Item
2.
|
Bond
Period: from 12:01 a.m. on
|
December
15, 2009
|
,
to 12:01 a.m. on
|
December
15, 2010
|
,
or
|
Item
3.
|
Limit
of Liability--
|
||||||
Subject
to Sections 9, 10 and 12 hereof:
|
|||||||
LIMIT
OF LIABILITY
|
DEDUCTIBLE
AMOUNT
|
||||||
Insuring
Agreement A-
|
FIDELITY
|
$6,000,000
|
$100,000
|
||||
Insuring
Agreement B-
|
AUDIT
EXPENSE
|
$50,000
|
$10,000
|
||||
Insuring
Agreement C-
|
ON
PREMISES
|
$6,000,000
|
$100,000
|
||||
Insuring
Agreement D-
|
IN
TRANSIT
|
$6,000,000
|
$100,000
|
||||
Insuring
Agreement E-
|
FORGERY
OR ALTERATION
|
$6,000,000
|
$100,000
|
||||
Insuring
Agreement F-
|
SECURITIES
|
$6,000,000
|
$100,000
|
||||
Insuring
Agreement G-
|
COUNTERFEIT
CURRENCY
|
$6,000,000
|
$100,000
|
||||
Insuring
Agreement H-
|
UNCOLLECTIBLE
ITEMS OF DEPOSIT
|
$25,000
|
$5,000
|
||||
Insuring
Agreement I-
|
PHONE/ELECTRONIC
TRANSACTIONS
|
$6,000,000
|
$100,000
|
||||
If
"Not Covered" is inserted opposite any Insuring Agreement above, such
Insuring Agreement
|
|||||||
and
any reference thereto shall be deemed to be deleted from this
Bond.
|
|||||||
Insuring
Agreement J-
|
COMPUTER
SECURITY
|
$6,000,000
|
$100,000
|
Item 4.
|
Offices
or Premises Covered--All the Insured's offices or other premises in
existence at the time this Bond becomes effective are covered under this
Bond, except the offices or other premises excluded by
Rider. Offices or other premises acquired or established after
the effective date of this Bond are covered subject to the terms of
General Agreement A.
|
Item 5.
|
The
liability of ICI Mutual Insurance Company (the "Underwriter")
is subject to the terms of the following Riders attached
hereto:
|
|
and
of all Riders applicable to this Bond issued during the Bond
Period.
|
Bond
(1/09)
|
E.
|
FORGERY
OR ALTERATION
|
F.
|
SECURITIES
|
|
(1)
|
uncollectible
Items of Deposit of a Fund’s customer, shareholder or subscriber credited
by the Insured or its agent to such person’s Fund account,
or
|
|
(2)
|
any
Item of Deposit processed through an automated clearing house which is
reversed by a Fund’s customer, shareholder or subscriber and is deemed
uncollectible by the Insured;
|
I.
|
PHONE/ELECTRONIC
TRANSACTIONS
|
|
(1)
|
is
transmitted to the Insured or its agents by voice over the telephone or by
Electronic Transmission; and
|
|
(2)
|
is
made by an individual purporting to be a Fund shareholder or subscriber or
an authorized agent of a Fund shareholder or subscriber;
and
|
|
(3)
|
is
unauthorized or fraudulent and is made with the manifest intent to
deceive;
|
|
(1)
|
the
failure to pay for shares attempted to be purchased;
or
|
|
(2)
|
any
redemption of Investment Company shares which had been improperly credited
to a shareholder’s account where such shareholder (a) did not cause,
directly or indirectly, such shares to be credited to such account, and
(b) directly or indirectly received any proceeds or other benefit from
such redemption; or
|
|
(3)
|
any
redemption of shares issued by an Investment Company where the proceeds of
such redemption were requested to be paid or made payable to other than
(a) the Shareholder of Record, or (b) any other person or bank account
designated to receive redemption proceeds (i) in the initial account
application, or (ii) in writing (not to include Electronic Transmission)
accompanied by a signature guarantee;
or
|
|
(4)
|
any
redemption of shares issued by an Investment Company where the proceeds of
such redemption were requested to be sent to other than any address for
such account which was designated (a) in the initial account application,
or (b) in writing (not to include Electronic Transmission), where such
writing is received at least one (1) day prior to such redemption request,
or (c) by voice over the telephone or by Electronic Transmission at least
fifteen (15) days prior to such redemption;
or
|
|
(5)
|
the
intentional failure to adhere to one or more Phone/Electronic Transaction
Security Procedures; or
|
|
(6)
|
a
Phone/Electronic Transaction request transmitted by electronic mail or
transmitted by any method not subject to the Phone/Electronic Transaction
Security Procedures; or
|
|
(7)
the failure or circumvention of any physical or electronic protection
device, including any firewall, that imposes restrictions on the flow of
electronic traffic in or out of any Computer
System.
|
A.
|
ADDITIONAL
OFFICES OR EMPLOYEES--CONSOLIDATION OR
MERGER--NOTICE
|
|
1.
|
Except
as provided in paragraph 2 below, this Bond shall apply to any additional
office(s) established by the Insured during the Bond Period and to all
Employees during the Bond Period, without the need to give notice thereof
or pay additional premiums to the Underwriter for the Bond
Period.
|
|
2.
|
If
during the Bond Period an Insured Investment Company shall merge or
consolidate with an institution in which such Insured is the surviving
entity, or purchase substantially all the assets or capital stock of
another institution, or acquire or create a separate investment portfolio,
and shall within sixty (60) days notify the Underwriter thereof, then this
Bond shall automatically apply to the Property and Employees resulting
from such merger, consolidation, acquisition or creation from the date
thereof; provided, that the Underwriter may make such coverage contingent
upon the payment of an additional
premium.
|
|
1.
|
an
Employee admits to having committed or is adjudicated to have committed a
Dishonest or Fraudulent Act or Theft which caused the loss;
or
|
|
2.
|
in
the absence of such an admission or adjudication, an arbitrator or
arbitrators acceptable to the Insured and the Underwriter concludes, after
a review of an agreed statement of facts, that an Employee has committed a
Dishonest or Fraudulent Act or Theft which caused the
loss.
|
D.
|
INTERPRETATION
|
|
The
following terms used in this Bond shall have the meanings stated in this
Section:
|
A.
|
“Alteration” means the
marking, changing or altering in a material way of the terms, meaning or
legal effect of a document with the intent to
deceive.
|
B.
|
“Application” means the
Insured’s application (and any attachments and materials submitted
in connection therewith) furnished to the Underwriter for this
Bond.
|
C.
|
“Computer System” means
(1) computers with related peripheral components, including storage
components, (2) systems and applications software, (3) terminal devices,
(4) related communications networks or customer communication systems, and
(5) related electronic funds transfer systems; by which data or monies are
electronically collected, transmitted, processed, stored or
retrieved.
|
D.
|
“Counterfeit” means,
with respect to any item, one which is false but is intended to deceive
and to be taken for the original authentic
item.
|
E.
|
“Deductible Amount”
means, with respect to any Insuring Agreement, the amount set forth under
the heading “Deductible Amount” in Item 3 of the Declarations or in any
Rider for such Insuring Agreement, applicable to each Single Loss covered
by such Insuring Agreement.
|
F.
|
“Depository” means any
“securities depository” (other than any foreign securities depository) in
which an Investment Company may deposit its Securities in accordance with
Rule 17f-4 under the Investment Company Act of
1940.
|
G.
|
“Dishonest or Fraudulent
Act” means any dishonest or fraudulent act, including “larceny and
embezzlement” as defined in Section 37 of the Investment Company Act of
1940, committed with the conscious manifest intent (1) to cause the
Insured to sustain a loss and (2) to obtain financial benefit for the
perpetrator or any other person (other than salaries, commissions, fees,
bonuses, awards, profit sharing, pensions or other employee benefits). A
Dishonest or Fraudulent Act does not mean or include a reckless act, a
negligent act, or a grossly negligent
act.
|
H.
|
“Electronic
Transmission” means any transmission effected by electronic means,
including but not limited to a transmission effected by telephone tones,
Telefacsimile, wireless device, or over the
Internet.
|
I.
|
“Employee”
means:
|
|
(1)
|
each
officer, director, trustee, partner or employee of the Insured,
and
|
|
(2)
|
each
officer, director, trustee, partner or employee of any predecessor of the
Insured whose principal assets are acquired by the Insured by
consolidation or merger with, or purchase of assets or capital
stock of, such predecessor, and
|
|
(3)
|
each
attorney performing legal services for the Insured and each employee of
such attorney or of the law firm of such attorney while performing
services for the Insured, and
|
|
(4)
|
each
student who is an authorized intern of the Insured, while in any of the
Insured’s offices, and
|
|
(5)
|
each
officer, director, trustee, partner or employee
of
|
|
(a) an
investment adviser,
|
|
(b) an
underwriter (distributor),
|
|
(c) a
transfer agent or shareholder accounting recordkeeper,
or
|
|
(d)
an administrator authorized by written agreement to keep financial and/or
other
required records,
|
|
(6)
|
each
individual assigned, by contract or by any agency furnishing temporary
personnel, in either case on a contingent or part-time basis, to perform
the usual duties of an employee in any office of the Insured,
and
|
|
(7)
|
each
individual assigned to perform the usual duties of an employee or officer
of any entity authorized by written agreement with the Insured to perform
services as electronic data processor of checks or other accounting
records of the Insured, but excluding a processor which acts as transfer
agent or in any other agency capacity for the Insured in issuing checks,
drafts or securities, unless included under subsection (5) hereof,
and
|
|
(8)
|
each
officer, partner or employee of
|
|
(a)
|
any
Depository or Exchange,
|
|
(b)
|
any
nominee in whose name is registered any Security included in the systems
for the central handling of securities established and maintained by any
Depository, and
|
|
(c)
|
any
recognized service company which provides clerks or other personnel to any
Depository or Exchange on a contract
basis,
|
|
(9)
|
in
the case of an Insured which is an “employee benefit plan” (as defined in
Section 3 of the Employee Retirement Income Security Act of 1974
(“ERISA”)) for officers, directors or employees of another Insured
(“In-House Plan”), any “fiduciary” or other “plan official” (within the
meaning of Section 412 of ERISA) of such In-House Plan, provided that such
fiduciary or other plan official is a director, partner, officer, trustee
or employee of an Insured (other than an In-House
Plan).
|
J.
|
“Exchange” means any
national securities exchange registered under the Securities Exchange Act
of 1934.
|
K.
|
“Forgery” means the
physical signing on a document of the name of another person (whether real
or fictitious) with the intent to deceive. A Forgery may be by
means of mechanically reproduced facsimile signatures as well as
handwritten signatures. Forgery does not include the signing of
an individual’s own name, regardless of such individual’s authority,
capacity or purpose.
|
L.
|
“Items of Deposit” means
one or more checks or drafts.
|
M.
|
“Investment Company” or
“Fund” means an
investment company registered under the Investment Company Act of
1940.
|
N.
|
“Limit of Liability”
means, with respect to any Insuring Agreement, the limit of liability of
the Underwriter for any Single Loss covered by such Insuring Agreement as
set forth under the heading “Limit of Liability” in Item 3 of the
Declarations or in any Rider for such Insuring
Agreement.
|
O.
|
“Mysterious
Disappearance” means any disappearance of Property which, after a
reasonable investigation has been conducted, cannot be
explained.
|
P.
|
“Non-Fund” means any
corporation, business trust, partnership, trust or other entity which is
not an Investment Company.
|
Q.
|
“Phone/Electronic Transaction
Security Procedures” means security procedures for
Phone/
|
|
Electronic
Transactions as provided in writing to the
Underwriter.
|
R.
|
“Phone/Electronic
Transaction” means any (1) redemption of shares issued by an
Investment Company, (2) election concerning dividend options available to
Fund shareholders, (3) exchange of shares in a registered account of one
Fund into shares in an identically registered account of another Fund in
the same complex pursuant to exchange privileges of the two Funds, or (4)
purchase of shares issued by an Investment Company, which redemption,
election, exchange or purchase is requested by voice over the telephone or
through an Electronic Transmission.
|
S.
|
“Property” means the
following tangible items: money, postage and revenue stamps,
precious metals, Securities, bills of exchange, acceptances, checks,
drafts, or other written orders or directions to pay sums certain in
money, certificates of deposit, due bills, money orders, letters of
credit, financial futures contracts, conditional sales contracts,
abstracts of title, insurance policies, deeds, mortgages, and assignments
of any of the foregoing, and other valuable papers, including books of
account and other records used by the Insured in the conduct of its
business, and all other instruments similar to or in the nature of the
foregoing (but excluding all data processing records), (1) in which the
Insured has a legally cognizable interest, (2) in which the Insured
acquired or should have acquired such an interest by reason of a
predecessor’s declared financial condition at the time of the Insured’s
consolidation or merger with, or purchase of the principal assets of, such
predecessor or (3) which are held by the Insured for any purpose or in any
capacity.
|
T.
|
“Securities” means
original negotiable or non-negotiable agreements or instruments which
represent an equitable or legal interest, ownership or debt (including
stock certificates, bonds, promissory notes, and assignments thereof),
which are in the ordinary course of business and transferable by physical
delivery with appropriate endorsement or
assignment. “Securities” does not include bills of exchange,
acceptances, certificates of deposit, checks, drafts, or other written
orders or directions to pay sums certain in money, due bills, money
orders, or letters of credit.
|
U.
|
“Security Company” means
an entity which provides or purports to provide the transport of Property
by secure means, including, without limitation, by use of armored vehicles
or guards.
|
V.
|
“Self Regulatory
Organization” means any association of investment advisers or
securities dealers registered under the federal securities laws, or any
Exchange.
|
W.
|
“Shareholder of Record”
means the record owner of shares issued by an Investment Company or, in
the case of joint ownership of such shares, all record owners, as
designated (1) in the initial account application, or (2) in writing
accompanied by a signature guarantee, or (3) pursuant to procedures as set
forth in the Application.
|
X.
|
“Single Loss”
means:
|
|
(1)
|
all
loss resulting from any one actual or attempted Theft committed by one
person, or
|
|
(2)
|
all
loss caused by any one act (other than a Theft or a Dishonest or
Fraudulent Act) committed by one person,
or
|
|
(3)
|
all
loss caused by Dishonest or Fraudulent Acts committed by one person,
or
|
|
(4)
|
all
expenses incurred with respect to any one audit or examination,
or
|
|
(5)
|
all
loss caused by any one occurrence or event other than those specified in
subsections (1) through (4) above.
|
Y.
|
“Telefacsimile” means a
system of transmitting and reproducing fixed graphic material (as, for
example, printing) by means of signals transmitted over telephone lines or
over the Internet.
|
Z.
|
“Theft” means robbery,
burglary or hold-up, occurring with or without violence or the threat
of violence.
|
A.
|
Loss
resulting from (1) riot or civil commotion outside the United States of
America and Canada, or (2) war, revolution, insurrection, action by armed
forces, or usurped power, wherever occurring; except if such loss occurs
while the Property is in transit, is otherwise covered under Insuring
Agreement D, and when such transit was initiated, the Insured or any
person initiating such transit on the Insured’s behalf had no knowledge of
such riot, civil commotion, war, revolution, insurrection, action by armed
forces, or usurped power.
|
B.
|
Loss
in time of peace or war resulting from nuclear fission or fusion or
radioactivity, or biological or chemical agents or hazards, or fire,
smoke, or explosion, or the effects of any of the
foregoing.
|
C.
|
Loss
resulting from any Dishonest or Fraudulent Act committed by any person
while acting in the capacity of a member of the Board of Directors or any
equivalent body of the Insured or of any other
entity.
|
D.
|
Loss
resulting from any nonpayment or other default of any loan or similar
transaction made by the Insured or any of its partners, directors,
officers or employees, whether or not authorized and
whether
|
E.
|
Loss
resulting from any violation by the Insured or by any Employee of any law,
or any rule or regulation pursuant thereto or adopted by a Self Regulatory
Organization, regulating the issuance, purchase or sale of securities,
securities transactions upon security exchanges or over the counter
markets, Investment Companies, or investment advisers, unless such loss,
in the absence of such law, rule or regulation, would be covered under
Insuring Agreement A, E or F.
|
F.
|
Loss
resulting from Property that is the object of Theft, Dishonest or
Fraudulent Act, or Mysterious Disappearance while in the custody of any
Security Company, unless such loss is covered under this Bond and is in
excess of the amount recovered or received by the Insured under (1) the
Insured’s contract with such Security Company, and (2) insurance or
indemnity of any kind carried by such Security Company for the benefit of,
or otherwise available to, users of its service, in which case this Bond
shall cover only such excess, subject to the applicable Limit of Liability
and Deductible Amount.
|
G.
|
Potential
income, including but not limited to interest and dividends, not realized
by the Insured because of a loss covered under this Bond, except when
covered under Insuring Agreement H.
|
H.
|
Loss
in the form of (1) damages of any type for which the Insured is legally
liable, except direct compensatory damages, or (2) taxes, fines, or
penalties, including without limitation two-thirds of treble damage awards
pursuant to judgments under any statute or
regulation.
|
I.
|
Loss
resulting from the surrender of Property away from an office of the
Insured as a result of a threat
|
|
(1)
|
to
do bodily harm to any person, except where the Property is in transit in
the custody of any person acting as messenger as a result of a threat to
do bodily harm to such person, if the Insured had no knowledge of such
threat at the time such transit was initiated,
or
|
|
(2)
|
to
do damage to the premises or Property of the
Insured,
|
|
unless
such loss is otherwise covered under Insuring Agreement
A.
|
J.
|
All
costs, fees and other expenses incurred by the Insured in establishing the
existence of or amount of loss covered under this Bond, except to the
extent certain audit expenses are covered under Insuring Agreement
B.
|
K.
|
Loss
resulting from payments made to or withdrawals from any account, involving
funds erroneously credited to such account, unless such loss is otherwise
covered under Insuring Agreement A.
|
L.
|
Loss
resulting from uncollectible Items of Deposit which are drawn upon a
financial institution outside the United States of America, its
territories and possessions, or
Canada.
|
M.
|
Loss
resulting from the Dishonest or Fraudulent Acts, Theft, or other acts or
omissions of an Employee primarily engaged in the sale of shares issued by
an Investment Company to persons other than (1) a person registered as a
broker under the Securities Exchange Act of 1934 or (2) an “accredited
investor” as defined in Rule 501(a) of Regulation D under the Securities
Act of 1933, which is not an
individual.
|
N.
|
Loss
resulting from the use of credit, debit, charge, access, convenience,
identification, cash management or other cards, whether such cards were
issued or purport to have been issued by the Insured or by anyone else,
unless such loss is otherwise covered under Insuring Agreement
A.
|
O.
|
Loss
resulting from any purchase, redemption or exchange of securities issued
by an Investment Company or other Insured, or any other instruction,
request, acknowledgement, notice or transaction involving securities
issued by an Investment Company or other Insured or the dividends in
respect
|
P.
|
Loss
resulting from any Dishonest or Fraudulent Act or Theft committed by an
Employee as defined in Section 1.I(2), unless such loss (1) could not have
been reasonably discovered by the due diligence of the Insured at or prior
to the time of acquisition by the Insured of the assets acquired from a
predecessor, and (2) arose out of a lawsuit or valid claim brought against
the Insured by a person unaffiliated with the Insured or with any person
affiliated with the Insured.
|
Q.
|
Loss
resulting from the unauthorized entry of data into, or the deletion or
destruction of data in, or the change of data elements or programs within,
any Computer System, unless such loss is otherwise covered under Insuring
Agreement A.
|
|
Assignment
of any rights or claims under this Bond shall not bind the Underwriter
without the Underwriter’s written
consent.
|
|
This
Bond is for the use and benefit only of the Insured and the Underwriter
shall not be liable hereunder to anyone other than the
Insured. As soon as practicable and not more than sixty (60)
days after discovery, the Insured shall give the Underwriter written
notice thereof and, as soon as practicable and within one year after such
discovery, shall also furnish to the Underwriter affirmative proof of loss
with full particulars. The Underwriter may extend the sixty day
notice period or the one year proof of loss period if the Insured requests
an extension and shows good cause
therefor.
|
The
Insured shall not bring legal proceedings against the Underwriter to
recover any loss hereunder prior to sixty (60) days after filing such
proof of loss or subsequent to twenty-four (24) months after the discovery
of such loss or, in the case of a legal proceeding to recover hereunder on
account of any judgment against the Insured in or settlement of any suit
mentioned in General Agreement C or to recover court costs or attorneys’
fees paid in any such suit, twenty-four (24) months after the date of the
final judgment in or settlement of such suit. If any limitation
in this Bond is prohibited by any applicable law, such limitation shall be
deemed to be amended to be equal to the minimum period of limitation
permitted by such law.
|
|
Notice
hereunder shall be given to Manager, Professional Liability Claims, ICI
Mutual Insurance Company, 1401 H St. NW, Washington, DC
20005.
|
|
(1)
|
becomes
aware of facts, or
|
|
(2)
|
receives
notice of an actual or potential claim by a third party which alleges that
the Insured is liable under
circumstances,
|
|
(1)
|
the
value of any Property replaced by the Insured prior to the payment of a
claim therefor shall be the actual market value of such Property at the
time of replacement, but not in excess of the market value of such
Property on the first business day before the discovery of the loss of
such Property;
|
|
(2)
|
the
value of Securities which must be produced to exercise subscription,
conversion, redemption or deposit privileges shall be the market value of
such privileges immediately preceding the expiration thereof if the loss
of such Securities is not discovered until after such expiration, but if
there is no quoted or other ascertainable market price for such Property
or privileges referred to in clauses (1) and (2), their value shall be
fixed by agreement between the parties or by arbitration before an
arbitrator or arbitrators acceptable to the parties;
and
|
|
(3)
|
the
value of books of accounts or other records used by the Insured in the
conduct of its business shall be limited to the actual cost of blank
books, blank pages or other materials if the books or records are
reproduced plus the cost of labor for the transcription or copying of data
furnished by the Insured for
reproduction.
|
|
SECTION
7. LOST SECURITIES
|
|
The
maximum liability of the Underwriter hereunder for lost Securities shall
be the payment for, or replacement of, such Securities having an aggregate
value not to exceed the applicable Limit of Liability. If the
Underwriter shall make payment to the Insured for any loss of Securities,
the Insured shall assign to the Underwriter all of the Insured’s right,
title and interest in and to such Securities. In lieu of such
payment, the Underwriter may, at its option, replace such lost Securities,
and in such case the Insured shall cooperate to effect such
replacement. To effect the replacement of lost Securities, the
Underwriter may issue or arrange for the issuance of a lost instrument
bond. If the value of such Securities does not exceed the
applicable Deductible Amount (at the time of the discovery of the loss),
the Insured will pay the usual premium charged for the lost instrument
bond and will indemnify the issuer of such bond against all loss and
expense that it may sustain because of the issuance of such
bond.
|
If
the value of such Securities exceeds the applicable Deductible Amount (at
the time of discovery of the loss), the Insured will pay a proportion of
the usual premium charged for the lost instrument bond, equal to the
percentage that the applicable Deductible Amount bears to the value of
such Securities upon discovery of the loss, and will indemnify the issuer
of such bond against all loss and expense
that
|
|
SECTION
9. NON-REDUCTION AND NON-ACCUMULATION OF LIABILITY AND TOTAL
LIABILITY
|
SECTION
10.
|
MAXIMUM
LIABILITY OF UNDERWRITER; OTHER BONDS OR
POLICIES
|
The
Underwriter shall not be liable under any Insuring Agreement unless the
amount of the loss covered thereunder, after deducting the net amount of
all reimbursement and/or recovery received by the Insured with respect to
such loss (other than from any other bond, suretyship or insurance policy
or as an
|
|
No
Deductible Amount shall apply to any loss covered under Insuring Agreement
A sustained by any Investment Company named as an
Insured.
|
|
The
Underwriter may terminate this Bond as to any Insured or all Insureds only
by written notice to such Insured or Insureds and, if this Bond is
terminated as to any Investment Company, to each such Investment Company
terminated thereby and to the Securities and Exchange Commission,
Washington, D.C., in all cases not less than sixty (60) days prior to the
effective date of termination specified in such
notice.
|
|
The
Insured may terminate this Bond only by written notice to the Underwriter
not less than sixty (60) days prior to the effective date of the
termination specified in such notice. Notwithstanding the
foregoing, when the Insured terminates this Bond as to any Investment
Company, the effective date of termination shall be not less than sixty
(60) days from the date the Underwriter provides written notice of the
termination to each such Investment Company terminated thereby and to the
Securities and Exchange Commission, Washington,
D.C.
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This
Bond will terminate as to any Insured that is a Non-Fund immediately and
without notice upon (1) the takeover of such Insured’s business by any
State or Federal official or agency, or by any receiver or liquidator, or
(2) the filing of a petition under any State or Federal statute relative
to bankruptcy or reorganization of the Insured, or assignment for the
benefit of creditors of the
Insured.
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Premiums
are earned until the effective date of termination. The
Underwriter shall refund the unearned premium computed at short rates in
accordance with the Underwriter’s standard short rate cancellation tables
if this Bond is terminated by the Insured or pro rata if this Bond is
terminated by the Underwriter.
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Upon
the detection by any Insured that an Employee has committed any Dishonest
or Fraudulent Act(s) or Theft, the Insured shall immediately remove such
Employee from a position that may enable such Employee to cause the
Insured to suffer a loss by any subsequent Dishonest or Fraudulent Act(s)
or Theft. The Insured, within two (2) business days of such
detection, shall notify the Underwriter with full and complete particulars
of the detected Dishonest or Fraudulent Act(s) or
Theft.
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For
purposes of this section, detection occurs when any partner, officer, or
supervisory employee of any Insured, who is not in collusion with such
Employee, becomes aware that the Employee has committed any Dishonest or
Fraudulent Act(s) or Theft.
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This
Bond shall terminate as to any Employee by written notice from the
Underwriter to each Insured and, if such Employee is an Employee of an
Insured Investment Company, to the Securities and Exchange Commission, in
all cases not less than sixty (60) days prior to the effective date of
termination specified in such
notice.
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At
any time prior to the effective date of termination of this Bond as to any
Insured, such Insured may, by written notice to the Underwriter, elect to
purchase the right under this Bond to an additional period of twelve (12)
months within which to discover loss sustained by such Insured prior to
the effective date of such termination and shall pay an additional premium
therefor as the Underwriter may
require.
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Such
additional discovery period shall terminate immediately and without notice
upon the takeover of such Insured’s business by any State or Federal
official or agency, or by any receiver or liquidator. Promptly
after such termination the Underwriter shall refund to the Insured any
unearned premium.
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The
right to purchase such additional discovery period may not be exercised by
any State or Federal official or agency, or by any receiver or liquidator,
acting or appointed to take over the Insured’s
business.
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The
Underwriter shall not be liable for loss in connection with the central
handling of securities within the systems established and maintained by
any Depository (“Systems”), unless the amount of such loss exceeds the
amount recoverable or recovered under any bond or policy or participants’
fund insuring the Depository against such loss (the “Depository’s
Recovery”); in such case the Underwriter shall be liable hereunder only
for the Insured’s share of such excess loss, subject to the applicable
Limit of Liability, the Deductible Amount and the other terms of this
Bond.
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This
Bond does not afford coverage in favor of any Depository or Exchange or
any nominee in whose name is registered any security included within the
Systems.
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A.
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the
total liability of the Underwriter hereunder for each Single Loss shall
not exceed the Limit of Liability which would be applicable if there were
only one named Insured, regardless of the number of Insured entities which
sustain loss as a result of such Single
Loss,
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B.
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the
Insured first named in Item 1 of the Declarations shall be deemed
authorized to make, adjust, and settle, and receive and enforce payment
of, all claims hereunder as the agent of each other Insured for such
purposes and for the giving or receiving of any notice required or
permitted to be given hereunder; provided, that the Underwriter shall
promptly furnish each named Insured Investment Company with (1) a copy of
this Bond and any amendments thereto, (2) a copy of each formal filing of
a claim hereunder by any other Insured, and (3) notification of the terms
of the settlement of each such claim prior to the execution of such
settlement,
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C.
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the
Underwriter shall not be responsible or have any liability for the proper
application by the Insured first named in Item 1 of the Declarations of
any payment made hereunder to the first named
Insured,
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D.
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for
the purposes of Sections 4 and 13, knowledge possessed or discovery made
by any partner, officer or supervisory Employee of any Insured shall
constitute knowledge or discovery by every named
Insured,
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E.
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if
the first named Insured ceases for any reason to be covered under this
Bond, then the Insured next named shall thereafter be considered as the
first named Insured for the purposes of this Bond,
and
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F.
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each
named Insured shall constitute “the Insured” for all purposes of this
Bond.
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A.
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the
names of the transferors and transferees (or the names of the beneficial
owners if the voting securities are registered in another name),
and
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B.
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the
total number of voting securities owned by the transferors and the
transferees (or the beneficial owners), both immediately before and after
the transfer, and
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C.
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the
total number of outstanding voting
securities.
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o
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Disciplined
Equity Fund
|
o
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Mid-Cap
Fund
|
o
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Investors
Fund
|
o
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Balanced
Fund
|
o
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Small/Mid-Cap
Fund
|
o
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Madison
Institutional Equity Option Fund
|
o
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Core
Bond Fund
|
o
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Government
Fund
|
o
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Institutional
Bond Fund
|
o
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Corporate
Income Shares (COINS) Fund
|
o
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Tax-Free
National Fund
|
o
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Virginia
Fund
|
o
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MEMBERS
Cash Reserves Fund
|
o
|
MEMBERS
Bond Fund
|
o
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MEMBERS
Diversified Income Fund
|
o
|
MEMBERS
High Income Fund
|
o
|
MEMBERS
Large Cap Value Fund
|
o
|
MEMBERS
Large Cap Growth Fund
|
o
|
MEMBERS
Mid Cap Value Fund
|
o
|
MEMBERS
Mid Cap Growth Fund
|
o
|
MEMBERS
Small Cap Value Fund
|
o
|
MEMBERS
Small Cap Growth Fund
|
o
|
MEMBERS
International Stock Fund
|
o
|
MEMBERS
Conservative Allocation Fund
|
o
|
MEMBERS
Moderate Allocation Fund
|
o
|
MEMBERS
Aggressive Allocation Fund
|
o
|
USF
Money Market Fund
|
o
|
USF
Large Cap Value Fund
|
o
|
USF
Diversified Income Fund
|
o
|
USF
Bond Class Fund
|
o
|
USF
Large Cap Growth Fund
|
o
|
USF
Global Securities Fund
|
o
|
USF
High Income Fund
|
o
|
USF
Mid Cap Growth Fund
|
o
|
USF
International Fund
|
o
|
USF
Mid Cap Value Fund
|
o
|
USF
Conservative Allocation Fund
|
o
|
USF
Moderate Allocation Fund
|
o
|
USF
Aggressive Allocation Fund
|
o
|
USF
Small Cap Value Fund
|
o
|
USF
Small Cap Growth Fund
|
o
|
USF
Target Retirement 2020 Fund
|
o
|
USF
Target Retirement 2030 Fund
|
o
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USF
Target Retirement 2040 Fund
|
RN1.0-00
(1/02)
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(1)
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services
rendered by a Non-Fund to an Insured Fund, or to shareholders of such Fund
in connection with the issuance, transfer, or redemption of their Fund
shares; or
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(2)
|
Investment
Advisory Services rendered by a Non-Fund to an investment advisory client
of such Non-Fund; or
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(3)
|
in
the case of a Non-Fund substantially all of whose business is rendering
the services described in (1) or (2) above, the general business,
activities or operations of such Non-Fund, excluding (a)
the rendering of services (other than those described in (1) or (2) above)
to any person, or (b) the sale of goods or property of any
kind.
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RN3.1-02
(1/02)
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RN12.0-01
(1/02)
|
(a)
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the
provision of Investment Advisory Services by an Insured to any In-House
Plan; or
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(b)
|
the
provision of Administrative Services by an Insured to any In-House
Plan.
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(1)
|
the
discretionary voting by or on behalf of any Plan of Designated Securities
owned or held by such Plan, unless, in the
case of a vote by or on behalf of the Plan, such vote was pursuant to the
direction of a majority of trustees of such Plan who were not then
Interested Trustees;
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(2)
|
custodial
services for the safekeeping and custody of securities or other
property;
|
(3)
|
liability
of an Insured arising from its status as the employer of employees covered
by a Plan (including liability arising from the Insured’s failure to
collect contributions or to pay benefits);
or
|
(1)
|
“Administrative
Services” shall mean administrative services, including, without
limitation, voting securities which are Plan assets, causing Plan assets
to be invested as directed in accordance with the Plan, and maintaining
records and preparing reports with respect to Plan contributions,
participant accounts and
investments.
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(2)
|
“Affiliated
Entity” means any entity controlling, controlled by, or under common
control with an Insured.
|
(3)
|
"Designated
Securities" means securities issued by an Insured, or by any Affiliated
Entity, or by any Fund to which such Insured or any Affiliated Entity
provides any services.
|
(4)
|
"Interested
Trustee" means any trustee of a Plan who is also (a) an officer, director,
trustee, partner or employee of, or who owns, controls, or holds power to
vote 5% or more of the outstanding voting securities of, (i) any Insured
(other than such Plan), or (ii) any Affiliated Entity, or (iii) any Fund
to which such Insured or any Affiliated Entity provides any services, or
(b) an Insured or an Affiliated
Entity.
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(5)
|
"Investment
Advisory Services" means (a) advice with respect to the desirability of
investing in, purchasing or selling securities or other property,
including the power to determine what securities or other property shall
be purchased or sold, but not including
furnishing only
statistical and other factual information (such as economic factors and
trends); and (b) the provision of financial, economic or investment
management services, but only if ancillary and related to the advice
referred to in clause (a) above.
|
(6)
|
“Plan”
means any retirement or employee benefit plan, including any trust
relating thereto.
|
(7)
|
“In-House
Plan” means any Plan for employees of an Insured, or for any Affiliated
Entity, but always excluding employee stock ownership plans, stock bonus
plans, and any trusts relating
thereto.
|
RN10.0-01
(10/08)
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|
1.
|
Definitions. The
following terms used in this Insuring Agreement shall have the following
meanings:
|
|
a.
|
"Authorized
User" means any person or entity designated by the Insured (through
contract, assignment of User Identification, or otherwise) as authorized
to use a Covered Computer System, or any part thereof. An
individual who invests in an Insured Fund shall not be considered to be an
Authorized User solely by virtue of being an
investor.
|
|
b.
|
"Computer
Fraud" means the unauthorized entry of data into, or the deletion or
destruction of data in, or change of data elements or programs within, a
Covered Computer System which:
|
|
(1)
|
is
committed by any Unauthorized Third Party anywhere, alone or in collusion
with other Unauthorized Third Parties; and
|
|
(2)
|
is
committed with the conscious manifest intent (a) to cause the Insured to
sustain a loss, and (b) to
obtain financial benefit for the perpetrator or any other person; and
|
|
(3)
|
causes
(x) Property to be transferred, paid or delivered; or (y) an
account of the Insured, or of its customer, to be added, deleted, debited
or credited; or (z) an
unauthorized or fictitious account to be debited or
credited.
|
|
c.
|
"Computer
Security Procedures" means procedures for prevention of unauthorized
computer access and use and administration of computer access and use as
provided in writing to the
Underwriter.
|
|
d.
|
"Covered
Computer System" means any Computer System as to which the Insured has
possession, custody and control.
|
|
e.
|
"Unauthorized
Third Party" means any person or entity that, at the time of the Computer
Fraud, is not an Authorized User.
|
|
f.
|
"User
Identification" means any unique user name (i.e., a series of
characters) that is assigned to a person or entity by the
Insured.
|
|
2.
|
Exclusions. It
is further understood and agreed that this Insuring Agreement J shall not
cover:
|
|
a.
|
Any
loss covered under Insuring Agreement A, "Fidelity," of this Bond; and
|
|
b.
|
Any
loss resulting directly or indirectly from Theft or misappropriation of
confidential or proprietary information, material or data (including but
not limited to trade secrets, computer programs or customer information);
and
|
|
c.
|
Any
loss resulting from the intentional failure to adhere to one or more
Computer Security Procedures; and
|
|
d.
|
Any
loss resulting from a Computer Fraud committed by or in collusion
with:
|
|
(1)
|
any
Authorized User (whether a natural person or an entity); or
|
|
(2)
|
in
the case of any Authorized User which is an entity, (a) any director,
officer, partner, employee or agent of such Authorized User, or (b) any
entity which controls, is controlled by, or is under common control with
such Authorized User ("Related Entity"), or (c) any director, officer,
partner, employee or agent of such Related Entity; or
|
|
(3)
|
in
the case of any Authorized User who is a natural person, (a) any entity
for which such Authorized User is a director, officer, partner, employee
or agent ("Employer Entity"), or (b) any director, officer, partner,
employee or agent of such Employer Entity, or (c) any entity which
controls, is controlled by, or is under common control with such Employer
Entity ("Employer-Related Entity"), or (d) any director, officer, partner,
employee or agent of such Employer-Related
Entity;
|
|
e.
|
Any
loss resulting from physical damage to or destruction of any Covered
Computer System, or any part thereof, or any data, data elements or media
associated therewith; and
|
|
f.
|
Any
loss resulting from Computer Fraud committed by means of wireless access
to any Covered Computer System, or any part thereof, or any data, data
elements or media associated therewith; and
|
|
g.
|
Any
loss not directly and proximately caused by Computer Fraud (including,
without limitation, disruption of business and extra expense); and
|
|
h.
|
Payments
made to any person(s) who has threatened to deny or has denied authorized
access to a Covered Computer System or otherwise has threatened to disrupt
the business of the Insured.
|
|
(a)
|
by
written notice from the Underwriter not less than sixty (60) days prior to
the effective date of termination specified in such notice;
or
|
|
(b)
|
immediately
by written notice from the Insured to the
Underwriter.
|
RN19.0-04
(12/03)
|
RN26.0-00
(10/08)
|
(1)
|
letter
requesting redemption of $50,000 or less payable by check to the
shareholder of record and addressed to the address of record;
or
|
(2)
|
letter
requesting redemption of $50,000 or less by wire transfer to the record
shareholder's bank account of record;
or
|
(3)
|
written
request to a trustee or custodian for a Designated Retirement Account
("DRA") which holds shares of an Insured Fund, where such request (a)
purports to be from or at the instruction of the Owner of such DRA, and
(b) directs such trustee or custodian to transfer $50,000 or less from
such DRA to a trustee or custodian for another DRA established for the
benefit of such Owner;
|
(A)
|
"Designated Retirement
Account" means any retirement plan or account described or qualified under
the Internal Revenue Code of 1986, as amended, or a subaccount
thereof.
|
(B)
|
"Owner"
means the individual for whose benefit the DRA, or a subaccount thereof,
is established.
|
RN27.0-02
(10/08)
|
|
(1)
|
such
Third Party Check is used to open or increase an account which is
registered in the name of one or more of the payees on such Third Party
Check, and
|
|
(2)
|
reasonable
efforts are made by the Insured, or by the entity receiving Third Party
Checks on behalf of the Insured, to verify all endorsements on all Third
Party Checks made payable in amounts greater than $100,000 (provided,
however, that the isolated failure to make such efforts in a particular
instance will not preclude coverage, subject to the exclusions herein and
in the Bond),
|
|
and
then only to the extent such loss is otherwise covered under this
Bond.
|
|
(1)
|
any
payee on such Third Party Check reasonably appears to be a corporation or
other entity; or
|
|
(2)
|
such
Third Party Check is made payable in an amount greater than $100,000 and
does not include the purported endorsements of all payees on such Third
Party Check.
|
RN30.0-01
(1/02)
|
(1)
|
a
Phone/Electronic Redemption requested to be paid or made payable by check
to the Shareholder of Record at the address of record;
or
|
(2)
|
a
Phone/Electronic Redemption requested to be paid or made payable by wire
transfer to the Shareholder of Record’s bank account of
record,
|
|
· by
transmissions over the Internet (including any connected or associated
intranet or extranet) or utilizing modem or similar connections; or
|
|
· by
wireless device transmissions over the Internet (including any connected
or associated intranet or
extranet),
|