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ICAP Bond (5-98)
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Form 17-02-1421 (Ed. 5-98)
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Page 9 of 19
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Conditions and
Limitations
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Definitions
(continued)
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f.
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Forgery
means the signing of the name of another natural person with the intent to deceive but does not mean a signature which consists in whole or in part of
ones own name, with or without authority, in any capacity for any purpose.
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g.
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Investment Company
means any investment company registered under the Investment Company Act of 1940 and listed under the NAME OF ASSURED on the
DECLARATIONS.
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h.
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Items of Deposit
means one or more checks or drafts drawn upon a financial institution in the United States of America.
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i.
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Larceny or Embezzlement
means larceny or embezzlement as defined in Section 37 of the Investment Company Act of 1940.
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j.
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Property
means money, revenue and other stamps; securities; including any note, stock, treasury stock, bond, debenture, evidence of indebtedness, certificate of
deposit, certificate of interest or participation in any profit- sharing agreement, collateral trust certificate, preorganization certificate or subscription, transferable share, investment contract, voting trust certificate, certificate of deposit
for a security, fractional undivided interest in oil, gas, or other mineral rights, any interest or instruments commonly known as a security under the Investment Company Act of 1940, any other certificate of interest or participation in, temporary
or interim certificate for, receipt for, guarantee of, or warrant or right to subscribe to or purchase any of the foregoing; bills of exchange; acceptances; checks; withdrawal orders; money orders; travelers letters of credit; bills of lading;
abstracts of title; insurance policies, deeds, mortgages on real estate and/or upon chattels and interests therein; assignments of such policies, deeds or mortgages; other valuable papers, including books of accounts and other records used by the
ASSURED in the conduct of its business (but excluding all electronic data processing records); and, all other instruments similar to or in the nature of the foregoing in which the ASSURED acquired an interest at the time of the ASSUREDS
consolidation or merger with, or purchase of the principal 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 whether or not the ASSURED is liable
therefor.
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k.
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Relative
means the spouse of an
Employee
or partner of the ASSURED and any unmarried child supported wholly by, or living in the home of, such
Employee
or partner and being related to them by blood, marriage or legal guardianship.
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l.
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Securities, documents or other written instruments
means original (including original counterparts) negotiable or non-negotiable instruments, or assignments
thereof, which in and of themselves represent an equitable 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.
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ICAP Bond (5-98)
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Form 17-02-1421 (Ed. 5-98)
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Page 10 of 19
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Conditions and Limitations
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Definitions
(continued)
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m.
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Subsidiary
means any organization that, at the inception date of this Bond, is named in the APPLICATION or is created during the BOND PERIOD and of which more than fifty
percent (50%) of the outstanding securities or voting rights representing the present right to vote for election of directors is owned or controlled by the ASSURED either directly or through one or more of its subsidiaries.
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n.
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Transportation Company
means any organization which provides its own or its leased vehicles for transportation or which provides freight forwarding or air express
services.
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o.
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Voice Initiated Election
means any election concerning dividend options available to
Investment Company
shareholders or subscribers which is requested by voice over
the telephone.
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p.
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Voice Initiated Redemption
means any redemption of shares issued by an
Investment Company
which is requested by voice over the telephone.
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q.
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Voice Initiated Funds Transfer Instruction
means any
Voice Initiated
Redemption
or
Voice Initiated Election
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For the purposes of these definitions, the singular includes the plural and the plural includes the singular, unless otherwise indicated.
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General Exclusions -
Applicable to All Insuring
Clauses
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2.
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This bond does not directly or indirectly cover:
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a.
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loss not reported to the COMPANY in writing within sixty (60) days after termination of this Bond as an entirety;
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b.
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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 that when such transit was initiated there was no knowledge on the part of any person acting for the ASSURED of such riot, civil
commotion, military, naval or usurped power, war or insurrection;
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c.
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loss resulting from the effects of nuclear fission or fusion or radioactivity;
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d.
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loss of potential income including, but not limited to, interest and dividends not realized by the ASSURED or by any customer of the ASSURED;
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e.
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damages of any type for which the ASSURED is legally liable, except compensatory damages, but not multiples thereof, arising from a loss covered under this Bond;
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f.
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costs, fees and expenses incurred by the ASSURED in establishing the existence of or amount of loss under this Bond, except to the extent covered under INSURING CLAUSE
11.;
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g.
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loss resulting from indirect or consequential loss of any nature;
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ICAP Bond (5-98)
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Form 17-02-1421 (Ed. 5-98)
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Page 11 of 19
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Conditions and Limitations
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General Exclusions -
Applicable to All Insuring
Clauses
(continued)
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h.
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loss resulting from dishonest acts by any member of the Board of Directors or Board of Trustees of the ASSURED who is not an
Employee
, acting alone or in
collusion with others;
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i.
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loss, or that part of any loss, resulting solely from
any violation by the 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 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.
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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 telephone, provided however, this Section 2.k. shall not apply to INSURING CLAUSE 7. or
9.
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Specific Exclusions -
Applicable To All Insuring
Clauses Except Insuring
Clause 1.
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3.
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This Bond does not directly or indirectly cover:
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a.
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loss caused by an
Employee
, provided, however,
this Section 3.a. shall not apply to loss covered under INSURING CLAUSE 2. or 3. which results directly from misplacement, mysterious unexplainable disappearance, or 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 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 transit in the custody of any person acting as messenger of the ASSURED, provided that when such transit was initiated there was no knowledge by the ASSURED of any such threat, and provided further that this Section 3.b. shall
not apply to INSURING CLAUSE 7., or
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(2)
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to do damage to the premises or
Property
of the
ASSURED;
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c.
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loss resulting from payments made or withdrawals from
any account 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 provided however, that this Section 3.d. shall not apply to INSURING CLAUSE 10.;
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e.
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loss of property while in the mail;
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ICAP Bond (5-98)
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Form 17-02-1421 (Ed. 5-98)
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Page 12 of 19
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Conditions and Limitations
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Specific Exclusions -
Applicable To All Insuring
Clauses Except Insuring
Clause 1.
(continued)
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f.
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loss resulting from the failure for any reason of a financial or depository institution, its receiver or other liquidator to pay or deliver funds or other
Property
to the
ASSURED provided further that this Section 3.f. shall not apply to loss of
Property
resulting directly from robbery, burglary, misplacement, mysterious unexplainable disappearance, damage, destruction or removal from the possession, custody
or control of the ASSURED.
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g.
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loss of
Property
while in the custody of a
Transportation
Company
, provided however, that this Section 3.g. shall not apply to INSURING CLAUSE 3.;
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h.
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loss resulting from entries or changes made by a natural person
with authorized access to a
Computer System
who acts in good faith on instructions, unless such instructions are given to that person by a software contractor or its partner, officer, or employee authorized by the ASSURED to design, develop,
prepare, supply, service, write or implement programs for the ASSUREDs
Computer System
; or
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i.
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loss resulting directly or indirectly from the input of data into a
Computer
System
terminal, either on the premises of the customer of the ASSURED or under the control of such a customer, by a customer or other person who had authorized access to the customers authentication
mechanism.
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Specific Exclusions -
Applicable To All Insuring
Clauses Except Insuring
Clauses 1., 4., And 5.
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4.
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This bond does not directly or indirectly cover:
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a.
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loss resulting from the complete or partial non-payment of or default on any loan whether such loan was procured in good faith or through trick, artifice, fraud or false pretenses;
provided, however, this Section 4.a. shall not apply to INSURING CLAUSE 8.;
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b.
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loss resulting from forgery or any alteration;
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c.
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loss involving a counterfeit provided, however, this Section 4.c.
shall not apply to INSURING CLAUSE 5. or 6.
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Limit Of Liability/Non-
Reduction And Non-
Accumulation Of Liability
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5.
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At all times prior to termination of this Bond, this Bond shall continue in force for the limit stated in the applicable sections of ITEM 2. of the DECLARATIONS,
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 under this Bond with respect to all loss resulting from:
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a.
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any one act of burglary, robbery or hold-up, or attempt thereat, in
which no
Employee
is concerned or implicated, or
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b.
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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.
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all acts, other than those specified in a. above, of any one person, or
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ICAP Bond (5-98)
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Form 17-02-1421 (Ed. 5-98)
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Page 13 of 19
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Conditions and Limitations
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Limit Of Liability/Non-
Reduction And Non-
Accumulation Of Liability
(continued)
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d.
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any one casualty or event other than those specified in a., b., or c. above,
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shall be deemed to be one loss and shall be limited to the applicable LIMIT OF LIABILITY stated in ITEM 2. of the DECLARATIONS of this Bond irrespective of the total
amount of such loss or losses and shall not be cumulative in amounts from year to year or from period to period.
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All acts, as specified in c. above, of any one person
which
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i.
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directly or indirectly aid in any way wrongful acts of any other
person or persons, or
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ii.
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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.
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Discovery
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6.
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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:
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a.
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facts which may subsequently result in a loss of a type covered by this Bond, or
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b.
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an actual or potential claim in which it is alleged that the ASSURED is liable to a third party,
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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.
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Notice To Company - Proof - Legal Proceedings Against Company
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7.
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a.
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The ASSURED shall give the COMPANY notice thereof at the earliest practicable moment, not to exceed sixty (60) days after discovery of loss, in an amount that is in excess of 50% of
the applicable DEDUCTIBLE AMOUNT, as stated in ITEM 2. of the DECLARATIONS.
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b.
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The ASSURED shall furnish to the COMPANY proof of loss, duly sworn
to, with full particulars within six (6) months after such discovery.
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c.
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Securities listed in a proof of loss shall be identified by
certificate or bond numbers, if issued with them.
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d.
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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.
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e.
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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.
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ICAP Bond (5-98)
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Form 17-02-1421 (Ed. 5-98)
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Page 14 of 19
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Conditions and
Limitations
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Notice To Company -
Proof - Legal Proceedings
Against
Company
(continued)
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f.
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Proof of loss involving
Voice Initiated Funds Transfer Instruction
shall include electronic recordings of such instructions.
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Deductible Amount
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8.
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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.
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There shall be no deductible applicable to any loss under INSURING CLAUSE 1. sustained by any
Investment Company
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Valuation
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9.
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BOOKS OF ACCOUNT OR OTHER RECORDS
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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.
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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.
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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.
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OTHER PROPERTY
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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.
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ICAP Bond (5-98)
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Form 17-02-1421 (Ed. 5-98)
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Page 15 of 19
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Conditions and
Limitations
(continued)
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Securities Settlement
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10.
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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.
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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
COMPANYS indemnity shall be:
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a.
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for securities having a value less than or equal to the applicable DEDUCTIBLE AMOUNT - one hundred (100%) percent;
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b.
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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;
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c.
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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.
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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 COMPANYS indemnity is sustained.
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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.
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The ASSURED shall pay the proportion of the Companys premium charge for the Companys 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.
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Subrogation - Assignment
Recovery
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11.
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In the event of a payment under this Bond, the COMPANY shall be subrogated to all of the ASSUREDS 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 ASSUREDS rights, title and interest and causes of action against any person or entity to the extent of such payment.
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Recoveries, whether effected by the COMPANY or by the ASSURED, shall be applied net of the expense of such recovery in the following order:
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a.
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first, to the satisfaction of the ASSUREDS loss which would otherwise have been paid but for the fact that it is in excess of the applicable LIMIT OF
LIABILITY,
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b.
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second, to the COMPANY in satisfaction of amounts paid in settlement of the ASSUREDS claim,
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c.
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third, to the ASSURED in satisfaction of the applicable DEDUCTIBLE AMOUNT, and
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ICAP Bond (5-98)
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Form 17-02-1421 (Ed. 5-98)
|
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Page 16 of 19
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Conditions and
Limitations
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Subrogation - Assignment
Recovery
(continued)
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d.
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fourth, to the ASSURED in satisfaction of any loss suffered by the ASSURED which was not covered under this Bond.
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Recovery from reinsurance or indemnity of the COMPANY shall not be deemed a recovery under this section.
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Cooperation Of Assured
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12.
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At the COMPANYS request and at reasonable times and places designated by the COMPANY, the ASSURED shall:
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a.
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submit to examination by the COMPANY and subscribe to the same under oath,
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b.
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produce for the COMPANYS 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 COMPANY the rights and causes of action provided for under this Bond. The 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 shall have been given by the acting party to the affected party and to the Securities
and Exchange Commission, Washington, D.C., not less than sixty (60) 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 shall have been given by the acting party to the affected party, and by the COMPANY
to all ASSURED
Investment Companies
and to the Securities and Exchange Commission, Washington, D.C., not less than sixty (60) days prior to the effective date of such termination.
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This Bond will terminate as to any one ASSURED, other than an
Investment
Company
:
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a.
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immediately on the taking over of such ASSURED by a receiver or other 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 relative to bankruptcy or reorganization of the ASSURED, or assignment for 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 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 accordance with the standard short rate cancellation tables if terminated by the ASSURED or pro
rata if terminated for any other reason.
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|
ICAP Bond (5-98)
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Form 17-02-1421 (Ed. 5-98)
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Page 17 of 19
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Conditions and
Limitations
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Termination (continued)
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If any partner, director, trustee, or officer or supervisory employee of an ASSURED not acting in collusion with an
Employee
learns of any dishonest act committed
by such
Employee
at any time, whether in the employment of the ASSURED or otherwise, whether or not such act is of the type covered under this Bond, and whether against the ASSURED or any other person or entity, the ASSURED:
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a.
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shall immediately remove such
Employee
from a position that would enable such
Employee
to cause the ASSURED to suffer a loss covered by this Bond; and
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b.
|
|
within forty-eight (48) hours of learning that an
Employee
has committed any dishonest act, shall notify the COMPANY, of such action and provide full particulars of such
dishonest act.
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The COMPANY may terminate coverage as respects any
Employee
sixty (60) days after written notice is received by each ASSURED
Investment Company
and the
Securities and Exchange Commission, Washington, D.C. of its desire to terminate this Bond as to such
Employee
.
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Other Insurance
|
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14.
|
|
Coverage under this Bond shall apply only as excess over any valid and collectible insurance, indemnity or suretyship obtained by or on behalf of:
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a.
|
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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 person causing the loss or engaged the messenger conveying the
Property
involved.
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|
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Conformity
|
|
15.
|
|
If any limitation within this Bond is prohibited by any law controlling this Bonds construction, such limitation shall be deemed to be amended so as to equal the
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 or modified orally. No change in or modification of this Bond shall be effective except
when made by written endorsement to this Bond signed by an authorized representative of the COMPANY.
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If this Bond is for a sole 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 the Securities and Exchange Commission, Washington, D.C., by the acting party.
|
|
|
|
ICAP Bond (5-98)
|
|
|
Form 17-02-1421 (Ed. 5-98)
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Page 18 of 19
|
Conditions And
Limitations
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Change or Modification (continued)
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|
If this Bond is for a joint ASSURED, no charge 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 to the Securities and Exchange Commission, Washington, D.C., by the COMPANY.
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|
|
ICAP Bond (5-98)
|
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|
Form 17-02-1421 (Ed. 5-98)
|
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Page 19 of 19
|
ENDORSEMENT/RIDER
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Effective date of
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this endorsement/rider: June 13, 2017
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FEDERAL INSURANCE COMPANY
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Endorsement/Rider No. 1
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To be attached to and
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|
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|
form a part of Policy No. 82472976
|
Issued to: ALTABA INC
ADDRESS CHANGE ENDORSEMENT
Effective October 1, 2016, the address of your insurance company is changing.
The address of 15 Mountain View Road, Warren, NJ 07059, wherever it appears, is changed to:
202B
Halls Mill Road
Whitehouse Station, NJ 08889
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 Policy shall remain unchanged.
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Authorized Representative
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10-02-2543 (08/2016)
|
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Page 1
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ENDORSEMENT/RIDER
|
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Effective date of
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|
|
this endorsement/rider: June 13, 2017
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FEDERAL INSURANCE COMPANY
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Endorsement/Rider No. 2
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To be attached to and
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|
|
form a part of Policy No. 82472976
|
Issued to: ALTABA INC
COMPLIANCE WITH APPLICABLE TRADE
SANCTION LAWS
It is agreed that this insurance does not apply to the extent that trade or economic sanctions or other similar laws or
regulations prohibit the coverage provided by this insurance.
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 Policy shall remain unchanged.
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Authorized Representative
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|
|
|
|
14-02-9228 (2/2010)
|
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Page 1
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|
ENDORSEMENT/RIDER
|
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|
|
Effective date of
|
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|
|
|
this endorsement/rider: June 13, 2017
|
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|
FEDERAL INSURANCE COMPANY
|
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|
Endorsement/Rider No. 3
|
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|
To be attached to and
|
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|
|
form a part of Bond No. 82472976
|
Issued to: ALTABA 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.
|
|
|
Authorized Representative
|
|
|
|
|
|
17-02-2437 (12/2006) rev.
|
|
Page 1
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|
|
|
ENDORSEMENT/RIDER
|
|
|
|
Effective date of
|
|
|
|
|
this endorsement/rider: June 13, 2017
|
|
|
|
FEDERAL INSURANCE COMPANY
|
|
|
|
|
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|
|
Endorsement/Rider No. 4
|
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|
To be attached to and
|
|
|
|
|
form a part of Bond No. 82472976
|
Issued to: ALTABA INC
AUTOMATIC INCREASE IN LIMITS
ENDORSEMENT
In consideration of the premium charged, it is agreed that GENERAL AGREEMENTS, Section C. Additional Offices Or
Employees-Consolidation, Merger Or Purchase Or Acquisition Of Assets Or Liabilities-Notice To Company, is amended by adding the following subsection:
Automatic Increase in Limits for Investment Companies
If an increase in bonding limits is
required pursuant to rule 17g-1 of the Investment Company Act of 1940 (the Act), due to:
(i)
|
the creation of a new
Investment Company,
other than by consolidation or merger with, or purchase or acquisition of assets or liabilities of, another
institution; or
|
(ii)
|
an increase in asset size of current
Investment Companies
covered under this Bond,
|
then the minimum required increase in limits shall take place automatically without payment of additional premium for the remainder of the BOND PERIOD.
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.
|
|
|
Authorized Representative
|
|
|
|
|
|
14-02-14098 (04/2008)
|
|
Page 1
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|
FEDERAL INSURANCE COMPANY
|
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|
Endorsement No.: 5
|
|
|
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|
|
Bond Number: 82472976
|
NAME OF ASSURED: ALTABA INC
TELEFACSIMILE INSTRUCTION FRAUD
ENDORSEMENT
It is agreed that this Bond is amended as follows:
1.
|
By adding the following INSURING CLAUSE:
|
|
12.
|
Telefacsimile Instruction
|
Loss
resulting directly from the ASSURED having transferred, paid or delivered any funds or other
Property
or established any credit, debited any account or given any value on the faith of any fraudulent instructions sent by a
Customer,
financial institution or another office of the ASSURED by
Telefacsimile
directly to the ASSURED authorizing or acknowledging the transfer, payment or delivery of funds or
Property
or the establishment of a credit or the debiting of an
account or the giving of value by the ASSURED where such
Telefacsimile
instructions:
|
a.
|
bear a valid test key exchanged between the ASSURED and a
Customer
or another financial institution with authority to use such test key for
Telefacsimile
instructions in the ordinary course of business, but which test key has been wrongfully obtained by a person who was not authorized to initiate, make, validate or authenticate a test key arrangement, and
|
|
b.
|
fraudulently purport to have been sent by such
Customer
or financial institution when such
Telefacsimile
instructions were transmitted without the
knowledge or consent of such
Customer
or financial institution by a person other than such
Customer
or financial institution and which bear a
Forgery
of a signature, provided that the
Telefacsimile
instruction was
verified by a direct call back to an employee of the financial institution, or a person thought by the ASSURED to be the
Customer,
or an employee of another financial institution.
|
2.
|
By deleting from Section 1., Definitions, the definition of
Customer
in its entirety, and substituting the following:
|
|
d.
|
Customer
means an individual, corporate, partnership, trust customer, shareholder or subscriber of an Investment Company which has a written agreement with the
ASSURED for
Voice Initiated Funds Transfer Instruction
or
Telefacsimile
Instruction.
|
|
|
|
ICAP Bond
|
|
|
Form 17-02-2367 (Rev. 10-03)
|
|
Page 1
|
3.
|
By adding to Section 1., Definitions, the following:
|
|
r.
|
Telefacsimile
means a system of transmitting written documents by electronic signals over telephone lines to equipment maintained by the ASSURED for the purpose
of reproducing a copy of said document.
Telefacsimile
does not mean electronic communication sent by Telex or similar means of communication, or through an electronic communication system or through an automated clearing house.
|
4.
|
By adding to Section 3., Specific Exclusions Applicable to All Insuring Clauses Except Insuring Clause 1. the following:
|
|
j.
|
loss resulting directly or indirectly from
Telefacsimile
instructions provided, however, this exclusion shall not apply to this INSURING CLAUSE.
|
This Endorsement applies to loss discovered after 12:01 a.m. on June 13, 2017.
ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.
|
|
|
|
|
|
|
|
|
|
|
Date: May 30, 2017
|
|
|
|
By
|
|
|
|
|
|
|
|
|
Authorized Representative
|
|
|
|
ICAP Bond
|
|
|
Form 17-02-2367 (Rev. 10-03)
|
|
Page 2
|
|
|
|
|
|
|
|
|
|
FEDERAL INSURANCE COMPANY
|
|
|
|
|
|
|
|
Endorsement No. 6
|
|
|
|
|
|
|
|
Bond Number: 82472976
|
NAME OF ASSURED: ALTABA INC
REVISE ITEM 2. ENDORSEMENT
It is agreed that this Bond is amended by deleting ITEM 2. in its entirety on the DECLARATIONS and substituting the following:
ITEM 2.
LIMITS OF LIABILITY-DEDUCTIBLE AMOUNTS:
If Not Covered is inserted below opposite any specified INSURING CLAUSE, such INSURING CLAUSE and any other reference to such INSURING CLAUSE in this Bond shall be deemed to be deleted.
There shall be no deductible applicable to any loss under INSURING CLAUSE 1 sustained by any Investment Company.
|
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|
|
INSURING CLAUSE
|
|
SINGLE LOSS
LIMIT OF LIABILITY
|
|
|
DEDUCTIBLE
AMOUNT
|
|
1. Employee
|
|
$
|
2,500,000
|
|
|
$
|
0
|
|
2. On Premises
|
|
$
|
2,500,000
|
|
|
$
|
100,000
|
|
3. In Transit
|
|
$
|
2,500,000
|
|
|
$
|
100,000
|
|
4. Forgery or Alteration
|
|
$
|
2,500,000
|
|
|
$
|
100,000
|
|
5. Extended Forgery
|
|
$
|
2,500,000
|
|
|
$
|
100,000
|
|
6. Counterfeit Money
|
|
$
|
2,500,000
|
|
|
$
|
100,000
|
|
7. Threats to Person
|
|
$
|
Not Covered
|
|
|
$
|
N/A
|
|
8. Computer System
|
|
$
|
2,500,000
|
|
|
$
|
100,000
|
|
9. Voice Initiated Funds Transfer Instruction
|
|
$
|
2,500,000
|
|
|
$
|
100,000
|
|
10. Uncollectible Items of Deposit
|
|
$
|
100,000
|
|
|
$
|
5,000
|
|
11. Audit Expense
|
|
$
|
100,000
|
|
|
$
|
5,000
|
|
12. Telefacsimile Instructions
|
|
$
|
2,500,000
|
|
|
$
|
100,000
|
|
13. Unauthorized Signature
|
|
$
|
100,000
|
|
|
$
|
5,000
|
|
This Endorsement applies to loss discovered after 12:01 a.m. on June 13, 2017.
ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.
|
|
|
|
|
|
|
|
|
|
|
Date: May 30, 2017
|
|
|
|
By
|
|
|
|
|
|
|
|
|
Authorized Representative
|
|
|
|
ICAP Bond
|
|
|
Form 17-02-1582 (Ed. 5-98)
|
|
Page 1
|
|
|
|
|
|
|
|
|
|
FEDERAL INSURANCE COMPANY
|
|
|
|
|
|
|
|
Endorsement No: 7
|
|
|
|
|
|
|
|
Bond Number: 82472976
|
NAME OF ASSURED: ALTABA INC
AMEND NAME OF ASSURED
ENDORSEMENT
It is agreed that NAME OF ASSURED of the DECLARATIONS for this Bond is amended to include the following:
Excalibur, IP LLC
Altaba Holdings Hong Kong, Ltd.
This Endorsement applies to loss discovered after 12:01 a.m. on June 13, 2017.
ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.
|
|
|
|
|
|
|
|
|
|
|
Date: May 30, 2017
|
|
|
|
By
|
|
|
|
|
|
|
|
|
Authorized Representative
|
|
|
|
ICAP Bond
|
|
|
Form 17-02-6272 (Ed. 8-04)
|
|
Page 1
|
|
|
|
|
|
|
|
|
|
FEDERAL INSURANCE COMPANY
|
|
|
|
|
|
|
|
Endorsement No.: 8
|
|
|
|
|
|
|
|
Bond Number: 82472976
|
NAME OF ASSURED: ALTABA INC
AMEND DEFINITION OF EMPLOYEE -
ADD OFFICER, PARTNER OR EMPLOYEE
OF DEPOSITORY OR EXCHANGE ENDORSEMENT
It is agreed that this Bond is amended as follows:
1.
|
By adding to the definition of
Employee
in Section 1., Definitions, the following:
|
|
(10)
|
each officer, partner or employee of
|
|
a.
|
a
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,
|
while such officer, partner or employee is performing services for any
Depository
in the operation of systems for the central
handling of securities.
2.
|
By adding to Section 1., Definitions, the following:
|
|
s.
|
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.
|
|
t.
|
Exchange
means any national securities exchange registered under the Securities Exchange Act of 1934.
|
This Endorsement applies to loss discovered after 12:01 a.m. on June 13, 2017.
ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.
|
|
|
|
|
|
|
|
|
|
|
Date: May 30, 2017
|
|
|
|
By
|
|
|
|
|
|
|
|
|
Authorized Representative
|
|
|
|
ICAP Bond
|
|
|
Form 17-02-5620 (Ed. 10-03)
|
|
|
|
|
|
|
|
|
|
|
|
FEDERAL INSURANCE COMPANY
|
|
|
|
|
|
|
|
Endorsement No.: 9
|
|
|
|
|
|
|
|
Bond Number: 82472976
|
NAME OF ASSURED: ALTABA INC
UNAUTHORIZED SIGNATURE
ENDORSEMENT
It is agreed that this Bond is amended as follows:
1.
|
By adding the following INSURING CLAUSE:
|
|
13.
|
Unauthorized Signature
|
Loss
resulting directly from the ASSURED having accepted, paid or cashed any check or
Withdrawal Order
made or drawn on or against the account of the ASSUREDS customer which bears the signature or endorsement of one other than a person whose
name and signature is on file with the ASSURED as a signatory on such account.
It shall be a condition precedent to the
ASSUREDS right of recovery under this INSURING CLAUSE that the ASSURED shall have on file signatures of all the persons who are signatories on such account.
2.
|
By adding to Section 1., Definitions, the following:
|
|
u.
|
Instruction
means a written order to the issuer of an
Uncertificated Security
requesting that the transfer, pledge or release from pledge of the specified
Uncertificated Security
be registered.
|
|
v.
|
Uncertificated Security
means a share, participation or other interest in property of or an enterprise of the issuer or an obligation of the issuer, which is:
|
|
(1)
|
not represented by an instrument and the transfer of which is registered on books maintained for that purpose by or on behalf of the issuer, and
|
|
(2)
|
of a type commonly dealt in on securities exchanges or markets, and
|
|
(3)
|
either one of a class or series or by its terms divisible into a class or series of shares, participations, interests or obligations.
|
|
|
|
ICAP Bond
|
|
|
Form 17-02-5602 (Ed. 10-03)
|
|
Page 1
|
|
w.
|
Withdrawal Order
means a non-negotiable instrument, other than an
Instruction,
signed by a customer of the ASSURED authorizing the ASSURED to debit the
customers account in the amount of funds stated therein.
|
This Endorsement applies to loss discovered after 12:01 a.m. on
June 13, 2017.
ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.
|
|
|
|
|
|
|
Date: May 30, 2017
|
|
|
|
By
|
|
|
|
|
|
|
|
|
Authorized Representative
|
|
|
|
ICAP Bond
|
|
|
Form 17-02-5602 (Ed. 10-03)
|
|
Page 2
|
Certified Resolutions
The undersigned hereby certifies that he is the duly elected Secretary of Altaba Inc. (the
Fund
) and that the Board of
Trustees (the
Board
), including a majority of the Trustees who are not interested persons of the Fund, adopted the following resolutions by written consent on June 13, 2017.
RESOLVED, that it is the finding of the members of the Board at this meeting that the fidelity bond (the
Fidelity Bond
)
written by Chubb Group of Insurance Companies in the aggregate amount of $2,500,000 covering, among others, officers and employees of the Fund, in accordance with the requirements of Rule 17g-1 promulgated by the Securities and Exchange Commission
(
SEC
) under Section 17(g) of the Investment Company Act of 1940 Act, as amended (the
1940 Act
) is reasonable in form and amount, after having given due consideration to, among other things, the value of the
aggregate assets of the Fund to which any person covered under the Fidelity Bond may have access, the type and terms of the arrangements made for the custody and safekeeping of the Funds assets and the nature of the securities in the
Funds portfolios; and
FURTHER RESOLVED, the Fidelity Bond be, and it hereby is, approved; and
FURTHER RESOLVED, that the amount of the premium to be paid under the Fidelity Bond and the allocation of premium proposed by management be,
and they hereby are, approved; and
FURTHER RESOLVED, that in accordance with Rule 17g-1(h) under the 1940 Act, each of the Secretary and
the Chief Compliance Officer of the Fund is hereby designated as an officer of the Fund who is authorized and directed to make the filings with the SEC and give the notices required by Rule 17g-1(g) under the 1940 Act; and
FURTHER RESOLVED, that the appropriate officers of the Fund be, and they hereby are, authorized and directed at all times to take all actions
necessary to assure compliance with these resolutions; and
FURTHER RESOLVED, that the Board hereby approves the 40-17G filing and directs
the officers of the Fund to make such filing.
Witness my hand this 16
th
day of June, 2017.
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/s/ Arthur Chong
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Arthur Chong
Secretary
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