efc8-1441_form4017g.htm
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Chubb
Group of Insurance Companies |
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DECLARATIONS
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FINANCIAL
INSTITUTION INVESTMENT |
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15 Mountain
View Road, Warren, New Jersey 07059 |
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COMPANY ASSET
PROTECTION BOND |
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NAME OF
ASSURED (including its Subsidiaries): |
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Bond
Number: 81392052 |
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JAPAN
SMALLER CAPITALIZATION FUND, INC. |
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KOREA
EQUITY FUND, INC. |
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VIGILANT INSURANCE COMPANY |
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Incorporated under the laws of New York |
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TWO WORLD
FINANCIAL CENTER, BUILDING B |
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a stock
insurance company herein called the COMPANY |
NEW YORK, N
Y 10281 |
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55 Water
Street, New York NY 10041-2899 |
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ITEM
1. |
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BOND
PERIOD: |
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from |
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12:01 a.m.
on |
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July 31,
2008 |
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to |
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12:01 a.m.
on |
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July 31,
2009 |
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ITEM
2. |
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LIMITS OF
LIABILITY--DEDUCTIBLE AMOUNTS: |
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If “Not
Covered” is inserted below opposite any specified INSURING CLAUSE, such
INSURING CLAUSE |
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and any
other reference shall be deemed to be deleted. There
shall be no deductible applicable to any |
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loss
under INSURING CLAUSE 1. sustained by any Investment
Company. |
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DEDUCTIBLE |
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INSURING
CLAUSE |
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LIMIT OF
LIABILITY |
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AMOUNT |
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1. |
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Employee |
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$
1,125,000 |
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$
0 |
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2. |
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On
Premises |
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$
1,125,000 |
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$
25,000 |
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3. |
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In
Transit |
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$
1,125,000 |
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$
25,000 |
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4. |
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Forgery or
Alteration |
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$
1 125,000 |
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$
25,000 |
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5. |
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Extended
Forgery |
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$
1,125,000 |
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$
25,000 |
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6. |
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Counterfeit
Money |
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$
1,125,000 |
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$
25,000 |
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7. |
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Threats to
Person |
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$
Not Covered |
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$
N/A |
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8. |
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Computer
System |
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$
Not Covered |
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$
N/A |
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9. |
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Voice
Initiated Funds Transfer Instruction |
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$
Not Covered |
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$
N/A |
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10. |
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Uncollectible Items of Deposit |
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$
Not Covered |
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$
N/A |
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11. |
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Audit
Expense |
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$
Not Covered |
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$
N/A |
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ITEM
3. |
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THE
LIABILITY OF THE COMPANY IS ALSO SUBJECT TO THE TERMS OF THE
FOLLOWING |
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ENDORSEMENTS EXECUTED SIMULTANEOUSLY HEREWITH: |
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1 -
4 |
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IN
WITNESS WHEREOF, THE COMPANY has caused
this Bond to be signed by its authorized officers, but it shall
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be valid
unless also signed by an authorized representative of the
Company. |
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ICAP Bond (5-98) - Vigilant Form
17-02-1422 (Ed. 5-98) Page 1 of 1 |
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The
COMPANY, in consideration of payment of the required premium, and in
reliance |
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on the
APPLICATION and all other statements made and information furnished to
the |
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COMPANY by
the ASSURED, and subject to the DECLARATIONS made a part of
this |
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Bond and to
all other terms and conditions of this Bond, agrees to pay the
ASSURED |
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for: |
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Insuring
Clauses |
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Employee |
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1. |
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Loss
resulting directly from Larceny or
Embezzlement committed
by any |
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Employee, alone or
in collusion with others. |
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On
Premises |
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2. |
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Loss of
Property resulting
directly from robbery, burglary, false pretenses, |
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common law
or statutory larceny, misplacement, mysterious unexplainable
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disappearance, damage, destruction or removal, from the possession,
custody or |
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control of
the ASSURED, while such Property is lodged
or deposited at premises |
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located
anywhere. |
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In
Transit |
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3. |
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Loss of
Property resulting
directly from common law or statutory larceny, |
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misplacement, mysterious unexplainable disappearance, damage or
destruction, |
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while the
Property is in
transit anywhere: |
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a. |
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in an
armored motor vehicle, including loading and unloading
thereof, |
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b. |
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in the
custody of a natural person acting as a messenger of the
ASSURED, |
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or |
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c. |
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in the
custody of a Transportation Company and being
transported in a |
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conveyance
other than an armored motor vehicle provided, however, that
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covered
Property transported
in such manner is limited to the following: |
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(1) |
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written
records, |
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(2) |
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securities
issued in registered form, which are not endorsed or are
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restrictively endorsed, or |
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(3) |
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negotiable
instruments not payable to bearer, which are not endorsed
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or are
restrictively endorsed. |
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Coverage
under this INSURING CLAUSE begins immediately on the receipt
of |
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such
Property by the
natural person or Transportation Company and
ends |
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immediately
on delivery to the premises of the addressee or to any
representative |
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of the
addressee located anywhere. |
ICAP Bond (5-98) Form
17-02-1421 (Ed. 5-98) Page 1 of 19 |
Insuring
Clauses |
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(continued) |
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Forgery Or Alteration |
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4. |
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Loss
resulting directly from: |
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a. |
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Forgery on, or
fraudulent material alteration of, any bills of exchange,
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checks,
drafts, acceptances, certificates of deposits, promissory notes,
due |
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bills,
money orders, orders upon public treasuries, letters of credit,
other |
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written
promises, orders or directions to pay sums certain in money,
or |
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receipts
for the withdrawal of Property,
or |
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b. |
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transferring, paying or delivering any funds or other Property, or
establishing |
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any credit
or giving any value in reliance on any written instructions,
advices |
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or
applications directed to the ASSURED authorizing or acknowledging
the |
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transfer,
payment, delivery or receipt of funds or other Property,
which |
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instructions, advices or applications fraudulently purport to bear
the |
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handwritten
signature of any customer of the ASSURED, or shareholder or
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subscriber
to shares of an Investment Company, or of any
financial |
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institution
or Employee but which
instructions, advices or applications either |
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bear a
Forgery or have
been fraudulently materially altered without the |
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knowledge
and consent of such customer, shareholder, subscriber,
financial |
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institution
or Employee; |
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excluding,
however, under this INSURING CLAUSE any loss covered under
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INSURING
CLAUSE 5. of this Bond, whether or not coverage for INSURING
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CLAUSE 5.
is provided for in the DECLARATIONS of this Bond. |
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For the
purpose of this INSURING CLAUSE, a mechanically reproduced
facsimile |
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signature
is treated the same as a handwritten signature. |
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Extended Forgery |
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5. |
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Loss
resulting directly from the ASSURED having, in good faith, and in
the |
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ordinary
course of business, for its own account or the account of others in
any |
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capacity: |
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a. |
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acquired,
accepted or received, accepted or received, sold or delivered,
or |
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given
value, extended credit or assumed liability, in reliance on any
original |
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Securities, documents or other written instruments
which prove
to: |
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(1) |
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bear a
Forgery or a
fraudulently material alteration, |
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(2) |
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have been
lost or stolen, or |
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(3) |
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be
Counterfeit,
or |
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b. |
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guaranteed
in writing or witnessed any signatures on any transfer,
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assignment,
bill of sale, power of attorney, guarantee, endorsement or
other |
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obligation
upon or in connection with any Securities, documents or other |
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written instruments. |
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Actual
physical possession, and continued actual physical possession if taken
as |
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collateral,
of such Securities, documents or other written instruments
by
an |
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Employee, Custodian, or a
Federal or State chartered deposit institution of the |
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ASSURED is
a condition precedent to the ASSURED having relied on such
items. |
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Release or
return of such collateral is an acknowledgment by the ASSURED that
it |
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no longer
relies on such collateral. |
ICAP Bond (5-98) Form
17-02-1421 (Ed. 5-98) Page 2 of 19 |
Insuring
Clauses |
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Extended Forgery |
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For the
purpose of this INSURING CLAUSE, a mechanically reproduced
facsimile |
(continued) |
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signature
is treated the same as a handwritten signature. |
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Counterfeit Money |
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6. |
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Loss
resulting directly from the receipt by the ASSURED in good faith of
any |
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Counterfeit money. |
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Threats To Person |
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7. |
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Loss
resulting directly from surrender of Property away from
an office of the |
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ASSURED as
a result of a threat communicated to the ASSURED to do bodily
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harm to an
Employee as defined
in Section 1.e. (1), (2) and (5), a Relative or |
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invitee of
such Employee, or a
resident of the household of such Employee,
who |
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is, or
allegedly is, being held captive provided, however, that prior to the
surrender |
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of such
Property: |
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a. |
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the
Employee who
receives the threat has made a reasonable effort to |
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notify an
officer of the ASSURED who is not involved in such threat,
and |
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b. |
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the ASSURED
has made a reasonable effort to notify the Federal Bureau of
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Investigation and local law enforcement authorities concerning such
threat. |
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It is
agreed that for purposes of this INSURING CLAUSE, any Employee of
the |
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ASSURED, as
set forth in the preceding paragraph, shall be deemed to be
an |
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ASSURED
hereunder, but only with respect to the surrender of money,
securities |
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and other
tangible personal property in which such Employee has a legal
or |
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equitable
interest. |
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Computer System |
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8. |
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Loss
resulting directly from fraudulent: |
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a. |
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entries of
data into, or |
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b. |
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changes of
data elements or programs within, |
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a
Computer System, provided
the fraudulent entry or change causes: |
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(1) |
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funds or
other property to be transferred, paid or delivered, |
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(2) |
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an account
of the ASSURED or of its customer to be added, deleted,
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debited or
credited, or |
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(3) |
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an
unauthorized account or a fictitious account to be debited or
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credited. |
ICAP Bond (5-98) Form
17-02-1421 (Ed. 5-98) Page 3 of 19 |
Insuring
Clauses |
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(continued) |
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Voice Initiated Funds |
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9. |
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Loss
resulting directly from Voice
Initiated Funds Transfer Instruction directed |
Transfer Instruction |
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to the
ASSURED authorizing the transfer of dividends or redemption proceeds
of |
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Investment Company shares from
a Customer's account,
provided such Voice |
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Initiated Funds Transfer Instruction was: |
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a. |
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received at
the ASSURED'S offices by those Employees of the
ASSURED |
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specifically authorized to receive the Voice
Initiated Funds Transfer |
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Instruction, |
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b. |
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made by a
person purporting to be a Customer,
and |
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c. |
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made by
said person for the purpose of causing the ASSURED or Customer |
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to sustain
a loss or making an improper personal financial gain for such
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person or
any other person. |
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In order
for coverage to apply under this INSURING CLAUSE, all Voice
Initiated |
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Funds
Transfer Instructions must be
received and processed in accordance with |
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the
Designated Procedures outlined in the APPLICATION furnished to
the |
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COMPANY. |
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Uncollectible Items of |
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10. |
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Loss
resulting directly from the ASSURED having credited an account of
a |
Deposit |
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customer,
shareholder or subscriber on the faith of any Items
of Deposit which |
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prove to be
uncollectible, provided that the crediting of such account
causes: |
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a. |
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redemptions
or withdrawals to be permitted, |
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b. |
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shares to
be issued, or |
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c. |
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dividends
to be paid, |
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from an
account of an Investment Company. |
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In order
for coverage to apply under this INSURING CLAUSE, the ASSURED
must |
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hold
Items
of Deposit for the
minimum number of days stated in the |
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APPLICATION
before permitting any redemptions or withdrawals, issuing any
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shares or
paying any dividends with respect to such Items
of Deposit. |
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Items
of Deposit shall not
be deemed uncollectible until the ASSURED'S |
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standard
collection procedures have failed. |
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Audit Expense |
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11. |
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Expense
incurred by the ASSURED for that part of the cost of audits
or |
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examinations required by any governmental regulatory authority or
self-regulatory |
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organization to be conducted by such authority, organization or
their appointee by |
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reason of
the discovery of loss sustained by the ASSURED and covered by
this |
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Bond. |
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ICAP Bond (5-98) Form
17-02-1421 (Ed. 5-98) Page 4 of 19 |
General
Agreements |
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Additional Companies |
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A. |
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If more
than one corporation, or Investment Company, or any
combination of |
Included As Assured |
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them is
included as the ASSURED herein: |
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(1) |
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The total
liability of the COMPANY under this Bond for loss or losses
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sustained
by any one or more or all of them shall not exceed the limit
for |
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which the
COMPANY would be liable under this Bond if all such loss were
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sustained
by any one of them. |
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(2) |
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Only the
first named ASSURED shall be deemed to be the sole agent of
the |
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others for
all purposes under this Bond, including but not limited to the
giving |
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or
receiving of any notice or proof required to be given and for the purpose
of |
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effecting
or accepting any amendments to or termination of this Bond.
The |
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COMPANY
shall furnish each Investment Company with a copy
of the |
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Bond and
with any amendment thereto, together with a copy of each
formal |
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filing of
claim by any other named ASSURED and notification of the terms
of |
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the
settlement of each such claim prior to the execution of such
settlement. |
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(3) |
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The COMPANY
shall not be responsible for the proper application of any
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payment
made hereunder to the first named ASSURED. |
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(4) |
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Knowledge
possessed or discovery made by any partner, director,
trustee, |
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officer or
supervisory employee of any ASSURED shall constitute
knowledge |
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or
discovery by all the ASSUREDS for the purposes of this Bond.
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(5) |
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If the
first named ASSURED ceases for any reason to be covered under
this |
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Bond, then
the ASSURED next named on the APPLICATION shall thereafter
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be
considered as the first named ASSURED for the purposes of this
Bond. |
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Representation Made By |
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B. |
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The ASSURED
represents that all information it has furnished in the
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Assured |
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APPLICATION
for this Bond or otherwise is complete, true and correct.
Such |
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APPLICATION
and other information constitute part of this Bond. |
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The ASSURED
must promptly notify the COMPANY of any change in any fact or
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circumstance which materially affects the risk assumed by the
COMPANY under |
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this
Bond. |
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Any
intentional misrepresentation, omission, concealment or incorrect
statement of |
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a material
fact, in the APPLICATION or otherwise, shall be grounds for recision
of |
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this
Bond. |
ICAP Bond (5-98) Form
17-02-1421 (Ed. 5-98) Page 5 of 19 |
General
Agreements |
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(continued) |
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Additional Offices Or |
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C. |
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If the
ASSURED, other than an Investment Company, while
this Bond is in force, |
Employees - Consolidation, |
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merges or
consolidates with, or purchases or acquires assets or liabilities
of |
Merger Or Purchase Or |
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another
institution, the ASSURED shall not have the coverage afforded under
this |
Acquisition Of Assets |
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Bond for
loss which has: |
Or
Liabilities - Notice To |
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(1) |
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occurred or
will occur on premises, or |
Company |
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(2) |
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been caused
or will be caused by an employee, or |
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(3) |
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arisen or
will arise out of the assets or liabilities, |
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of such
institution, unless the ASSURED: |
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a. |
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gives the
COMPANY written notice of the proposed consolidation, merger
or |
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purchase or
acquisition of assets or liabilities prior to the proposed
effective |
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date of
such action, and |
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b. |
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obtains the
written consent of the COMPANY to extend some or all of the
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coverage
provided by this Bond to such additional exposure, and |
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c. |
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on
obtaining such consent, pays to the COMPANY an additional
premium. |
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Change Of Control - |
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D. |
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When the
ASSURED learns of a change in control (other than in an Investment |
Notice To Company |
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Company), as set
forth in Section 2(a) (9) of the Investment Company Act of
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1940, |
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the ASSURED
shall within sixty (60) days give written notice to the
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COMPANY
setting forth: |
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(1) |
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the names
of the transferors and transferees (or the names of the
beneficial |
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owners if
the voting securities are registered in another name), |
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(2) |
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the total
number of voting securities owned by the transferors and the
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transferees
(or the beneficial owners), both immediately before and after
the |
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transfer,
and |
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(3) |
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the total
number of outstanding voting securities. |
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Failure to
give the required notice shall result in termination of coverage for
any |
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loss
involving a transferee, to be effective on the date of such change in
control. |
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Court Costs And |
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E. |
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The COMPANY
will indemnify the ASSURED for court costs and reasonable
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Attorneys’ Fees |
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attorneys'
fees incurred and paid by the ASSURED in defense, whether or
not |
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successful,
whether or not fully litigated on the merits and whether or not
settled, |
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of any
claim, suit or legal proceeding with respect to which the ASSURED
would |
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be entitled
to recovery under this Bond. However, with respect to
INSURING |
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CLAUSE 1.,
this Section shall only apply in the event that: |
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(1) |
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an
Employee admits to
being guilty of Larceny or Embezzlement, |
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(2) |
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an
Employee is
adjudicated to be guilty of Larceny or Embezzlement,
or |
|
ICAP Bond (5-98) Form
17-02-1421 (Ed. 5-98) Page 6 of 19 |
General
Agreements |
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Court Costs And |
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(3) |
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in the
absence of 1 or 2 above, an arbitration panel agrees, after a review
of |
Attorneys’ Fees |
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an agreed
statement of facts between the COMPANY and the ASSURED,
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(continued) |
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that an
Employee would be
found guilty of Larceny or Embezzlement if |
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such
Employee were
prosecuted. |
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The ASSURED
shall promptly give notice to the COMPANY of any such suit or
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legal
proceeding and at the request of the COMPANY shall furnish copies of
all |
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pleadings
and pertinent papers to the COMPANY. The COMPANY may, at its
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sole
option, elect to conduct the defense of all or part of such legal
proceeding. |
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The defense
by the COMPANY shall be in the name of the ASSURED through
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attorneys
selected by the COMPANY. The ASSURED shall provide all
reasonable |
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information
and assistance as required by the COMPANY for such defense.
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If the
COMPANY declines to defend the ASSURED, no settlement without
the |
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prior
written consent of the COMPANY nor judgment against the ASSURED
shall |
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determine
the existence, extent or amount of coverage under this Bond.
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If the
amount demanded in any such suit or legal proceeding is within
the |
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DEDUCTIBLE
AMOUNT, if any, the COMPANY shall have no liability for court
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costs and
attorney's fees incurred in defending all or part of such suit or
legal |
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proceeding. |
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If the
amount demanded in any such suit or legal proceeding is in excess of
the |
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LIMIT OF
LIABILITY stated in ITEM 2. of the DECLARATIONS for the
applicable |
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INSURING
CLAUSE, the COMPANY'S liability for court costs and attorney's
fees |
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incurred in
defending all or part of such suit or legal proceedings is limited to
the |
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proportion
of such court costs and attorney's fees incurred that the LIMIT
OF |
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LIABILITY
stated in ITEM 2. of the DECLARATIONS for the applicable
INSURING |
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CLAUSE
bears to the total of the amount demanded in such suit or
legal |
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proceeding. |
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If the
amount demanded is any such suit or legal proceeding is in excess of
the |
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DEDUCTIBLE
AMOUNT, if any, but within the LIMIT OF LIABILITY stated in
ITEM |
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2.
of the DECLARATIONS for the applicable INSURING CLAUSE,
the |
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COMPANY'S
liability for court costs and attorney's fees incurred in defending all
or |
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part of
such suit or legal proceedings shall be limited to the proportion of
such |
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court costs
or attorney's fees that the amount demanded that would be
payable |
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under this
Bond after application of the DEDUCTIBLE AMOUNT, bears to the
total |
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amount
demanded. |
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Amounts
paid by the COMPANY for court costs and attorneys' fees shall be
in |
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addition to
the LIMIT OF LIABILITY stated in ITEM 2. of the DECLARATIONS.
|
ICAP Bond (5-98) Form
17-02-1421 (Ed. 5-98) Page 7 of 19 |
Conditions
And |
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Limitations
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Definitions |
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1. |
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As used in
this Bond: |
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a. |
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Computer System means a
computer and all input, output, processing, |
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storage,
off-line media libraries, and communication facilities which
are |
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connected
to the computer and which are under the control and
supervision |
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of the
operating system(s) or application(s) software used by the
ASSURED. |
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b. |
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Counterfeit means an
imitation of an actual valid original which is intended
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to deceive
and be taken as the original. |
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c. |
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Custodian means the
institution designated by an Investment Company to |
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maintain
possession and control of its assets. |
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d. |
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Customer means an
individual, corporate, partnership, trust customer, |
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shareholder
or subscriber of an Investment Company which has a
written |
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agreement
with the ASSURED for Voice
Initiated Funds Transfer |
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Instruction. |
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e. |
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Employee means: |
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(1) |
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an officer
of the ASSURED, |
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(2) |
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a natural
person while in the regular service of the ASSURED at any of
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the
ASSURED'S premises and compensated directly by the ASSURED
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through its
payroll system and subject to the United States Internal
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Revenue
Service Form W-2 or equivalent income reporting plans of
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other
countries, and whom the ASSURED has the right to control and
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direct both
as to the result to be accomplished and details and means
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by which
such result is accomplished in the performance of such |
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service, |
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(3) |
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a guest
student pursuing studies or performing duties in any of the
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ASSURED'S
premises, |
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(4) |
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an attorney
retained by the ASSURED and an employee of such |
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attorney
while either is performing legal services for the ASSURED,
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(5) |
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a natural
person provided by an employment contractor to perform |
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employee
duties for the ASSURED under the ASSURED'S supervision |
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at any of
the ASSURED'S premises, |
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(6) |
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an employee
of an institution merged or consolidated with the |
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ASSURED
prior to the effective date of this Bond, |
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(7) |
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a director
or trustee of the ASSURED, but only while performing acts
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within the
scope of the customary and usual duties of any officer or
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other
employee of the ASSURED or while acting as a member of any
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committee
duly elected or appointed to examine or audit or have |
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custody of
or access to Property of the
ASSURED, or |
ICAP Bond (5-98) Form
17-02-1421 (Ed. 5-98) Page 8 of 19 |
Conditions
And |
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|
|
|
Limitations
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Definitions |
|
(8) |
|
each
natural person, partnership or corporation authorized by
written |
(continued) |
|
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|
agreement
with the ASSURED to perform services as electronic data
|
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processor
of checks or other accounting records related to such checks
but |
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only while
such person, partnership or corporation is actually
performing |
|
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such
services and not: |
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a. |
|
creating,
preparing, modifying or maintaining the ASSURED'S |
|
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|
computer
software or programs, or |
|
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|
b. |
|
acting as
transfer agent or in any other agency capacity in issuing
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checks,
drafts or securities for the ASSURED, |
|
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(9) |
|
any
partner, officer or employee of an investment advisor, an
underwriter |
|
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|
(distributor), a transfer agent or shareholder accounting
recordkeeper, or an |
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administrator, for an Investment Company while
performing acts coming |
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within the
scope of the customary and usual duties of an officer or
employee |
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of an
Investment Company or acting
as a member of any committee duly |
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elected or
appointed to examine, audit or have custody of or access to
|
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Property of
an
Investment Company. |
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|
The term
Employee shall not
include any partner, officer or employee of a |
|
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|
transfer
agent, shareholder accounting recordkeeper or administrator:
|
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|
|
a. |
|
which is
not an "affiliated person" (as defined in Section 2(a) of the
|
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|
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Investment
Company Act of 1940) of an Investment Company or
of |
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|
the
investment advisor or underwriter (distributor) of such Investment |
|
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|
Company,
or |
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|
b. |
|
which is a
"bank" (as defined in Section 2(a) of the Investment |
|
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|
|
Company Act
of 1940). |
|
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|
This Bond
does not afford coverage in favor of the employers of |
|
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|
|
persons as
set forth in e. (4), (5) and (8) above, and upon payment to
|
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|
|
the ASSURED
by the COMPANY resulting directly from Larceny or |
|
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|
|
Embezzlement committed
by any of the partners, officers or |
|
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|
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employees
of such employers, whether acting alone or in collusion
|
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with
others, an assignment of such of the ASSURED'S rights and
|
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causes of
action as it may have against such employers by reason of
|
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|
such acts
so committed shall, to the extent of such payment, be given
|
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|
by the
ASSURED to the COMPANY, and the ASSURED shall execute |
|
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|
all papers
necessary to secure to the COMPANY the rights provided |
|
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for
herein. |
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Each
employer of persons as set forth in e.(4), (5) and (8) above and
the |
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partners,
officers and other employees of such employers shall
collectively |
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|
be deemed
to be one person for all the purposes of this Bond;
excepting, |
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|
|
however,
the fifth paragraph of Section 13. |
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|
|
Independent
contractors not specified in e.(4), (5) or (8) above, |
|
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|
|
intermediaries, agents, brokers or other representatives of the
same general |
|
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|
character
shall not be considered Employees. |
ICAP Bond (5-98) Form
17-02-1421 (Ed. 5-98) Page 9 of 19 |
Conditions
And |
|
|
|
|
Limitations
|
|
|
|
|
|
Definitions |
|
f. |
|
Forgery means the
signing of the name of another natural person with the |
(continued) |
|
|
|
intent to
deceive but does not mean a signature which consists in whole or
in |
|
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|
|
part of
one's own name, with or without authority, in any capacity for
any |
|
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|
|
purpose. |
|
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g. |
|
Investment Company means any
investment company registered under the |
|
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|
|
Investment
Company Act of 1940 and listed under the NAME OF ASSURED
|
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|
on the
DECLARATIONS. |
|
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|
h. |
|
Items
of Deposit means one
or more checks or drafts drawn upon a |
|
|
|
|
financial
institution in the United States of America. |
|
|
|
i. |
|
Larceny or Embezzlement means
larceny or embezzlement as defined in |
|
|
|
|
Section 37
of the Investment Company Act of 1940. |
|
|
|
j. |
|
Property means
money, revenue and other stamps; securities; including any
|
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|
|
note,
stock, treasury stock, bond, debenture, evidence of
indebtedness, |
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certificate
of deposit, certificate of interest or participation in any
profit- |
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sharing
agreement, collateral trust certificate, preorganization certificate
or |
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subscription, transferable share, investment contract, voting trust
certificate, |
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certificate
of deposit for a security, fractional undivided interest in oil, gas,
or |
|
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other
mineral rights, any interest or instruments commonly known as
a |
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|
security
under the Investment Company Act of 1940, any other certificate
of |
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|
interest or
participation in, temporary or interim certificate for, receipt
for, |
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|
guarantee
of, or warrant or right to subscribe to or purchase any of
the |
|
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|
foregoing;
bills of exchange; acceptances; checks; withdrawal orders;
money |
|
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|
orders;
travelers' letters of credit; bills of lading; abstracts of title;
insurance |
|
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|
|
policies,
deeds, mortgages on real estate and/or upon chattels and
interests |
|
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|
|
therein;
assignments of such policies, deeds or mortgages; other
valuable |
|
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|
|
papers,
including books of accounts and other records used by the
|
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|
ASSURED in
the conduct of its business (but excluding all electronic
data |
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|
processing
records); and, all other instruments similar to or in the nature
of |
|
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|
|
the
foregoing in which the ASSURED acquired an interest at the time of
the |
|
|
|
|
ASSURED'S
consolidation or merger with, or purchase of the principal
|
|
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|
|
assets of,
a predecessor or which are held by the ASSURED for any |
|
|
|
|
purpose or
in any capacity and whether so held gratuitously or not and
|
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|
|
whether or
not the ASSURED is liable therefor. |
|
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k. |
|
Relative means the
spouse of an Employee or partner
of the ASSURED |
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|
and any
unmarried child supported wholly by, or living in the home of,
such |
|
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|
Employee or partner
and being related to them by blood, marriage or legal |
|
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|
guardianship. |
|
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|
l. |
|
Securities, documents or other written instruments
means
original |
|
|
|
|
(including
original counterparts) negotiable or non-negotiable instruments,
or |
|
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|
|
assignments
thereof, which in and of themselves represent an equitable
|
|
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|
|
interest,
ownership, or debt and which are in the ordinary course of
business |
|
|
|
|
transferable by delivery of such instruments with any
necessary |
|
|
|
|
endorsements or assignments.
|
ICAP Bond (5-98) Form
17-02-1421 (Ed. 5-98) Page 10 of 19 |
Conditions
And |
|
|
|
|
|
|
Limitations
|
|
|
|
|
|
|
|
|
Definitions |
|
|
|
m. |
|
Subsidiary means any
organization that, at the inception date of this Bond, |
(continued) |
|
|
|
|
|
is named in
the APPLICATION or is created during the BOND PERIOD and
|
|
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|
|
of which
more than fifty percent (50%) of the outstanding securities or
voting |
|
|
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|
|
|
rights
representing the present right to vote for election of directors is
owned |
|
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|
|
or
controlled by the ASSURED either directly or through one or more of
its |
|
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|
|
subsidiaries. |
|
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|
|
n. |
|
Transportation Company means any
organization which provides its own |
|
|
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|
|
or its
leased vehicles for transportation or which provides freight
forwarding |
|
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|
or air
express services. |
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o. |
|
Voice
Initiated Election means any
election concerning dividend options |
|
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|
|
available
to Investment Company shareholders or subscribers which is |
|
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|
requested
by voice over the telephone. |
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p. |
|
Voice
Initiated Redemption means any
redemption of shares issued by an |
|
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|
|
Investment Company which is
requested by voice over the telephone. |
|
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|
|
q. |
|
Voice
Initiated Funds Transfer Instruction means any
Voice
Initiated |
|
|
|
|
|
|
Redemption or
Voice
Initiated Election. |
|
|
|
|
|
For the
purposes of these definitions, the singular includes the plural and
the |
|
|
|
|
plural
includes the singular, unless otherwise indicated. |
|
|
General Exclusions - |
|
2. |
|
This
bond does not directly or indirectly cover: |
Applicable to All Insuring |
|
|
|
a. |
|
loss not
reported to the COMPANY in writing within sixty (60) days
after |
Clauses |
|
|
|
|
|
termination
of this Bond as an entirety; |
|
|
|
|
|
b. |
|
loss due to
riot or civil commotion outside the United States of America
and |
|
|
|
|
|
|
Canada, or
any loss due to military, naval or usurped power, war or
|
|
|
|
|
|
|
insurrection. This Section 2.b., however, shall not apply to loss
which occurs |
|
|
|
|
|
|
in transit
in the circumstances recited in INSURING CLAUSE 3., provided
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that when
such transit was initiated there was no knowledge on the part
of |
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|
any person
acting for the ASSURED of such riot, civil commotion,
military, |
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naval or
usurped power, war or insurrection; |
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c. |
|
loss
resulting from the effects of nuclear fission or fusion or
radioactivity; |
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d. |
|
loss of
potential income including, but not limited to, interest and
dividends |
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not
realized by the ASSURED or by any customer of the ASSURED;
|
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e. |
|
damages of
any type for which the ASSURED is legally liable, except
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compensatory damages, but not multiples thereof, arising from a
loss |
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covered
under this Bond; |
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f. |
|
costs, fees
and expenses incurred by the ASSURED in establishing the
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existence
of or amount of loss under this Bond, except to the extent
covered |
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|
under
INSURING CLAUSE 11.; |
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g. |
|
loss
resulting from indirect or consequential loss of any nature;
|
ICAP Bond (5-98) Form
17-02-1421 (Ed. 5-98) Page 11 of 19 |
Conditions
And |
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Limitations
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General Exclusions - |
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h. |
|
loss
resulting from dishonest acts by any member of the Board of
Directors |
Applicable to All Insuring |
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|
or Board of
Trustees of the ASSURED who is not an Employee,
acting |
Clauses |
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alone or in
collusion with others; |
(continued) |
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i. |
|
loss, or
that part of any loss, resulting solely from any violation by
the |
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ASSURED or
by any Employee: |
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(1) |
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of any law
regulating: |
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a. |
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the
issuance, purchase or sale of securities, |
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b. |
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securities
transactions on security or commodity exchanges or |
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the over
the counter market, |
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c. |
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investment
companies, |
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d. |
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investment
advisors, or |
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(2) |
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of any rule
or regulation made pursuant to any such law; or |
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j. |
|
loss of
confidential information, material or data; |
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k. |
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loss
resulting from voice requests or instructions received over
the |
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telephone,
provided however, this Section 2.k. shall not apply to
INSURING |
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CLAUSE 7.
or 9. |
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Specific Exclusions - |
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3. |
|
This
Bond does not directly or indirectly cover: |
Applicable To All Insuring |
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|
a. |
|
loss caused
by an Employee, provided,
however, this Section 3.a. shall not |
Clauses Except Insuring |
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|
apply to
loss covered under INSURING CLAUSE 2. or 3. which results
|
Clause 1. |
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directly
from misplacement, mysterious unexplainable disappearance, or
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damage or
destruction of Property; |
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b. |
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loss
through the surrender of property away from premises of the
ASSURED |
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as a result
of a threat: |
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(1) |
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to do
bodily harm to any natural person, except loss of Property in |
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transit in
the custody of any person acting as messenger of the |
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ASSURED,
provided that when such transit was initiated there was no
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knowledge
by the ASSURED of any such threat, and provided further
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that this
Section 3.b. shall not apply to INSURING CLAUSE 7., or |
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(2) |
|
to do
damage to the premises or Property of the
ASSURED; |
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c. |
|
loss
resulting from payments made or withdrawals from any account
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involving
erroneous credits to such account; |
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d. |
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loss
involving Items
of Deposit which are
not finally paid for any reason |
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provided
however, that this Section 3.d. shall not apply to INSURING
|
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CLAUSE
10.; |
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e. |
|
loss of
property while in the mail; |
|
ICAP Bond (5-98) Form
17-02-1421 (Ed. 5-98) Page 12 of 19 |
Conditions
And |
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|
Limitations
|
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Specific Exclusions - |
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f. |
|
loss
resulting from the failure for any reason of a financial or
depository |
Applicable To All Insuring |
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|
institution, its receiver or other liquidator to pay or deliver
funds or other |
Clauses Except Insuring |
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Property to the
ASSURED provided further that this Section 3.f. shall not
|
Clause 1. |
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|
apply to
loss of Property resulting
directly from robbery, burglary, |
(continued) |
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misplacement, mysterious unexplainable disappearance,
damage, |
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destruction
or removal from the possession, custody or control of the
|
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ASSURED. |
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g. |
|
loss of
Property while in
the custody of a Transportation Company, |
|
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|
provided
however, that this Section 3.g. shall not apply to INSURING
|
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|
|
CLAUSE
3.; |
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h. |
|
loss
resulting from entries or changes made by a natural person
with |
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|
authorized
access to a Computer System who acts in
good faith on |
|
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|
instructions, unless such instructions are given to that person by
a software |
|
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|
|
contractor
or its partner, officer, or employee authorized by the ASSURED
to |
|
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|
|
design,
develop, prepare, supply, service, write or implement programs
for |
|
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|
the
ASSURED's Computer System;
or |
|
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|
i. |
|
loss
resulting directly or indirectly from the input of data into a
Computer |
|
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|
System
terminal,
either on the premises of the customer of the ASSURED |
|
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|
or under
the control of such a customer, by a customer or other person
who |
|
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|
|
|
had
authorized access to the customer's authentication mechanism.
|
|
|
Specific Exclusions - |
|
4. |
|
This
bond does not directly or indirectly cover: |
Applicable To All Insuring |
|
|
|
a. |
|
loss
resulting from the complete or partial non-payment of or default on
any |
Clauses Except Insuring |
|
|
|
|
|
loan
whether such loan was procured in good faith or through trick,
artifice, |
Clauses 1., 4., And 5. |
|
|
|
|
|
fraud or
false pretenses; provided, however, this Section 4.a. shall not
apply |
|
|
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|
|
|
to INSURING
CLAUSE 8.; |
|
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|
|
b. |
|
loss
resulting from forgery or any alteration; |
|
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|
|
c. |
|
loss
involving a counterfeit provided, however, this Section 4.c. shall
not |
|
|
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|
|
|
apply to
INSURING CLAUSE 5. or 6. |
|
|
Limit Of Liability/Non- |
|
5. |
|
At all
times prior to termination of this Bond, this Bond shall continue in force
for |
Reduction And Non- |
|
|
|
the limit
stated in the applicable sections of ITEM 2. of the
DECLARATIONS, |
Accumulation Of Liability |
|
|
|
notwithstanding any previous loss for which the COMPANY may have
paid or be |
|
|
|
|
liable to
pay under this Bond provided, however, that the liability of the
COMPANY |
|
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|
under this
Bond with respect to all loss resulting from: |
|
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|
|
|
a. |
|
any one act
of burglary, robbery or hold-up, or attempt thereat, in which
no |
|
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|
|
Employee is
concerned or implicated, or |
|
|
|
|
|
b. |
|
any one
unintentional or negligent act on the part of any one person
|
|
|
|
|
|
|
resulting
in damage to or destruction or misplacement of Property,
or |
|
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|
|
|
c. |
|
all acts,
other than those specified in a. above, of any one person, or
|
|
ICAP Bond (5-98) Form
17-02-1421 (Ed. 5-98) Page 13 of 19 |
Conditions
And |
|
|
|
|
|
|
Limitations
|
|
|
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|
|
|
|
Limit Of Liability/Non- |
|
|
|
d. |
|
any one
casualty or event other than those specified in a., b., or c.
above, |
Reduction And Non- |
|
|
|
shall be
deemed to be one loss and shall be limited to the applicable LIMIT
OF |
Accumulation Of Liability |
|
|
|
LIABILITY
stated in ITEM 2. of the DECLARATIONS of this Bond irrespective
of |
(continued) |
|
|
|
the total
amount of such loss or losses and shall not be cumulative in
amounts |
|
|
|
|
from year
to year or from period to period. |
|
|
|
|
|
All acts,
as specified in c. above, of any one person which |
|
|
|
|
|
i. |
|
directly or
indirectly aid in any way wrongful acts of any other person
or |
|
|
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|
|
|
persons,
or |
|
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|
|
|
ii. |
|
permit the
continuation of wrongful acts of any other person or persons
|
|
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|
|
|
whether
such acts are committed with or without the knowledge of the
wrongful |
|
|
|
|
acts of the
person so aided, and whether such acts are committed with or
without |
|
|
|
|
the intent
to aid such other person, shall be deemed to be one loss with
the |
|
|
|
|
wrongful
acts of all persons so aided. |
|
|
Discovery |
|
6. |
|
This Bond
applies only to loss first discovered by an officer of the
ASSURED |
|
|
|
|
during the
BOND PERIOD. Discovery occurs at the earlier of an officer of
the |
|
|
|
|
ASSURED
being aware of: |
|
|
|
|
|
a. |
|
facts which
may subsequently result in a loss of a type covered by this
Bond, |
|
|
|
|
|
|
or |
|
|
|
|
|
b. |
|
an actual
or potential claim in which it is alleged that the ASSURED is
liable |
|
|
|
|
|
|
to a third
party, |
|
|
|
|
|
regardless
of when the act or acts causing or contributing to such loss
occurred, |
|
|
|
|
even though
the amount of loss does not exceed the applicable DEDUCTIBLE
|
|
|
|
|
AMOUNT, or
the exact amount or details of loss may not then be known.
|
|
|
|
Notice To Company - |
|
7. |
|
a. |
|
The ASSURED
shall give the COMPANY notice thereof at the earliest |
Proof - Legal Proceedings |
|
|
|
|
|
practicable
moment, not to exceed sixty (60) days after discovery of loss,
in |
Against Company |
|
|
|
|
|
an amount
that is in excess of 50% of the applicable DEDUCTIBLE |
|
|
|
|
|
|
AMOUNT, as
stated in ITEM 2. of the DECLARATIONS. |
|
|
|
|
|
b. |
|
The ASSURED
shall furnish to the COMPANY proof of loss, duly sworn to,
|
|
|
|
|
|
|
with full
particulars within six (6) months after such discovery.
|
|
|
|
|
|
c. |
|
Securities
listed in a proof of loss shall be identified by certificate or
bond |
|
|
|
|
|
|
numbers, if
issued with them. |
|
|
|
|
|
d. |
|
Legal
proceedings for the recovery of any loss under this Bond shall not
be |
|
|
|
|
|
|
brought
prior to the expiration of sixty (60) days after the proof of loss is
filed |
|
|
|
|
|
|
with the
COMPANY or after the expiration of twenty-four (24) months
from |
|
|
|
|
|
|
the
discovery of such loss. |
|
|
|
|
|
e. |
|
This Bond
affords coverage only in favor of the ASSURED. No claim,
suit, |
|
|
|
|
|
|
action or
legal proceedings shall be brought under this Bond by anyone
|
|
|
|
|
|
|
other than
the ASSURED. |
|
ICAP Bond (5-98) Form
17-02-1421 (Ed. 5-98) Page 14 of 19 |
Conditions
And |
|
|
|
|
|
|
Limitations
|
|
|
|
|
|
|
|
Notice To Company - |
|
|
|
f. |
|
Proof of
loss involving Voice
Initiated Funds Transfer Instruction shall |
Proof - Legal Proceedings |
|
|
|
|
|
include
electronic recordings of such instructions. |
Against Company |
|
|
|
|
|
|
(continued) |
|
|
|
|
|
|
|
|
Deductible Amount |
|
8. |
|
The COMPANY
shall not be liable under any INSURING CLAUSES of this Bond
|
|
|
|
|
on account
of loss unless the amount of such loss, after deducting the net
amount |
|
|
|
|
of all
reimbursement and/or recovery obtained or made by the ASSURED,
other |
|
|
|
|
than from
any Bond or policy of insurance issued by an insurance company
and |
|
|
|
|
covering
such loss, or by the COMPANY on account thereof prior to payment
by |
|
|
|
|
the COMPANY
of such loss, shall exceed the DEDUCTIBLE AMOUNT set forth in
|
|
|
|
|
ITEM 3. of
the DECLARATIONS, and then for such excess only, but in no
event |
|
|
|
|
for more
than the applicable LIMITS OF LIABILITY stated in ITEM 2. of
the |
|
|
|
|
DECLARATIONS. |
|
|
|
|
|
There shall
be no deductible applicable to any loss under INSURING CLAUSE
1. |
|
|
|
|
sustained
by any Investment Company. |
|
|
Valuation |
|
9. |
|
BOOKS
OF ACCOUNT OR OTHER RECORDS |
|
|
|
|
The value
of any loss of Property consisting
of books of account or other records |
|
|
|
|
used by the
ASSURED in the conduct of its business shall be the amount paid
by |
|
|
|
|
the ASSURED
for blank books, blank pages, or other materials which replace
the |
|
|
|
|
lost books
of account or other records, plus the cost of labor paid by
the |
|
|
|
|
ASSURED for
the actual transcription or copying of data to reproduce such
books |
|
|
|
|
of account
or other records. |
|
|
|
|
|
The value
of any loss of Property other than
books of account or other records |
|
|
|
|
used by the
ASSURED in the conduct of its business, for which a claim is
made |
|
|
|
|
shall be
determined by the average market value of such Property on
the |
|
|
|
|
business
day immediately preceding discovery of such loss provided,
however, |
|
|
|
|
that the
value of any Property replaced by
the ASSURED with the consent of the |
|
|
|
|
COMPANY and
prior to the settlement of any claim for such Property shall be
the |
|
|
|
|
actual
market value at the time of replacement. |
|
|
|
|
|
In the case
of a loss of interim certificates, warrants, rights or other securities,
the |
|
|
|
|
production
of which is necessary to the exercise of subscription,
conversion, |
|
|
|
|
redemption
or deposit privileges, the value of them shall be the market value
of |
|
|
|
|
such
privileges immediately preceding their expiration if said loss is not
discovered |
|
|
|
|
until after
their expiration. If no market price is quoted for such Property or
for |
|
|
|
|
such
privileges, the value shall be fixed by agreement between the
parties. |
|
|
|
|
OTHER
PROPERTY |
|
|
|
|
|
The value
of any loss of Property, other
than as stated above, shall be the actual |
|
|
|
|
cash value
or the cost of repairing or replacing such Property with
Property of |
|
|
|
|
like
quality and value, whichever is less.
|
ICAP Bond (5-98) Form
17-02-1421 (Ed. 5-98) Page 15 of 19 |
Conditions
And |
|
|
|
|
|
|
Limitations
|
|
|
|
|
|
|
(continued) |
|
|
|
|
|
|
|
Securities Settlement |
|
10. |
|
In the
event of a loss of securities covered under this Bond, the COMPANY
may, |
|
|
|
|
at its sole
discretion, purchase replacement securities, tender the value of
the |
|
|
|
|
securities
in money, or issue its indemnity to effect replacement
securities. |
|
|
|
|
|
The
indemnity required from the ASSURED under the terms of this
Section |
|
|
|
|
against all
loss, cost or expense arising from the replacement of securities by
the |
|
|
|
|
COMPANY'S
indemnity shall be: |
|
|
|
|
|
a. |
|
for
securities having a value less than or equal to the
applicable |
|
|
|
|
|
|
DEDUCTIBLE
AMOUNT - one hundred (100%) percent; |
|
|
|
|
|
b. |
|
for
securities having a value in excess of the DEDUCTIBLE AMOUNT
but |
|
|
|
|
|
|
within the
applicable LIMIT OF LIABILITY - the percentage that the
|
|
|
|
|
|
|
DEDUCTIBLE
AMOUNT bears to the value of the securities; |
|
|
|
|
|
c. |
|
for
securities having a value greater than the applicable LIMIT OF
LIABILITY |
|
|
|
|
|
|
- the
percentage that the DEDUCTIBLE AMOUNT and portion in excess
of |
|
|
|
|
|
|
the
applicable LIMIT OF LIABILITY bears to the value of the
securities. |
|
|
|
|
|
The value
referred to in Section 10.a., b., and c. is the value in accordance
with |
|
|
|
|
Section 9,
VALUATION, regardless of the value of such securities at the time
the |
|
|
|
|
loss under
the COMPANY'S indemnity is sustained. |
|
|
|
|
|
The COMPANY
is not required to issue its indemnity for any portion of a loss
of |
|
|
|
|
securities
which is not covered by this Bond; however, the COMPANY may do
so |
|
|
|
|
as a
courtesy to the ASSURED and at its sole discretion. |
|
|
|
|
|
The ASSURED
shall pay the proportion of the Company's premium charge for
the |
|
|
|
|
Company's
indemnity as set forth in Section 10.a., b., and c. No portion of
the |
|
|
|
|
LIMIT OF
LIABILITY shall be used as payment of premium for any
indemnity |
|
|
|
|
purchased
by the ASSURED to obtain replacement securities. |
|
|
Subrogation – Assignment - |
11. |
|
In the
event of a payment under this Bond, the COMPANY shall be subrogated
to |
Recovery |
|
|
|
all of the
ASSURED'S rights of recovery against any person or entity to the
extent |
|
|
|
|
of such
payment. On request, the ASSURED shall deliver to the COMPANY
an |
|
|
|
|
assignment
of the ASSURED'S rights, title and interest and causes of
action |
|
|
|
|
against any
person or entity to the extent of such payment. |
|
|
|
|
|
Recoveries,
whether effected by the COMPANY or by the ASSURED, shall be
|
|
|
|
|
applied net
of the expense of such recovery in the following order:
|
|
|
|
|
|
a. |
|
first, to
the satisfaction of the ASSURED'S loss which would otherwise
have |
|
|
|
|
|
|
been paid
but for the fact that it is in excess of the applicable LIMIT
OF |
|
|
|
|
|
|
LIABILITY, |
|
|
|
|
|
b. |
|
second, to
the COMPANY in satisfaction of amounts paid in settlement of
|
|
|
|
|
|
|
the
ASSURED'S claim, |
|
|
|
|
|
c. |
|
third, to
the ASSURED in satisfaction of the applicable DEDUCTIBLE
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AMOUNT,
and |
ICAP Bond (5-98) Form
17-02-1421 (Ed. 5-98) Page 16 of 19 |
Conditions
And |
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Limitations
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Subrogation - Assignment - |
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d. |
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fourth, to
the ASSURED in satisfaction of any loss suffered by the
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Recovery |
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ASSURED
which was not covered under this Bond. |
(continued) |
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Recovery
from reinsurance or indemnity of the COMPANY shall not be deemed
a |
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recovery
under this section. |
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Cooperation Of Assured |
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12. |
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At the
COMPANY'S request and at reasonable times and places designated
by |
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the
COMPANY, the ASSURED shall: |
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a. |
|
submit to
examination by the COMPANY and subscribe to the same under
|
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oath, |
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b. |
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produce for
the COMPANY'S examination all pertinent records, and |
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c. |
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cooperate
with the COMPANY in all matters pertaining to the loss.
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The ASSURED
shall execute all papers and render assistance to secure to
the |
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COMPANY the
rights and causes of action provided for under this Bond. The
|
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ASSURED
shall do nothing after loss to prejudice such rights or causes of
action. |
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Termination |
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13. |
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If the Bond
is for a sole ASSURED, it shall not be terminated unless written
notice |
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|
shall have
been given by the acting party to the affected party and to
the |
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Securities
and Exchange Commission, Washington, D.C., not less than sixty
(60) |
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|
days prior
to the effective date of such termination. |
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If the Bond
is for a joint ASSURED, it shall not be terminated unless written
notice |
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|
shall have
been given by the acting party to the affected party, and by
the |
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COMPANY to
all ASSURED Investment Companies and to the
Securities and |
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Exchange
Commission, Washington, D.C., not less than sixty (60) days prior
to |
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the
effective date of such termination. |
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This Bond
will terminate as to any one ASSURED, other than an Investment |
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Company: |
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a. |
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immediately
on the taking over of such ASSURED by a receiver or other
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liquidator
or by State or Federal officials, or |
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b. |
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immediately
on the filing of a petition under any State or Federal
statute |
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relative to
bankruptcy or reorganization of the ASSURED, or assignment
for |
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the benefit
of creditors of the ASSURED, or |
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c. |
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immediately
upon such ASSURED ceasing to exist, whether through merger
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into
another entity, disposition of all of its assets or
otherwise. |
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The COMPANY
shall refund the unearned premium computed at short rates in
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accordance
with the standard short rate cancellation tables if terminated by
the |
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ASSURED or
pro rata if terminated for any other reason.
|
ICAP Bond (5-98) Form
17-02-1421 (Ed. 5-98) Page 17 of 19 |
Conditions
And |
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|
|
|
Limitations
|
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Termination |
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If any
partner, director, trustee, or officer or supervisory employee of
an |
(continued) |
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ASSURED not
acting in collusion with an Employee learns of
any dishonest act |
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committed
by such Employee at any
time, whether in the employment of the |
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ASSURED or
otherwise, whether or not such act is of the type covered under
this |
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|
Bond, and
whether against the ASSURED or any other person or entity,
the |
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ASSURED: |
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a. |
|
shall
immediately remove such Employee from a
position that would enable |
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such
Employee to cause
the ASSURED to suffer a loss covered by this |
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Bond;
and |
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b. |
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within
forty-eight (48) hours of learning that an Employee has
committed |
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any
dishonest act, shall notify the COMPANY, of such action and provide
full |
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particulars
of such dishonest act. |
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The COMPANY
may terminate coverage as respects any Employee sixty
(60) |
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|
days after
written notice is received by each ASSURED Investment Company |
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and the
Securities and Exchange Commission, Washington, D.C. of its desire
to |
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|
terminate
this Bond as to such Employee. |
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Other Insurance |
|
14. |
|
Coverage
under this Bond shall apply only as excess over any valid and
collectible |
|
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insurance,
indemnity or suretyship obtained by or on behalf of: |
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a. |
|
the
ASSURED, |
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b. |
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a
Transportation Company,
or |
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c. |
|
another
entity on whose premises the loss occurred or which employed
the |
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person
causing the loss or engaged the messenger conveying the Property |
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involved. |
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Conformity |
|
15. |
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If any
limitation within this Bond is prohibited by any law controlling this
Bond's |
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|
|
construction, such limitation shall be deemed to be amended so as
to equal the |
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|
|
minimum
period of limitation provided by such law. |
|
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Change or Modification |
|
16. |
|
This Bond
or any instrument amending or affecting this Bond may not be
changed |
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|
or modified
orally. No change in or modification of this Bond shall be
effective |
|
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except when
made by written endorsement to this Bond signed by an
authorized |
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|
representative of the COMPANY. |
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|
If this
Bond is for a sole ASSURED, no change or modification which
would |
|
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|
adversely
affect the rights of the ASSURED shall be effective prior to sixty
(60) |
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|
|
days after
written notice has been furnished to the Securities and
Exchange |
|
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|
Commission,
Washington, D.C., by the acting party.
|
|
ICAP Bond (5-98) Form
17-02-1421 (Ed. 5-98) Page 18 of 19 |
Conditions
And |
|
|
Limitations
|
|
|
|
Change or Modification |
|
If this
Bond is for a joint ASSURED, no charge or modification which
would |
(continued) |
|
adversely
affect the rights of the ASSURED shall be effective prior to sixty
(60) |
|
|
days after
written notice has been furnished to all insured Investment Companies |
|
|
and to the
Securities and Exchange Commission, Washington, D.C., by the
|
|
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COMPANY. |
ICAP Bond (5-98) Form
17-02-1421 (Ed. 5-98) Page 19 of 19 |
The SEC
Requires Proof of Your Fidelity Insurance Policy
Your company is now required to file an electronic copy of your fidelity
insurance coverage (Chubb’s ICAP Bond policy) to the Securities and Exchange
Commission (SEC), according to rules adopted by the SEC on June 12,
2006.
Chubb is in the process of providing your agent/broker with an electronic
copy of your insurance policy as well as instructions on how to submit this
proof of fidelity insurance coverage to the SEC. You can expect to receive this
information from your agent/broker shortly.
The electronic copy of your policy is provided by Chubb solely as a
convenience and does not affect the terms and conditions of coverage as set
forth in the paper policy you receive by mail. The terms and conditions of the
policy mailed to you, which are the same as those set forth in the electronic
copy, constitute the entire agreement between your company and
Chubb.
If you have any questions, please contact your agent or
broker.
Form 14-02-12160 (ed. 7/2006)
IMPORTANT NOTICE TO POLICYHOLDERS |
|
|
|
All of the
members of the Chubb Group of Insurance companies doing business in the
United |
States
(hereinafter “Chubb”) distribute their products through licensed insurance
brokers and agents |
(“producers”). Detailed information regarding the types of
compensation paid by Chubb to producers on |
US
insurance transactions is available under the Producer Compensation link
located at the bottom of the |
page at
www.chubb.com, or by calling 1-866-588-9478. Additional information may be
available from your |
producer. |
|
Thank you
for choosing Chubb. |
10-02-1295 (ed. 5/2007)
|
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|
|
ENDORSEMENT/RIDER |
|
Effective
date of |
|
|
|
|
this
endorsement/rider: July 31,
2008 |
|
VIGILANT INSURANCE COMPANY |
|
|
|
Endorsement/Rider No. |
|
1 |
|
|
|
To be
attached to and |
|
|
|
|
form a part
of Bond No. |
|
81392052 |
|
Issued to:
JAPAN SMALLER CAPITALIZATION FUND, INC. |
|
|
KOREA
EQUITY FUND, INC. |
|
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|
|
AMEND
DEFINITION OF EMPLOYEE ENDORSEMENT |
|
In
consideration of the premium charged, it is agreed that the term
Employee, as
defined in Section 1., |
Definitions, of the Conditions and Limitations of this Bond is
amended by deleting paragraph (9) and replacing |
it with the
following: |
|
|
|
|
(9) any
partner, officer or employee of an investment adviser, an underwriter
(distributor), a transfer |
agent or
shareholder accounting recordkeeper, or an administrator, sub-advisor or
sub- |
administrator, for an Investment Company, including
any partner, officer or employee of Nomura |
Securities
International, Inc. who is an officer of the ASSURED, while performing
acts coming |
within the
scope of the customary and usual duties of a partner, officer or employee
of an |
Investment Company or acting
as a member of any committee duly elected or appointed to
|
examine,
audit or have custody of or access to Property of an
Investment Company. |
|
|
|
|
The title
and any headings in this endorsement/rider are solely for convenience and
form no part of the terms |
and
conditions of coverage. |
|
|
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|
|
All other
terms, conditions and limitations of this Bond shall remain
unchanged. |
Q07-1991 (08/2007) Page 1
|
|
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|
VIGILANT INSURANCE COMPANY |
|
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|
|
Endorsement
No.: 2 |
|
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|
Bond
Number: |
|
81392052 |
|
NAME OF
ASSURED: JAPAN
SMALLER CAPITALIZATION FUND, INC. |
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|
KOREA
EQUITY FUND, INC. |
|
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|
|
NEW
YORK AMENDATORY ENDORSEMENT |
|
It is
agreed that this Bond is amended as follows: |
|
|
|
1. |
|
By adding
to Section 13, Termination, the following: |
|
|
|
|
|
Bonds In
Effect Sixty (60) Days Or Less |
|
|
|
|
|
If this
Bond has been in effect for less than sixty (60) days and if it is not a
renewal Bond, the |
|
|
COMPANY may
terminate it for any reason by mailing or delivering to the ASSURED and to
the |
|
|
authorized
agent or broker, if any, written notice of termination at least sixty (60)
days before the |
|
|
effective
date of termination. |
|
|
|
|
|
Bonds In
Effect More Than Sixty (60) Days |
|
|
|
|
|
If this
Bond has been in effect for sixty (60) days or more, or if it is a renewal
of a Bond issued by the |
|
|
COMPANY, it
may be terminated by the COMPANY by mailing or delivering to the ASSURED
and to |
|
|
the
authorized agent or broker, if any, written notice of termination at least
sixty (60) days before the |
|
|
effective
date of termination. Furthermore, when the Bond is a renewal or has been
in effect for sixty |
|
|
(60) days
or more, the COMPANY may terminate only for one or more of the reasons
stated in 1-7 |
|
|
below. |
|
|
|
|
|
1. |
|
Nonpayment
of premium; |
|
|
|
|
|
2. |
|
Conviction
of a crime arising out of acts increasing the hazard insured
against; |
|
|
|
3. |
|
Discovery
of fraud or material misrepresentation in the obtaining of this Bond or in
the |
|
|
|
|
presentation of a claim thereunder; |
|
|
|
|
|
4. |
|
Violation
of any provision of this Bond that substantially and materially increases
the hazard |
|
|
|
|
insured
against, and which occurred subsequent to inception of the current BOND
PERIOD; |
|
|
|
5. |
|
If
applicable, material physical change in the property insured, occurring
after issuance or last |
|
|
|
|
annual
renewal anniversary date of this Bond, which results in the property
becoming uninsurable |
|
|
|
|
in
accordance with the COMPANY's objective, uniformly applied underwriting
standards in effect |
|
|
|
|
at the time
this Bond was issued or last renewed; or material change in the nature or
extent of |
|
|
|
|
this Bond
occurring after issuance or last annual renewal anniversary date of this
Bond, which |
|
|
|
|
causes the
risk of loss to be substantially and materially increased beyond that
contemplated at |
|
|
|
|
the time
this Bond was issued or last renewed; |
|
|
ICAP Bond - New York Form
17-02-2863 (Rev. 7-03) Page 1 |
|
|
6. |
|
A
determination by the Superintendent of Insurance that continuation of the
present premium |
|
|
|
|
volume of
the COMPANY would jeopardize the COMPANY's policyholders, creditors or
the |
|
|
|
|
public, or
continuing the Bond itself would place the COMPANY in violation of any
provision of the |
|
|
|
|
New York
Insurance Code; or |
|
|
7. |
|
Where the
COMPANY has reason to believe, in good faith and with sufficient cause,
that there is |
|
|
|
|
a probable
risk or danger that the Property will be
destroyed by the ASSURED for the purpose of |
|
|
|
|
collecting
the insurance proceeds. |
|
|
Notice Of
Termination |
|
|
Notice of
termination under this SECTION shall be mailed to the ASSURED and to the
authorized |
|
|
agent or
broker, if any, at the address shown on the DECLARATIONS of this Bond. The
COMPANY, |
|
|
however,
may deliver any notice instead of mailing it. |
|
|
Return
Premium Calculations |
|
|
The COMPANY
shall refund the unearned premium computed pro rata if this Bond is
terminated by the |
|
|
COMPANY." |
2. |
|
By adding a
new Section reading as follows: |
|
|
"Section
17. Election
To Conditionally Renew / Nonrenew This Bond |
|
|
Conditional
Renewal |
|
|
If the
COMPANY conditionally renews this Bond subject to: |
|
|
1. |
|
Change of
limits of liability; |
|
|
2. |
|
Change in
type of coverage; |
|
|
3. |
|
Reduction
of coverage; |
|
|
4. |
|
Increased
deductible; |
|
|
5. |
|
Addition of
exclusion; or |
|
|
6. |
|
Increased
premiums in excess of 10%, exclusive of any premium increase due to
and |
|
|
|
|
commensurate with insured value added; or as a result of experience
rating, retrospective rating |
|
|
|
|
or audit;
the COMPANY shall send notice as provided in Notices Of Nonrenewal And
Conditional |
|
|
|
|
Renewal
immediately below. |
|
|
Notices Of
Nonrenewal And Conditional Renewal |
|
|
1. |
|
If the
COMPANY elects not to renew this Bond, or to conditionally renew this Bond
as provided |
|
|
|
|
herein, the
COMPANY shall mail or deliver written notice to the ASSURED at least sixty
(60) but |
|
|
|
|
not more
than one hundred twenty (120) days before: |
|
|
|
|
a. |
|
The
expiration date; or |
|
|
|
|
b. |
|
The
anniversary date if this Bond has been written for a term of more than one
year. |
|
ICAP Bond - New York Form
17-02-2863 (Rev. 7-03) Page 2 |
|
|
2. |
|
Notice
shall be mailed or delivered to the ASSURED at the address shown on
the |
|
|
|
|
DECLARATIONS of this Bond and the authorized agent or broker, if
any. If notice is mailed, |
|
|
|
|
proof of
mailing shall be sufficient proof of notice. |
|
|
|
3. |
|
Paragraphs
1. and 2. immediately above shall not apply when the ASSURED, authorized
agent |
|
|
|
|
or broker,
or another insurer has mailed or delivered written notice to the COMPANY
that the |
|
|
|
|
Bond has
been replaced or is no longer desired. |
|
3. |
|
By adding
to General Agreement B., Representations Made By Assured, the
following: |
|
|
|
No
misrepresentation shall be deemed material unless knowledge by the COMPANY
would have lead |
|
|
to the
COMPANY'S refusal to write this Bond. |
|
|
|
|
This
Endorsement applies to loss discovered after 12:01 a.m. on July 31,
2008. |
|
|
|
|
ALL OTHER
TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.
|
Date: September 2, 2008
ICAP Bond - New York Form
17-02-2863 (Rev. 7-03) Page 3 |
|
|
|
|
|
|
ENDORSEMENT/RIDER |
Effective
date of |
|
|
|
|
this
endorsement/rider: July 31,
2008 |
|
VIGILANT INSURANCE COMPANY |
|
|
|
|
Endorsement/Rider No. |
|
3 |
|
|
|
|
To be
attached to and |
|
|
|
|
|
|
form a part
of Bond No. |
|
81392052 |
Issued to:
JAPAN SMALLER CAPITALIZATION FUND, INC. |
|
|
|
|
KOREA EQUITY FUND, INC. |
|
|
|
|
|
|
DELETING
VALUATION-OTHER PROPERTY AND AMENDING CHANGE OR MODIFICATION
|
|
|
|
|
ENDORSEMENT |
|
|
In
consideration of the premium charged, it is agreed that this Bond is
amended as follows: |
1. |
|
The
paragraph titled Other Property in Section 9, Valuation, is deleted in its
entirety. |
2. |
|
The third
paragraph in Section 16, Change or Modification, is deleted in its
entirety and replaced with |
|
|
the
following: |
|
|
|
|
|
|
If this
Bond is for a joint ASSURED, no change or modification which would
adversely affect the |
|
|
rights of
the ASSURED shall be effective prior to sixty (60) days after written
notice has been |
|
|
furnished
to all insured Investment Companies and the
Securities and Exchange Commission, |
|
|
Washington,
D.C., by the COMPANY. |
|
|
|
|
|
|
The title
and any headings in this endorsement/rider are solely for convenience and
form no part of the |
terms and
conditions of coverage. |
|
|
|
|
All other
terms, conditions and limitations of this Bond shall remain
unchanged. |
|
|
17-02-2437 (12/2006) rev. Page 1 |
Effective
date of |
|
|
|
|
this
endorsement: July 31,
2008 |
|
VIGILANT INSURANCE COMPANY |
|
|
Endorsement
No.: 4 |
|
|
To be
attached to and form a part of Bond |
|
|
Number: |
|
81392052 |
|
Issued to:
JAPAN SMALLER CAPITALIZATION FUND, INC. |
KOREA
EQUITY FUND, INC. |
|
|
|
|
COMPLIANCE WITH APPLICABLE TRADE SANCTION LAWS
RIDER |
It is
agreed that this insurance does not apply to the extent that trade or
economic sanctions or other laws |
or
regulations prohibit the coverage provided by this insurance.
|
|
|
|
|
ALL OTHER
TERMS AND CONDITIONS OF THIS BOND
REMAIN UNCHANGED. |
Date: September 2, 2008
Form 14-02-9228 (Ed. 4/2004)
POLICYHOLDER
DISCLOSURE NOTICE
OF
TERRORISM INSURANCE
COVERAGE
(for policies with no terrorism
exclusion or sublimit)
You are hereby
notified that, under the Terrorism Risk Insurance Act (the
“Act”) effective December
26, 2007, this policy makes available to you insurance for losses arising
out of certain acts of terrorism. Terrorism is defined as any
act certified by the Secretary of the Treasury, in concurrence with
the Secretary of State and the
Attorney General of the United States, to be an act of terrorism; to be a
violent act or an act
that is dangerous to human life, property or infrastructure; to have resulted
in damage
within the United States, or outside the United States in the case of an air
carrier or
vessel or the premises of a United States Mission; and to have been committed by
an individual
or individuals as part of an
effort to coerce the civilian population of the United States or to influence
the policy or
affect the conduct of the United States Government by coercion.
You should know
that the insurance provided by your policy for losses caused by acts of terrorism
is partially reimbursed by the United States under the formula set forth in the
Act. Under this formula, the United States pays 85% of covered terrorism losses
that exceed the statutorily established deductible to be paid by the insurance
company providing the coverage.
However, if
aggregate insured losses attributable to terrorist acts certified under the Act
exceed $100 billion in a Program Year (January 1 through December 31), the
Treasury shall not make any payment for any portion of the amount of such losses
that exceeds $100 billion.
10-02-1281 (Ed.
1/2003)
If
aggregate insured losses attributable to terrorist acts certified under the Act
exceed $100 billion in a Program Year (January 1 through December 31) and we
have met our insurer deductible under the Act, we shall not be liable for the
payment of any portion of the amount of such losses that exceeds $100 billion,
and in such case insured losses up to that amount are subject to pro rata
allocation in accordance with procedures established by the Secretary of the
Treasury.
The portion of your
policy’s annual premium that is attributable to insurance for such acts of
terrorism is $-0-.
If
you have any questions about this notice, please contact your agent or
broker.
10-02-1281 (Ed.
1/2003)
Form 10-02-1281
(Ed. 1/2003)
JAPAN SMALLER CAPITALIZATION
FUND, INC.
SECRETARY’S
CERTIFICATE
I, Neil A. Daniele, in my capacity as
Secretary of Japan Smaller Capitalization Fund, Inc., (the “Fund”) a Maryland
corporation registered under the Investment Company Act of 1940, as amended (the
“1940 Act”), as a closed-end management investment company, hereby certify
that:
1. Attached
hereto as Exhibit
A is a true, correct and complete copy of resolutions of the Board (the
“Resolutions”) adopted by the Board of Directors of the Fund at a special
meeting held on July 30, 2008 (the “Special Meeting”) relating to: (a) approval
of the terms and amount of joint insured fidelity bond to be obtained from
Vigilant Insurance Company of the Chubb Group of Insurance Companies (the
“Bond”); (b) authorization for the payment of premiums with respect to the Bond;
(c) approval of the amount of coverage for the Fund under the Bond; (d) approval
for another year of the Joint Fidelity Bond Agreement, dated July 31, 2007,
between the Fund and Korea Equity Fund, Inc. (“KEF”) (the “Joint Fidelity Bond
Agreement”); and (e) such other authorizations, directions and designations
deemed necessary to carry out the foregoing.
2. In
each case, the Resolutions were duly adopted at a duly called meeting of the
Board of Directors of the Fund, at which a quorum of the independent directors
of the Board was present and acting throughout. The Resolutions
constitute all resolutions and actions of the Board relating to the foregoing
matters, and such Resolutions have not been amended, modified, annulled or
revoked, and are in full force and effect as of the date hereof.
3. According
to the insurance underwriter, the premium paid under the Joint Fidelity Bond
Agreement by the Fund would be $5,236.00 had KEF not been named as an insured
under the joint insured fidelity bond.
4. The
premium paid by the Fund ($4,399.73) is for the period July 31, 2008 through
July 31, 2009.
5. Attached
hereto as Exhibit
B is a true, correct and complete copy of the Joint Fidelity Bond
Agreement between the Fund and KEF. The Fund was formerly known as the Japan OTC
Equity Fund, Inc.
IN
WITNESS WHEREOF, I have hereunto set my hand as of this 10th day of
November, 2008.
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/s/ Neil A.
Daniele
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Neil A.
Daniele |
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Secretary |
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EXHIBIT
A
JAPAN
SMALLER CAPITALIZATION FUND, INC. (the “Japan Fund”)
KOREA
EQUITY FUND, INC. (the “Korea Fund”)
(Collectively,
the “Funds”)
Special
Meeting of the Boards of Directors
July 30,
2008
RESOLVED,
that the terms and amount of joint insured fidelity bond to be obtained from
Vigilant Insurance Company of the Chubb Group of Insurance Companies in the
aggregate amount of $1,125,000 covering the Funds, be, and they hereby are
approved;
FURTHER
RESOLVED, that the proper officers of the Funds be, and they hereby are,
authorized to cause the Japan Fund to pay 53.3 percent of the total premium
payable with respect to such bond and the Korea Fund to pay the remaining 46.7
per cent of such premium payable with respect to such bond;
FURTHER
RESOLVED, that the amount of the fidelity bond coverage be, and it hereby is,
approved after consideration of all factors deemed relevant by the Board,
including, but not limited to, the other parties named as insureds, the nature
of the business activities of such other parties, the amount of the joint
insured bond, the amount of the premium for such bond, the value of the assets
of each Fund, the type and terms of the arrangement made for custody of each
Fund’s assets, and the nature of the securities in each Fund’s
portfolio;
FURTHER
RESOLVED, that the form of Joint Fidelity Bond Agreement between each Fund and
the other named joint insureds utilized with respect to the current year is
approved for another year;
FURTHER
RESOLVED, that the proper officers of the Funds be, and they hereby are,
authorized and directed to take such action as they deem necessary and
appropriate with respect to obtaining additional fidelity bond coverage pursuant
to Rule 17g-1 under the Investment Company Act of 1940, as amended (the “1940
Act”); and
FURTHER
RESOLVED, that the Secretary be, and he hereby is, designated as the officer
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.
FIDELITY BOND
AGREEMENT
AGREEMENT
made as of July 31, 2007, by and among JAPAN SMALLER CAPITALIZATION FUND, INC.,
and KOREA EQUITY FUND, INC. each of which is a Maryland
corporation.
WITNESSETH
WHEREAS,
the above-named registered investment companies (the "Funds") are joint named
insureds under a bond issued by the Vigilant Insurance Company of the Chubb
Group of Insurance Companies (the "Bond");
WHEREAS,
Rule 17g-1 under the Investment Company Act of 1940 requires that each
registered investment company named as an insured on a joint insured bond enter
into an agreement with the other named insureds containing certain provisions
regarding the respective shares to be received by said insured in the event
recovery is received under the joint insured bond as a result of a loss
sustained by them;
NOW,
THEREFORE, the parties hereto, in consideration of the premises and the mutual
covenants contained herein, hereby agree as follows:
1. Joint Insured Bond. The
Funds shall maintain in effect a joint fidelity insurance bond from one or more
reputable fidelity insurance companies which shall be authorized to do business
in the place where the bond is issued, insuring the Funds against larceny and
embezzlement and covering such of their officers and employees who may, singly
or jointly with others, have access, directly or indirectly, to their securities
or funds. The Bond shall name each party as an insured and shall
comply with the requirements of such bonds established by Rule
17g-1.
2. Allocation of Premium. Each
party hereto shall pay a percentage of the total premium of the Bond which
equals the portion of the aggregate amount of coverage allocated to such
party.
3. Allocation of Proceeds.
a) If
one or more parties sustain a single loss for which recovery is received under
the Bond, each party shall receive that portion of the recovery which is
sufficient in amount to indemnify that party in full for the loss sustained by
it, unless the recovery is inadequate to fully indemnify all parties sustaining
a single loss.
(b) If
the recovery is inadequate to indemnify fully all parties sustaining a single
loss, the recovery shall be allocated among the parties as follows:
(i) Each
party sustaining a loss shall be allocated an amount equal to the lesser of its
actual loss or the minimum amount of the fidelity bond coverage which would be
required to be maintained by such party under a single insured bond (determined
as of the time of the loss in accordance with the provisions of Rule 17g-1);
and
(ii) The
remaining portion of the recovery (if any) shall be allocated to each party
sustaining a loss not fully indemnified by the allocation under subparagraph (i)
in the same proportion as the portion of each party's loss which is not fully
indemnified bears to the sum of the unindemnified losses of all
parties. If such allocation would result in any party's receiving a
portion of the recovery in excess of the loss actually sustained by it, the
aggregate of such excess portion shall be reallocated to the other parties whose
losses would not be fully indemnified as a result of the foregoing
allocation.
4. Claims and Settlements. Each
party shall, within ten days after the making of any claim under the Bond,
provide the other parties with written notice of the amount and nature of such
claim. Each party shall, within ten days after the receipt thereof,
provide the other parties with written notice of the terms of settlement of any
claim made under the Bond by such party.
5. Modification and Withdrawal. Each
party hereby consents to additional investment companies advised by Nomura Asset
Management U.S.A. Inc. being named as a joint insured under the Bond and this
Agreement. If pursuant to Rule 17g-1, any party shall determine that
the coverage described herein should otherwise be modified, it shall so notify
the other parties hereto, indicating the nature of the modification which it
believes to be appropriate. This Agreement shall be so modified with
the written consent of a majority of the parties. Any party may
withdraw from this Agreement at any time and cease to be a party hereto (except
with respect to losses occurring prior to such withdrawal) by giving not less
than thirty days' prior written notice to the other parties of such
withdrawal. Upon withdrawal, such party shall cease to be a named
insured on the Bond and shall be entitled to receive any premium rebated by the
fidelity company with respect to such withdrawal.
6. Governing Law. This
Agreement shall be construed in accordance with the laws of the State of New
York.
7. No Assignment. This
Agreement is not assignable.
8. Notices. All
Notices and other communications hereunder shall be in writing and shall be
addressed to the appropriate party at Two World Financial Center, Building B,
New York, New York 10281.
IN
WITNESS WHEREOF, each of the parties hereto has duly executed this Agreement as
of the day and year first above written.
JAPAN SMALLER CAPITALIZATION FUND,
INC.
By
/s/ Rita
Chopra-Brathwaite
Treasurer
KOREA EQUITY FUND,
INC.
By
/s/ Rita
Chopra-Brathwaite
Treasurer