
Written
or recorded electronically, gems, jewelry, precious metals of all kinds
and in any form, and tangible items of personal property that are not hereinbefore enumerated.
|
|
LL.
|
Restoration Expenses
means reasonable costs incurred by the Insured or an
Investment Adviser
,
with the Companys prior written consent, to restore, replace or reproduce damaged or destroyed computer programs, software or other electronic data stored within a
Computer System
, or that the Insured owns, holds or is responsible for,
to the condition that existed immediately preceding a
Computer Violation
; provided that if it is determined by the Insured or
Investment Adviser
that such computer programs, software or other electronic data cannot reasonably be
restored, replaced or reproduced, then
Restoration Expenses
means only the reasonable costs incurred by the Insured or an
Investment Adviser
, with the Companys prior written consent, to reach such determination.
|
Restoration Expenses
do not include:
|
1.
|
expenses incurred as a result of the reconstruction of computer programs, software, or other electronic data that the
Insured did not have a license to use;
|
|
2.
|
expenses incurred to restore, replace, or reproduce damaged or destroyed computer programs, software or other
electronic data if such damage or destruction was caused by computer programs, software, or other electronic data that the Insured did not have a license to use;
|
|
3.
|
expenses incurred to design, update, improve, or perfect the operation or performance of computer programs, software,
or other electronic data; or
|
|
4.
|
expenses incurred to redo the work product, research, or analysis that was the basis of, or resulted in, any computer
programs, software, or other electronic data stored.
|
|
MM.
|
Security Agreement
means a
Written
agreement that creates an interest in personal property or
fixtures and that secures payment or performance of an obligation.
|
|
NN.
|
Security Procedure
means the Insureds or
Investment Advisers
established
authentication process, other than voice recognition, that requires the use of algorithms or other codes, identifying words or numbers, encryption, or similar security devices or procedures. The following are not considered a
Security
Procedure
:
|
|
1.
|
a general statement that the Insured or
Investment Adviser
may establish security procedures;
|
|
2.
|
a statement that the Insured or
Investment Adviser
may perform a callback or other security procedure; or
|
|
3.
|
a statement that the Insured or
Investment Adviser
will only accept requests from persons named on the account.
|
|
|
|
|
|
IVBB-16001 Ed. 01-16
|
|
|
Page 14 of 25
|
|
© 2016 The Travelers Indemnity Company. All rights reserved.
|
|
|
|
|
|
OO.
|
Single Loss
has the meaning set forth in section VI. CONDITIONS, D. SINGLE LOSS.
|
|
PP.
|
Statement of Uncertificated Security
means a
Written
statement of the issuer of an
Uncertificated Security
containing:
|
|
1.
|
a description of the issue of which the
Uncertificated Security
is a part;
|
|
2.
|
the number of shares or units:
|
|
a.
|
transferred to the registered owner;
|
|
b.
|
pledged by the registered owner to the registered pledgee;
|
|
c.
|
released from pledge by the registered pledgee;
|
|
d.
|
registered in the name of the registered owner on the date of the statement; or
|
|
e.
|
subject to pledge on the date of the statement;
|
|
3.
|
the name and address of the registered owner and registered pledgee;
|
|
4.
|
a notation of any liens and restrictions of the issuer and any adverse claims to which the
Uncertificated Security
is or may be subject to, or a statement that there are none of those liens, restrictions or adverse claims; and
|
|
a.
|
the transfer of the shares or units to the new registered owner of the shares or units was registered;
|
|
b.
|
the pledge of the registered pledgee was registered; or
|
|
c.
|
of the statement, if it is a periodic or annual statement.
|
|
QQ.
|
Substitute Check
means a paper reproduction of an
Original Written
check as defined in the Check
Clearing for the 21
st
Century Act of 2003, as amended.
|
|
RR.
|
Transportation Company
means any organization that provides its own or leased vehicles for
transportation or that provides freight forwarding or air express services.
|
|
SS.
|
Uncertificated Security
means a share, participation or other interest in property of, or an enterprise
of, the issuer or an obligation of the issuer, that is:
|
|
1.
|
not represented by a
Written
instrument issued in bearer or registered form and the transfer of which is
registered upon books maintained for that purpose by or on behalf of the issuer;
|
|
2.
|
of a type commonly dealt in on securities exchanges or markets, or commonly recognized in any area in which it is
issued or dealt in as a medium for investment; and
|
|
3.
|
either one of a class or series or by its terms divisible into a class or series of shares, participations, interests
or obligations.
|
|
TT.
|
Withdrawal Order
means a non-negotiable
Written
instrument, other than an
Instruction
,
signed by a customer of the Insured authorizing the Insured to debit the customers account in the amount of funds stated therein.
|
|
UU.
|
Written
means expressed through letters or marks placed upon paper and visible to the eye. It does not
include information contained in an
Electronic Record
, or only with respect to Insuring Agreement D, information communicated via telefacsimile.
|
|
|
|
|
|
IVBB-16001 Ed. 01-16
|
|
|
Page 15 of 25
|
|
© 2016 The Travelers Indemnity Company. All rights reserved.
|
|
|
|
|
|
A.
|
This bond does not cover loss resulting directly or indirectly from forgery or alteration, except when covered
under Insuring Agreement A, D, E, F or G.
|
|
B.
|
This bond does not cover loss due to war, invasion, acts of foreign enemies, hostilities (whether war is declared or
not), civil war, rebellion, revolution, insurrection, military or usurped power, confiscation, nationalization, requisition, or destruction of, or damage to, property by or under the order of any government, public or local authority, unless such
loss occurs in transit in the circumstances recited in Insuring Agreement C and unless, when such transit was initiated, there was no knowledge of such act or condition related to any of the foregoing on the part of any person acting for the Insured
in initiating such transit.
|
|
C.
|
This bond does not cover loss resulting directly or indirectly from nuclear reaction, nuclear radiation, radioactive
contamination, biological, or chemical contamination or to any related act or incident.
|
|
D.
|
This bond does not cover loss resulting directly or indirectly from any acts of any director or trustee of the Insured
other than one employed as a salaried, pensioned, or elected official or an
Employee
of the Insured, except when performing acts coming within the scope of the usual duties of an
Employee
, or while acting as a member of any committee
duly elected or appointed by resolution of the board of directors or trustees of the Insured to perform specific, as distinguished from general, directorial acts on behalf of the Insured.
|
|
E.
|
This bond does not cover loss resulting directly or indirectly from the complete or partial non-payment of, or default
upon, any
Loan
or transaction involving the Insured as a lender or borrower, or extension of credit, including the purchase, discounting or other acquisition of false or genuine accounts, invoices, notes, agreements or
Evidences of
Debt
, whether such
Loan
, transaction or extension was procured in good faith or through trick, artifice, fraud, or false pretenses, except when covered under Insuring Agreement A or E.
|
|
F.
|
This bond does not cover loss caused by an
Employee
, except:
|
|
1.
|
when covered under Insuring Agreement A.; or
|
|
2.
|
when covered under Insuring Agreement B. or C. and resulting directly from mysterious unexplainable disappearance or
misplacement, or unintentional destruction of or damage to
Property
.
|
|
G.
|
This bond does not cover loss resulting directly or indirectly from the use or purported use of credit, debit, charge,
access, convenience, identification cash management or other cards:
|
|
1.
|
in obtaining credit or funds;
|
|
2.
|
in gaining access to any automated teller machine; or
|
|
3.
|
in gaining access to any point of sale terminal, customer-bank communication terminal, or similar electronic terminal
of any electronic funds transfer system,
|
whether such cards were issued, or purport to have been issued, by the
Insured or by anyone other than the Insured, except when covered under Insuring Agreement A.
|
H.
|
This bond does not cover loss through the surrender of
Property
away from an office of the Insured or an
Investment Adviser
as a result of a threat:
|
|
1.
|
to do bodily harm to any person, except loss of
Property
in transit in the custody of a
Messenger
provided that when such transit was initiated there was no knowledge by the Insured of any such threat; or
|
|
2.
|
to do damage to the premises or property of the Insured,
|
|
|
|
|
|
IVBB-16001 Ed. 01-16
|
|
|
Page 16 of 25
|
|
© 2016 The Travelers Indemnity Company. All rights reserved.
|
|
|
|
|
except when covered under Insuring Agreement A.
|
I.
|
This bond does not cover loss resulting directly or indirectly from payments made or withdrawals from a
customers account involving erroneous credits to such account, unless such payments or withdrawals are physically received by such depositor or representative of such depositor who is within the office of the Insured or an
Investment
Adviser
at the time of such payment or withdrawal, or except when covered under Insuring Agreement A.
|
|
J.
|
This bond does not cover loss resulting directly or indirectly from payments made or withdrawals from a
customers account involving items of deposit that are not finally paid for any reason, including forgery or any other fraud, except when covered under Insuring Agreement A or J, however, this exclusion does not apply to United States
Government checks or drafts that are returned to the Insured by the United States Government for any reason after the funds for said checks or drafts have been remitted to the Insured or credited to the Insureds account.
|
|
K.
|
This bond does not cover loss resulting directly or indirectly from counterfeiting, except when covered under Insuring
Agreement A, D, but only as respects
Negotiable Instruments
(except
Evidences of Debt
or
Substitute Checks
), E or F.
|
|
L.
|
This bond does not cover loss of
Property
while:
|
|
2.
|
in the custody of any
Transportation Company
, unless covered under Insuring Agreement C provided however that
non-negotiable instruments while in the possession and custody of any
Transportation Company
will be deemed to be covered under Insuring Agreement C; or
|
|
3.
|
located on the premises of any
Transportation Company
,
|
except when covered under Insuring Agreement A.
|
M.
|
This bond does not cover potential income, including interest and dividends not realized by the Insured.
|
|
N.
|
This bond does not cover damages of any type for which the Insured is legally liable, except direct compensatory
damages, but not multiples thereof, arising directly from a loss covered under this bond.
|
|
O.
|
This bond does not cover any fees, costs, or other expenses incurred by the Insured in establishing the existence of
or amount of loss covered under this bond except when covered under Insuring Agreement G.
|
|
P.
|
This bond does not cover indirect or consequential loss of any nature.
|
|
Q.
|
This bond does not cover loss resulting from any violation by the Insured or by any
Employee
:
|
|
1.
|
of law regulating: (i) the issuance, purchase or sale of securities; (ii) securities transactions upon
security exchanges or over the counter market; (iii) investment companies; or (iv) investment advisers; or
|
|
2.
|
of any rule or regulation made pursuant to any such law,
|
unless it is established by the Insured that the act or acts that caused said loss involved fraudulent or dishonest conduct that would
have caused a covered loss to the Insured in a similar amount in the absence of such laws, rules or regulations.
|
R.
|
This bond does not cover loss resulting directly or indirectly from the failure of a financial or depository
institution, or its receiver or liquidator, to pay or deliver, on demand of the Insured or an
Investment Adviser
, funds or
Property
of the Insured held by it in any capacity, except when covered under Insuring Agreement A or B.1.a.
|
|
S.
|
This bond does not cover loss involving any
Uncertificated Security
except an
Uncertificated Security
of
any Federal Reserve Bank of the United States or when covered under Insuring Agreement A, E or I.
|
|
|
|
|
|
IVBB-16001 Ed. 01-16
|
|
|
Page 17 of 25
|
|
© 2016 The Travelers Indemnity Company. All rights reserved.
|
|
|
|
|
|
T.
|
This bond does not cover under Insuring Agreement I, in addition to all of the other exclusions, loss:
|
|
1.
|
resulting directly or indirectly from entries or changes made by an individual authorized to have access to a
Computer System
, who acts in good faith on instructions or advices received by telegraph, teletype, human voice over a telephone, or by any other means, unless such instructions or advices are given to that individual by a software contractor
(or by a partner, officer or employee thereof) authorized by the Insured or an
Investment Adviser
to design, develop, prepare, supply, service, write, or implement programs for the
Computer System
, except when covered under Insuring
Agreement I.2.;
|
|
2.
|
caused by an employee or director of an automated clearing house (including a Federal Reserve Bank), service bureau,
electronic communications systems (including Fedwire, CHIPS and SWIFT) or merchants who have contracted with the Insured to perform electronic funds transfer services; or
|
|
3.
|
resulting directly or indirectly from entries or changes made by an
Employee
acting in good faith on any
electronic communication, unless such instructions are purportedly sent by a customer,
Financial Institution
, or automated clearing house, except when covered under Insuring Agreement I.2.
|
|
U.
|
This bond does not cover loss resulting directly or indirectly from
Computer Fraud
or mechanical breakdown or
failure to function properly of any
Computer System
, except when covered under Insuring Agreement A, B, or I.
|
|
V.
|
This bond does not cover under Insuring Agreement I.2., in addition to all of the other exclusions, loss resulting
directly or indirectly from the Insureds or an
Investment Advisers
assumption of liability by contract unless the liability arises from a loss covered by Insuring Agreement I.2. and would be imposed on the Insured regardless of
the existence of the contract.
|
|
W.
|
This bond does not cover loss resulting directly or indirectly from theft, disappearance, destruction, or disclosure
of intangible property or confidential information, including trade secrets, customer lists, customers intellectual property, confidential processing methods, formulas, patents, computer programs, negatives, drawings, manuscripts, prints and
other records of a similar nature, whether such confidential information is owned by the Insured or an
Investment Adviser
or held by the Insured or
Investment Adviser
in any capacity including concurrently with another person.
|
|
X.
|
This bond does not cover expenses arising from a data security breach or incident, including forensic audit expenses,
fines, penalties, expenses to comply with federal and state laws, payment card industry data security standards (if applicable), or expenses related to notifying affected individuals when the affected individuals personally identifiable
customer, financial or medical information was stolen, accessed, downloaded, or misappropriated while in the Insureds care, custody, or control.
|
|
Y.
|
This bond does not cover under Insuring Agreement A.1., in addition to all of the other exclusions, loss resulting
directly or indirectly from the alleged or actual destruction of
Property
by an
Employee
.
|
|
Z.
|
This bond does not cover loss, costs, or expenses the Insured or an
Investment Adviser
agrees to incur, or
incurs on behalf of another person or entity, when the Insured is not legally obligated to incur such loss, costs, or expenses under the Uniform Commercial Code or any other common, case, or tort law, statute, rule, or code anywhere in the world,
including any rule or code of any clearing or similar organization; except when covered under Insuring Agreement I.2.
|
|
AA.
|
This bond does not cover loss resulting directly or indirectly from the dishonest or fraudulent acts of an
Employee
as to whom the bond has terminated pursuant to Condition R. Cancelation, Termination, Change or Modification, provided, however, that this exclusion does not apply to loss of any
Property
already in transit in the custody of such
Employee
at the time the bond terminated or to loss resulting directly from dishonest or fraudulent acts occurring prior to the time the bond terminated.
|
|
BB.
|
This bond does not cover loss resulting from the unauthorized online
Network
,
Computer System
or
internet access to a customer account maintained by the Insured, through the use of fraudulently obtained customer login, identification, password, or authentication information, except where such
|
|
|
|
|
|
IVBB-16001 Ed. 01-16
|
|
|
Page 18 of 25
|
|
© 2016 The Travelers Indemnity Company. All rights reserved.
|
|
|
|
|
|
information has been obtained directly from unauthorized fraudulent access to a secure file containing such information on a
Computer System
, except when covered under Insuring Agreement
I.2.
|
|
CC.
|
This bond does not cover damages resulting from any civil, criminal, or other legal proceeding in which the Insured or
Investment Adviser
is adjudicated to have engaged in racketeering activity, except when the Insured establishes that the act or acts giving rise to such damages were committed by an
Employee
under circumstances that result directly in
a loss to the Insured covered by Insuring Agreement A. For purposes of this exclusion, racketeering activity is defined in 18 U.S.C. 1961 et seq., as amended.
|
|
DD.
|
This bond does not cover any loss resulting directly or indirectly from a
Fraudulent Instruction
except when
covered under Insuring Agreement I.2.
|
|
EE.
|
This bond does not cover loss or expenses due to liability imposed upon the Insured as a result of the unlawful
disclosure of non-public information by the Insured, an
Investment Adviser
, or any
Employee
, or as a result of any
Employee
acting upon such information, whether or not authorized.
|
|
FF.
|
This bond does not cover loss resulting directly or indirectly from the input of an
Electronic Record
into a
Computer System
, either on the premises of a customer of the Insured or under the control of such a customer, by a customer or other person who had authorized access to the customers authentication mechanism.
|
|
A.
|
ADDITIONAL COMPANIES INCLUDED AS INSURED
|
If more than one corporation, co-partnership, or person, or any combination of them are included as the Insured herein:
|
1.
|
the total liability of the Company for loss or losses sustained by any one or more or all of them will not exceed the
limit for which the Company would be liable hereunder if all such loss were sustained by any one of them;
|
|
2.
|
the Insured first named will be deemed authorized to make, adjust and receive and enforce payment of all claims under
the bond and will be deemed to be the agent of the others for such purposes and for the giving or receiving of any notice required or permitted to be given by the terms of this bond, provided however that the Company will furnish each named Insured
with a copy of the bond and with any amendment to the bond, together with a copy of each formal filing of claim by any Insured and notification of the terms of any settlement of a claim prior to the execution of such settlement;
|
|
3.
|
the Company will not be responsible for the proper application of any payment made hereunder to the first named
Insured; and
|
|
4.
|
knowledge possessed or discovery made by any partner, officer or supervisory
Employee
of any Insured will for
the purposes of Condition B., Condition H. or Condition R. of this bond constitute knowledge or discovery by all the Insureds.
|
This bond applies to loss discovered by the Insured during the
Bond Period
. Discovery occurs when an officer or director of the
Insured or of an
Investment Adviser
first becomes aware of facts that would cause a reasonable person to assume that a loss of a type covered by this bond has been or will be incurred, regardless of when the act or acts causing or
contributing to such loss occurred, even though the exact amount or details of loss may not then be known.
Discovery also occurs
when an officer or director of the Insured or an
Investment Adviser
receives notice of an actual or potential claim in which it is alleged that the Insured is liable to a third party under circumstances that, if true, would constitute a loss
under this bond.
|
|
|
|
|
IVBB-16001 Ed. 01-16
|
|
|
Page 19 of 25
|
|
© 2016 The Travelers Indemnity Company. All rights reserved.
|
|
|
|
|
Bond Period
means the period of one year following the inception date of this bond or any annual anniversary thereof, or if the
time between the inception or annual anniversary date and the expiration date of this bond is less than one year, then such lesser period.
Single Loss
means all covered loss, including court costs and attorneys fees incurred by the Company under General
Agreement E., resulting from:
|
1.
|
any one act or series of related acts of burglary, robbery, or attempt thereat, in which no
Employee
is
implicated;
|
|
2.
|
any one act or series of related unintentional or negligent acts or omissions on the part of any person (whether an
Employee
or not) resulting in damage to or destruction or misplacement of
Property
;
|
|
3.
|
all acts or omissions other than those specified in 1. and 2. above, caused by any person (whether an
Employee
or not) or in which such person is implicated; or
|
|
4.
|
any one casualty or event not specified in 1., 2., or 3. above.
|
|
E.
|
SINGLE LOSS LIMIT OF INSURANCE
|
The Companys liability for each
Single Loss
will not exceed the applicable Single Loss Limit of Insurance set forth in
ITEM 4 of the Declarations. If a
Single Loss
is covered under more than one Insuring Agreement or Coverage, the Single Loss Limit of Insurance for each applicable Insuring Agreement or Coverage will apply separately to that part of the
loss covered under such Insuring Agreement or Coverage, provided that the maximum payable for such
Single Loss
will not exceed the largest applicable Single Loss Limit of Insurance.
The Company is liable hereunder only for the amount by which any
Single Loss
exceeds the Single Loss Deductible Amount for the
Insuring Agreement or Coverage applicable to such loss, subject to the applicable Single Loss Limit of Insurance.
If a
Single
Loss
is covered under more than one Coverage within an Insuring Agreement, the Single Loss Deductible Amount set forth in ITEM 4 of the Declarations for each applicable Coverage will apply separately to the part of such
Single Loss
covered under such Coverage, however the sum of such Single Loss Deductible Amounts for such
Single Loss
will not exceed the highest applicable Single Loss Deductible Amount for any such Coverage.
The Insured will, in the time and in the manner prescribed in this bond, give the Company notice of any loss of the kind covered by the
terms of this bond that exceeds 25% of the Single Loss Deductible Amount applicable to such loss, whether or not the Company is liable therefor, and upon the request of the Company will file with it a brief statement giving the particulars
concerning such loss.
|
G.
|
NON-ACCUMULATION OF LIMITS
|
The Single Loss Limit of Insurance of the Company is not cumulative in amount from
Bond Period
to
Bond Period
, regardless
of the number of years this bond is in force, the number of times this bond may be renewed or replaced, or the number of premiums that are payable or paid.
|
H.
|
NOTICE - PROOF OF LOSS - LEGAL PROCEEDINGS
|
|
1.
|
At the earliest practicable moment not to exceed 90 days after discovery of loss, the Insured or
Investment Adviser
must give the Company notice thereof.
|
|
|
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IVBB-16001 Ed. 01-16
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Page 20 of 25
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© 2016 The Travelers Indemnity Company. All rights reserved.
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2.
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Within six months after such discovery, the Insured or
Investment Adviser
must furnish to the Company proof of
loss, duly sworn to, with full particulars.
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3.
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Lost
Certificated Securities
listed in a proof of loss will be identified by certificate or bond numbers if
such securities were issued therewith.
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4.
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Legal proceedings for the recovery of any loss hereunder will not be brought prior to the expiration of 60 days after
the original proof of loss is filed with the Company or after the expiration of 24 months from the discovery of such loss, except that any action or proceeding to recover hereunder on account of any judgment against the Insured in any suit mentioned
in General Agreement E., or to recover attorneys fees paid in any such suit, will be brought within 24 months from the date upon which the judgment and such suit will become final.
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5.
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If any limitation embodied in this bond is prohibited by any law controlling the construction hereof, such limitation
will be deemed to be amended so as to equal the minimum period of limitation provided by such law.
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6.
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This bond is for the use and benefit only of the Insured, and the Company will not be liable hereunder for loss
sustained by anyone other than the Insured. No suit, action or legal proceedings will be brought hereunder by anyone other than the Insured.
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Any loss of
Money
, or loss payable in
Money
, will be paid, at the option of the Insured, in the
Money
of the
country in which the loss was sustained or in the U.S. dollar equivalent thereof determined at the rate of exchange at the time of payment of such loss.
The Company will settle in kind its liability under this bond on account of a loss of any securities or, at the option of the Insured,
will pay to the Insured the cost of replacing such securities, determined by their highest quoted market value at any time between the business day next preceding the discovery of the loss and the day that the loss is settled. In case of a loss of
subscription, conversion or redemption privileges through the misplacement or loss of securities, the amount of such loss will be the value of such privileges immediately preceding the expiration thereof. If such securities cannot be replaced or
have no quoted market value, or if such privileges have no quoted market value, their value will be determined by agreement or, at the option of the Insured, arbitration.
If the applicable coverage of this bond is subject to a Single Loss Deductible Amount or is not sufficient in amount to indemnify the
Insured in full for the loss of securities for which claim is made hereunder, the liability of the Company under this bond is limited to the payment for, or the duplication of, so much of such securities as has a value equal to the amount of such
applicable coverage.
If, at the instance of the Company, the Insured or any customer of the Insured becomes principal upon any
bonds, or gives any undertakings, required as a prerequisite to the reissuing or duplicating of any securities for the loss of which the Company is liable under this bond, the Company will become surety upon such bonds or undertakings without
premium charge and will indemnify the Insured or such customer against any loss that the Insured or such customer may sustain by reason of having become principal upon any such bonds or having given any such undertakings. The amount of indemnity
under this paragraph will not exceed the amount stated in ITEM 4 of the Declarations for the applicable Insuring Agreement.
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3.
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Books of Account and Other Records
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In case of loss of, or damage to, any books of account or other records used by the Insured in its business, the Company will be liable
under this bond only if such books or records are actually reproduced and then for not more than the cost of the blank books, blank pages or other
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IVBB-16001 Ed. 01-16
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Page 21 of 25
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© 2016 The Travelers Indemnity Company. All rights reserved.
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materials plus the cost of labor for the actual transcription or copying of data that have been furnished by the Insured in order to reproduce such books and other records.
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4.
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Property other than Money, Securities, Books of Account or Other Records
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In case of loss of, or damage to, any
Property
other than
Money
, securities, books of account or other records, except
damage covered under Insuring Agreement B.2. or B.3., the Company will not be liable for more than the actual cash value of such
Property
. The Company may, at its election, pay the actual cash value of, repair or replace such
Property
.
With respect to damage of
Property
covered under Insuring Agreement B.2., the Company will be liable for the full cost of
repair or replacement of such
Property
, without deduction for depreciation.
Disagreement between the Company and the
Insured as to the cash value, replacement value or as to the adequacy of repair or replacement will be resolved by agreement or, at the option of the Insured, arbitration.
In the event of payment under this bond, the Insured or
Investment Adviser
will deliver, if so requested by the Company, an
assignment of such of the Insureds rights, title and interest and causes of action as it has against any person or entity to the extent of the loss payment.
In the event of payment under this bond, the Company will be subrogated to all of the Insureds rights of recovery therefor
against any person or entity to the extent of such payment. If the rules of a
Depository
provide that the Insured will be assessed for a portion of any judgment (or agreed settlement) taken by the Company based upon the assignment set forth
in Condition J. above and the Insured actually pays such assessment, the Company will reimburse the Insured for the amount of the assessment. However, such reimbursement will not exceed the amount of the loss payment by the Company.
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1.
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All recoveries, whether effected by the Company or by the Insured will be applied, after first deducting the costs and
expenses incurred in obtaining such recovery, in the following order of priority:
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a.
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first, to the Insured to reimburse the Insured for loss sustained that would have been paid under this bond but for
the fact that such loss is in excess of the Single Loss Limit of Insurance, provided however, such loss does not include claim expense payments made by the Insured in excess of the Single Loss Limit of Insurance of Insuring Agreement G and such
payments will not be deemed excess for purposes of establishing order of priority;
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b.
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second, to the Company in satisfaction of amounts paid or to be paid to the Insured in settlement of the
Insureds claim;
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c.
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third, to the Insured in satisfaction of any Single Loss Deductible Amount; and
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d.
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fourth, to the Insured in satisfaction of any loss not covered under this bond.
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2.
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Recovery on account of loss of securities as set forth in Condition I.2., or recovery from reinsurance or indemnity of
the Company, will not be deemed a recovery as used herein.
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In determining the amount of any loss covered under
this bond, all
Money
received by the Insured from any source whatsoever in connection with any matter from which a loss has arisen, including payments and receipts of principal, interest, dividends, commission, and the like, received prior to
a loss settlement under this bond, will be deducted from the amount actually paid out, advanced, withdrawn, taken or otherwise lost or stolen. The value of all property received by the Insured from any source whatever and
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IVBB-16001 Ed. 01-16
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Page 22 of 25
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© 2016 The Travelers Indemnity Company. All rights reserved.
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whenever received, in connection with any matter from which a loss has arisen, will be
valued as of the date received and will likewise be deducted from the claimed loss.
Upon the Companys request, and at reasonable times and places designated by the Company, the Insured will:
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1.
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submit to examination by the Company and subscribe to the same under oath;
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2.
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produce for the Companys examination all pertinent records; and
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3.
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cooperate with the Company in all matters pertaining to the loss.
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The Insured will execute all papers and render assistance to secure to the Company the rights and causes of action provided for herein.
The Insured will do nothing after discovery of loss to prejudice such rights or causes of action and must do everything reasonably
necessary to secure those rights and causes of action.
If any Insuring Agreement requires that an enumerated type of document be altered or
Counterfeit
, or contain a signature that is
a
Forgery
, or that it be obtained through trick, artifice, fraud or false pretenses, the alteration,
Counterfeit
, or signature must be on or of the enumerated document itself, not on or of some other document submitted with,
accompanying, or incorporated by reference into, the enumerated document.
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O.
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LIMIT OF INSURANCE UNDER THIS BOND AND PRIOR INSURANCE
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With respect to any
Single Loss
that is recoverable or recovered in whole or in part under any other bonds or policies issued by
the Company to the Insured or to any predecessor in interest of the Insured and canceled or terminated or allowed to expire and in which the period for discovery has not expired at the time any such loss thereunder is discovered, the total liability
of the Company under this bond and under such other bonds or policies will not exceed, in the aggregate, the amount carried hereunder on such loss or the amount available to the Insured under such other bonds or policies, as limited by the terms and
conditions thereof, for any such loss if the latter amount be the larger.
If the coverage of this bond supersedes in whole or in
part the coverage of any other bond or policy of insurance issued by an insurer other than the Company and canceled, terminated or allowed to expire, the Company, with respect to any loss sustained prior to such cancelation, termination or
expiration and discovered within the period permitted under such other bond or policy for the discovery of loss thereunder, will be liable under this bond only for that part of such loss covered by this bond as is in excess of the amount recoverable
or recovered on account of such loss under such other bond or policy, anything to the contrary in such other bond or policy notwithstanding.
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P.
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OTHER INSURANCE OR INDEMNITY
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Coverage afforded hereunder applies only as excess over any valid and collectible insurance or indemnity obtained by:
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2.
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anyone other than the Insured;
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3.
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a
Transportation Company
;
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4.
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another entity on whose premises the loss occurred or that employed the person causing the loss; or
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5.
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the messenger conveying the
Property
involved.
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IVBB-16001 Ed. 01-16
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Page 23 of 25
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© 2016 The Travelers Indemnity Company. All rights reserved.
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This bond applies to loss of
Property
:
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1.
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that is owned by the Insured;
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2.
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that is held by the Insured in any capacity; or
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3.
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for which the Insured is responsible,
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prior to or at the time of the occurrence of the loss. This bond is for the sole use and benefit of the Insured.
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R.
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CANCELATION, TERMINATION, CHANGE, OR MODIFICATION
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a.
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This bond is canceled in its entirety immediately upon receipt by the Company of a
Written
notice from the
Insured or an
Investment Adviser
of its desire to cancel this bond, provided the Insured or
Investment Adviser
has provided at least 60 days advance
Written
notice to the U.S. Securities and Exchange Commission (SEC). The
Company will notify all other Insureds of the receipt of such a cancelation request from the Insured or
Investment Adviser
, however the cancelation will not be effective until 60 days after receipt of
Written
notice by all other
Insureds.
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b.
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This bond is canceled in its entirety 60 days after the receipt by each Insured and the SEC, of a
Written
notice from the Company of its desire to cancel this bond.
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c.
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Coverage is canceled as to any
Employee
, or as to any partner, officer, or employee of any
Electronic Data
Processor
60 days after the receipt by the Insured and the SEC, of a written notice from the Company of its desire to cancel coverage under this bond as to such person.
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a.
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This bond terminates in its entirety immediately upon the Expiration Date set forth in ITEM 2 of the
Declarations.
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b.
|
This bond terminates as to any Insured:
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(1)
|
immediately upon the surrender of such Insureds charter to any governmental authority; or
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(2)
|
immediately upon the taking over of such Insured by a receiver or other liquidator or by any State or Federal
official,
|
whichever occurs first.
Termination of the bond as to any Insured terminates liability for any loss sustained by such Insured that is discovered after the
effective date of such termination.
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c.
|
Coverage terminates as to any
Employee
, or as to any partner, officer, or employee of any
Electronic Data
Processor
:
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(1)
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as soon as any Director or Officer or Insured not in collusion with such person, learns of any dishonest or fraudulent
employment related act, including
Larceny or Embezzlement
; or
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(2)
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60 days after any director or officer of the Insured not in collusion with such person, learns of any dishonest or
fraudulent non-employment related act,
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IVBB-16001 Ed. 01-16
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Page 24 of 25
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© 2016 The Travelers Indemnity Company. All rights reserved.
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including
Larceny or Embezzlement
, that resulted in a loss of
Property
in
excess of $25,000,
either of which were committed by such person at any time, whether in the employment of the Insured or
otherwise, whether or not of the type covered under Insuring Agreement A, against the Insured or any other person or entity, without prejudice to the loss of any
Property
then in transit in the custody of such person.
However, termination of coverage as to any
Employee
as set forth in c.(1) and c.(2) of the preceding paragraph, will not apply
to any such person provided the Insured has received and retains an original letter signed by a prior insurer reinstating coverage for such individual for whom the Insured discovered had committed a dishonest or fraudulent act prior to the effective
date of this bond.
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3.
|
Change or Modification
|
This bond or any instrument amending or affecting this bond may not be changed or modified orally. No changes in or modification of
this bond will be effective unless made by
Written
endorsement issued to form a part of this bond and including the signature of the Companys Authorized Representative. When a bond covers only one Insured no change or modification that
would adversely affect the rights of the Insured will be effective prior to 60 days after
Written
notification has been furnished to the SEC by the Insured,
Investment Adviser
or the Company.
If more than one Insured is named under this bond, the Company will give
Written
notice to each Insured and to the SEC not less
than 60 days prior to the effective date of any change or modification that would adversely affect the rights of such Insured.
At any time prior to the cancelation or termination of this bond in its entirety, whether by the Insured, an
Investment Adviser
,
or the Company, the Insured or an
Investment Adviser
may give to the Company written notice that it desires under this bond an additional period of 12 months within which to discover loss sustained by the Insured prior to the effective date
of such cancelation or termination and will pay an additional premium therefor.
Upon receipt of such notice from the Insured or an
Investment Adviser
, the Company will give its written consent thereto; provided, that such additional period of time terminates immediately:
|
1.
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on the effective date of any other insurance obtained by the Insured, its successor in business or any other party,
replacing in whole or in part the insurance afforded by this bond, whether or not such other insurance provides coverage for loss sustained prior to its effective date; or
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2.
|
upon any takeover of the Insureds business by any state or federal official or agency, or by any receiver or
liquidator acting or appointed for this purpose,
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whichever occurs first, and without the necessity of the
Company giving notice of such termination. In the event that such additional period of time is terminated, as provided above, the Company will refund on a pro-rata basis, any unearned premium.
The right to purchase such additional period for the discovery of loss may not be exercised by any state or federal official or agency,
or by any receiver or liquidator, acting or appointed to take over the Insureds business for the operation or for the liquidation thereof or for any other purpose.
The Companys total liability for any loss discovered during such additional period of time is part of, and not in addition to,
the Single Loss Limit of Insurance of the
Bond Period
that terminates immediately preceding the effective date of such additional period.
The titles of the various paragraphs of this bond and its endorsements are inserted solely for convenience or reference and are not to
be deemed in any way to limit, expand or affect the provision to which they relate.
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IVBB-16001 Ed. 01-16
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Page 25 of 25
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© 2016 The Travelers Indemnity Company. All rights reserved.
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THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
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SOCIAL ENGINEERING FRAUD INSURING AGREEMENT ENDORSEMENT
This endorsement changes the following:
Investment Company Bond
It is agreed that:
1.
|
The following is added to ITEM 4. of the DECLARATIONS:
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Insuring Agreement
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Single Loss
Limit of
Insurance
|
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Single Loss
Deductible
Amount
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Social Engineering Fraud
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$250,000
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$25,000
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2.
|
The following is added to the DECLARATIONS:
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Aggregate Limit of Insurance
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Social Engineering Fraud Insuring Agreement
|
|
$250,000
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3.
|
The following
INSURING AGREEMENT
is added to section
II. INSURING AGREEMENTS
:
|
SOCIAL ENGINEERING FRAUD
Loss resulting directly from the Insured having, in good faith, caused a transfer of funds from its own account as a result of
Social
Engineering Fraud
, provided that the Insured performed a
Transfer Verification
prior to transferring such funds. Such
Transfer Verification
must be recorded, logged, or otherwise documented by the
Insured
.
4.
|
Solely with respect to the Social Engineering Fraud Insuring Agreement, part 3 of section
IV. DEFINITIONS
,
R.
,
Employee
is deleted.
|
5.
|
Solely with respect to the Social Engineering Fraud Insuring Agreement, the following replaces the last paragraph of
IV. DEFINITIONS
,
R. Employee
:
|
Employee
does not mean any agent, broker, factor, commission
merchant, consignee, independent contractor, attorney retained by the Insured or any employee of such attorney, or representative or other person of the same general character not specified above.
6.
|
The following are added to section
IV. DEFINITIONS
:
|
Client
means an entity or natural person for which the Insured performs services as specified in a written agreement, but
only while the written agreement is in effect.
Social Engineering Fraud
means the intentional misleading of an
Employee
through the use of an electronic, telegraphic, cable, teletype, telephone, or written instruction received by such
Employee
that:
Issuing Company: Travelers Casualty and Surety Company of America
Policy Number: 106677161
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IVBB-19002 Ed. 01-16
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Page 1 of 3
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© 2016 The Travelers Indemnity Company. All rights reserved.
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but was in fact transmitted by someone other than such
Vendor
,
Client
, or
Employee
, and without the knowledge or
consent of such
Vendor
,
Client
, or
Employee
;
|
2.
|
directs the
Employee
to transfer, pay, or deliver funds, or to change the method, destination or account for
payments to such
Vendor
,
Client
, or
Employee
;
|
|
3.
|
contains a misrepresentation of a material fact; and
|
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4.
|
is reasonably relied upon by the
Employee
, believing the material fact to be true.
|
Transfer Verification
means a verbal conversation with the purported
Vendor
,
Client
, or
Employee
,
using a
Verification Method
, to verify the identity of the
Vendor
,
Client
, or
Employee
and the authenticity of a funds transfer request or a request to change the method, destination or account for future payments.
Vendor
means an entity or natural person that has provided goods or services to the Insured under a genuine, pre-existing
written agreement.
Verification Method
means:
|
1.
|
with respect to a
Vendor
or
Client
, calling a telephone number that:
|
|
a.
|
was provided by the
Vendor
or
Client
when the written agreement was first established with the Insured;
|
|
b.
|
replaced a telephone number previously provided by the
Vendor
or
Client
, provided that confirmation of
the legitimacy of the change was achieved through verbal contact with the
Vendor
or
Client
at the previously provided telephone number;
|
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c.
|
replaced a telephone number previously provided by the
Vendor
or
Client
and was received by the Insured
at least 30 days prior to the occurrence of the
Social Engineering Fraud
; or
|
|
d.
|
was provided in person by the
Vendor
or
Client
while the
Vendor
or
Client
was physically
present on the Insureds premises;
|
|
2.
|
with respect to an
Employee
, calling a telephone number obtained on a published or electronic company directory
maintained by the Insured, or having an in-person conversation with the
Employee
.
|
7.
|
The following is added to section
VI. CONDITIONS
,
E.
:
|
AGGREGATE LIMIT OF INSURANCE SOCIAL ENGINEERING FRAUD INSURING AGREEMENT
The Companys total liability under the Social Engineering Fraud Insuring Agreement for all loss discovered during any one
Bond
Period
, regardless of when paid, will not exceed the Aggregate Limit of Insurance - Social Engineering Fraud Insuring Agreement as set forth above. Such Aggregate Limit of Insurance for a
Bond Period
will be reduced, and may be exhausted,
by the amount of any payment under the Social Engineering Fraud Insuring Agreement for any loss discovered during that
Bond Period
. The reduced Aggregate Limit of Insurance will then become the Aggregate Limit of Insurance Social
Engineering Fraud Insuring Agreement. Upon exhaustion of such Aggregate Limit of Insurance by any such payment:
|
a.
|
the Company will have no further liability under the Social Engineering Fraud Insuring Agreement for any loss
discovered during that
Bond Period
, whether or not previously reported to the Company; and
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IVBB-19002 Ed. 01-16
|
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Page 2 of 3
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© 2016 The Travelers Indemnity Company. All rights reserved.
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b.
|
upon notice by the Company to the Insured that such Aggregate Limit of Insurance has been exhausted, the Company will
have no further obligation for payment or indemnification of court costs and attorneys fees as set forth in General Agreement E., with respect to any loss, claim or damage under the Social Engineering Fraud Insuring Agreement, whether or not
the Company has elected to defend any action thereunder.
|
The Aggregate Limit of Insurance for any
Bond
Period
will be reinstated by the amount of any applicable cash or ultimate cash equivalent recovery made by the Company and applied in accordance with Conditions J., K. and L. The Aggregate Limit of Insurance for any
Bond Period
will not,
however, be increased or reinstated by any remaining portion of any Aggregate Limit of Insurance from any previous
Bond Period.
The amount of any cash or ultimate cash equivalent recovery as set forth in the preceding paragraph will be net of any and all expenses
incurred by the Company in effecting such recovery and will only serve to reinstate the applicable Aggregate Limit of Insurance for the
Bond Period
in which the loss was discovered.
In the event that loss of
Property
is settled by the Company through the use of a lost instrument bond, such loss will not reduce
any Aggregate Limit of Insurance.
Nothing herein contained shall be held to
vary, alter, waive, or extend any of the terms, conditions, exclusions, or limitations of the above-mentioned policy, except as expressly stated herein. This endorsement is part of such policy and incorporated therein.
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IVBB-19002 Ed. 01-16
|
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Page 3 of 3
|
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© 2016 The Travelers Indemnity Company. All rights reserved.
|
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THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
UNAUTHORIZED SIGNATURE ENDORSEMENT
This
endorsement changes the following:
Investment Company Bond
It is agreed that:
1.
|
The following is added to section II. INSURING AGREEMENTS, D. FORGERY OR ALTERATION:
|
Loss resulting from the Insured accepting, paying, or cashing any
Negotiable Instrument
or
Withdrawal Order
made or drawn
on a customers account, which bears an unauthorized signature or an unauthorized endorsement, provided that the Insured has on file the signatures of all persons authorized to sign or endorse such
Negotiable Instrument
or
Withdrawal
Order
.
2.
|
The following replaces section VI. CONDITIONS, N. ANTI-BUNDLING:
|
If any Insuring Agreement requires that an enumerated type of document be altered or
Counterfeit
, or contain a signature or
endorsement which is a
Forgery
or which is unauthorized, or that it be obtained through trick, artifice, fraud, or false pretenses, such alteration,
Counterfeit
, signature, or endorsement must be on or of the enumerated document
itself, not on or of some other document submitted with, accompanying, or incorporated by reference into, the enumerated document.
Nothing herein contained shall be held to
vary, alter, waive, or extend any of the terms, conditions, exclusions, or limitations of the above-mentioned policy, except as expressly stated herein. This endorsement is part of such policy and incorporated therein.
Issuing Company: Travelers Casualty and Surety Company of America
Policy Number: 106677161
|
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|
IVBB-19010 Ed. 01-16
|
|
|
Page 1 of 1
|
|
© 2016 The Travelers Indemnity Company. All rights reserved.
|
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|
|
|
THIS ENDORSEMENT CHANGES THE BOND. PLEASE READ IT CAREFULLY.
REPLACE CONDITION R.2.C. TERMINATION AS TO ANY EMPLOYEE ENDORSEMENT
This endorsement changes the following:
Investment Company Bond
It is agreed that:
The following replaces section
VI. CONDITIONS,
R.2.c.:
c.
|
With respect to any
Employee
or any partner, officer or employee of any
Electronic Data Processor,
upon
the detection by any Insured that such
Employee
or partner, officer or employee of any
Electronic Data Processor
(hereafter detected
Employee)
has committed any dishonest or fraudulent acts or theft, the Insured must
immediately remove the detected
Employee
from a position that may enable the detected
Employee
to cause the Insured to suffer a loss by any subsequent dishonest or fraudulent acts or theft. The Insured, within 48 hours of such
detection, must notify the Company with full and complete particulars of the detected dishonest or fraudulent acts or theft.
|
For purposes of this section, detection occurs when any partner, officer, or supervisory
Employee
of any Insured, who is not in
collusion with the detected
Employee,
becomes aware that the detected
Employee
has committed any dishonest or fraudulent acts or theft.
Coverage under this bond with respect to such
Employee
will terminate upon written notice to each Insured and to the Securities
and Exchange Commission from the Company of not less than 60 days prior to the effective date of termination specified in such notice.
Termination of coverage as to any
Employee
or any partner, officer or employee of any
Electronic Data Processor
as set
forth above will not apply to any such person provided the Insured has received and retains an original letter signed by a prior insurer reinstating coverage for such individual for whom the Insured discovered had committed a dishonest or fraudulent
act prior to the effective date of this bond.
Nothing herein contained shall be held to
vary, alter, waive, or extend any of the terms, conditions, exclusions, or limitations of the above-mentioned bond, except as expressly stated herein. This endorsement is part of such bond and incorporated therein.
Issuing Company:
Travelers Casualty and Surety Company of America
Bond
Number:
106677161
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IVBB-10005 Ed. 09-16
|
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Page 1 of 1
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© 2016 The Travelers Indemnity Company. All rights reserved.
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THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
NEW YORK INSURANCE REGULATION 209 ENDORSEMENT
This
endorsement changes the following:
Investment Company Bond
It is agreed that:
1.
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The following is added to section
V. EXCLUSIONS, AA.
:
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However, this exclusion will not apply to loss caused by an
Employee
of an Insured located in New York who was convicted of a
fraudulent or dishonest act prior to becoming employed by the Insured if the Insured made a determination to hire or retain such
Employee
utilizing the factors set out in Correction Law Article 23-A. Nevertheless, this exclusion will apply to
an
Employee,
or loss caused by such
Employee,
for whom there is a bar to employment established by law and the Insured has hired or retained the
Employee
despite the bar.
2.
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The following is added to section
VI. CONDITIONS, R. CANCELATION OR TERMINATION,
2. Termination, c.:
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Termination of coverage as to any
Employee
of an Insured located in New York as set forth in c.(1) and
c.(2) above will also not apply to any such
Employee
if: (a) the dishonest act was committed by that
Employee
prior to becoming employed by the Insured, (b) the dishonest act resulted in a conviction of that
Employee;
and (c) the Insured made a determination to hire or retain the
Employee
utilizing the factors set out in Correction Law Article 23-A. However, such termination of coverage will apply to an
Employee,
or loss caused by such
Employee,
for whom there is a bar to employment established by law and the Insured has hired or retained the
Employee
despite the bar.
Nothing herein contained shall be held to vary, alter, waive, or extend any of the terms, conditions, exclusions, or limitations of the above-mentioned
policy, except as expressly stated herein. This endorsement is part of such policy and incorporated therein.
Issuing Company:
Travelers Casualty and Surety
Company of America
Policy Number:
106677161
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IVBB-17022 Ed. 03-17
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© 2017 The Travelers Indemnity Company. All rights reserved.
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THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
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NEW YORK CANCELATION, TERMINATION, CHANGE, OR MODIFICATION ENDORSEMENT
This endorsement changes the following:
Investment Company Bond
It is agreed that:
1.
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The following replaces VI. CONDITIONS, R. CANCELATION, TERMINATION, CHANGE, OR MODIFICATION, 1.b.:
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b.
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If the bond has been in effect for 90 days or less, it may be canceled by the Company for any reason. Such cancelation
will be effective 90 days after the Company mails a notice of cancelation to the first named Insured at the mailing address set forth in ITEM 1 of the Declarations, the SEC, and every other Insured.
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If the bond has been in effect for more than 90 days or is a renewal, then cancelation may only be for one or more of the following
reasons and will be effective 90 days after the notice of cancelation is mailed or delivered to the first named Insured at the mailing address set forth in ITEM 1 of the Declarations, the SEC, and to every other Insured:
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(1)
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nonpayment of premium or installment that is overdue, as well as any unpaid fees charged for installments, late
payment or reinstatement;
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(2)
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conviction of the Insured of a crime arising out of acts increasing the hazard insured against;
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(3)
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discovery of fraud or material misrepresentation in the obtaining of this bond or in the presentation of a claim
hereunder;
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(4)
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discovery after the inception date set forth in ITEM 2 of the Declarations of an act or omission, or a violation
of any bond condition that substantially and materially increases the hazard insured against;
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(5)
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material change in the nature or extent of the risk, occurring after the Inception Date set forth in ITEM 2 of
the Declarations, which causes the risk of loss to be substantially and materially increased beyond that contemplated at the time the bond was issued or last renewed;
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(6)
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a determination by the superintendent that continuation of the present premium volume of the Company would jeopardize
the Companys solvency or be hazardous to the interests of the Companys stockholders or creditors, or to the public;
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(7)
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a determination by the superintendent that continuation of the bond would violate, or would place the Company in
violation of, any provision of the New York State Insurance Law; or
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(8)
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where the Company has reason to believe, in good faith and with sufficient cause, that there is a possible risk or
danger that the insured property will be destroyed by the Insured for the purpose of collecting the insurance proceeds, provided that:
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(a)
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a notice of cancelation on this ground informs the Insured in plain language that the Insured must act within 10 days
if review by the Department of Financial Services of the State of New York of the ground for cancelation is desired; and
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(b)
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notice of cancelation on this ground is provided simultaneously by the Company to the Department of Financial Services
of the State of New York.
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2.
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The following are added to VI. CONDITIONS, R. CANCELATION, TERMINATION, CHANGE, OR MODIFICATION:
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The Company will not be required to renew this bond upon its expiration. If the Company elects not to renew, the Company will provide the
Insured set forth in ITEM 1 of the Declarations, the SEC, and every other Insured
Written
notice to that effect at least 60 days, but no more than 120 days, before the Expiration Date set forth in ITEM 2 of the Declarations. If such
notice is given late, the bond will continue in effect for 60 days after such notice is received by the Insured.
Issuing Company:
Travelers Casualty and Surety Company of America
Policy Number:
106677161
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IVBB-18023 Rev. 12-17
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Page 1 of 2
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© 2017 The Travelers Indemnity Company. All rights reserved.
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5.
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Renewal with Altered Terms:
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Should this bond be renewed or replaced, but with a reduction of limits, reduced coverage, increased deductible, additional exclusions,
or upon increased premiums in excess of 10% (exclusive of any premium increase as a result of experience rating), the Company must mail
Written
notice to the Insured shown in ITEM 1 of the Declarations at least 60 days but not more than
120 days before renewal or replacement. If such notice is given late, the renewal or replacement bond will be in effect with the same terms, conditions and rates as the terminated bond for 60 days after such notice is received by the Insured.
The Company may elect to simply notify the Insured that the bond will either not be renewed, or will be renewed with different terms,
conditions or rates. In such event, the Company will inform each Insured and the SEC that a second notice will be sent at a later date specifying the Companys exact intention. The notice will inform the parties that, in the meantime, coverage
will continue at the same terms, conditions and rates as the expiring bond until the expiration date of the bond or 60 days after the second notice is received by the Insured, whichever is later.
Nothing herein contained shall be held to
vary, alter, waive, or extend any of the terms, conditions, exclusions, or limitations of the above-mentioned policy, except as expressly stated herein. This endorsement is part of such policy and incorporated therein.
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IVBB-18023 Rev. 12-17
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Page 2 of 2
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© 2017 The Travelers Indemnity Company. All rights reserved.
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NEW YORK FREE TRADE ZONE FILING EXEMPTION AND CLASS CODE DISCLOSURE
This document is deemed to be the front page of the accompanying policy forms.
NOTICE: THESE POLICY FORMS AND THE APPLICABLE RATES ARE EXEMPT FROM THE FILING REQUIREMENTS OF THE NEW YORK INSURANCE LAW AND REGULATIONS. HOWEVER,
THE FORMS AND RATES MUST MEET THE MINIMUM STANDARDS OF THE NEW YORK INSURANCE LAW AND REGULATIONS.
2-14057 Large Deductible or Self-Insured Retention Insurance
Nothing herein contained shall be held to vary, alter, waive or extend any of the terms, conditions, exclusions or limitations of the above-mentioned
policy, except as expressly stated herein. This endorsement is part of such policy and incorporated therein.
Issuing Company:
Travelers Casualty and Surety Company of America
Policy Number:
106677161
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AFE-19002 Ed. 01-13
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© 2013 The Travelers Indemnity Company. All rights reserved.
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THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
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INVESTMENT COMPANY BOND - BOND CHANGES ENDORSEMENT
This endorsement changes the following:
Investment Company Bond
It is agreed that:
As of the Effective Date of this endorsement, the
Declarations is amended as follows:
ITEM 1
:
INSURED:
Principal Address:
65 EAST 55TH STREET
15TH FLOOR
NEW YORK, NY 10022
(hereinafter, Insured)
Nothing herein contained shall be held to vary, alter, waive or extend any of the terms, conditions, exclusions or limitations of the above-mentioned
policy, except as expressly stated herein. This endorsement is part of such policy and incorporated therein.
Issuing Company: Travelers Casualty and Surety Company of
America Effective Date: 02/06/2019
Policy
Number: 106677161
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IVBB-19001 Ed. 01-16
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© 2016 The Travelers Indemnity Company. All rights reserved.
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