SECUREXCESS DECLARATIONS
SUBJECT TO THE PROVISIONS OF THE UNDERLYING INSURANCE, THIS POLICY MAY ONLY APPLY TO CLAIMS FIRST MADE AGAINST THE INSUREDS DURING THE POLICY PERIOD. THE LIMITS OF LIABILITY AVAILABLE TO PAY DAMAGES OR SETTLEMENT AMOUNTS SHALL BE REDUCED AND MAY BE TOTALLY
EXHAUSTED BY PAYMENT OF DEFENSE COSTS. PLEASE READ THIS POLICY CAREFULLY.
COMPANY
: Axis Insurance Company
POLICY NUMBER
: MCN753993/01/2012
Item 1.
Policyholder
:
Wells Fargo Funds Trust
525 Market Street, 12th Floor
San Francisco, CA 94105
Item 2.
Policy Period
:
a. Inception Date September 1, 2012
b.
Expiration Date September 1, 2013
Both dates at 12:01 a.m. at the address listed in Item 1.
Item 3. Limits of Liability (inclusive of defense costs):
a. Each
Claim
$ 10,000,000
b.
Maximum aggregate Limit of Liability for all
Claim(s)
during the
Policy Period
of all
Insurance Products
$ 10,000,000
Item 4.
Underlying Insurance
and
Insurance Products
: See Endorsement No. 1
Item 5. Endorsements Attached at Inception:
1. Schedule of Underlying Insurance Products (SE1000 Ed. 02 03);
2. Manuscript Application Endorsement (MU1032 Ed. 2/2003);
3. CA State Amendatory Endorsement (SE0501 (Ed. 1203);
4. Non-Follow to all Sub-limited Insuring Agreements (Insuring Agreement G,H,I,K, and other sub-limited Insuring Agreements (SE1012 Ed. 1005);
5. Non-Stacking Limits Endorsement (MU1027 Ed. 1005)
6. Addendum to Declarations (MU7046 Ed.0106)
Item 6. Notices to
Insurer
:
Notice of
Claim(s)
To Be Sent To: All Other Notices To Be Sent To:
Axis Financial Insurance Solutions Claims
Address: Connell Corporate Park
300 Connell Drive 300 Connell Drive
P.O. Box 357 P.O. Box 357
Berkeley Heights, NJ 07922-0357
Item 7. Pending or Prior Claim Date: N/A
Item 8. Terrorism Coverage Premium: $ N/A
The
Insurer
has caused this Policy to be signed and attested by its authorized officers, but it shall not be valid unless also signed by another duly authorized representative of the
Insurer
.
October 16, 2012
Authorized Representative Date
Gregory W. Springer Andrew Weissert
President Secretary
SECUREXCESS POLICY
In consideration of the payment of the premium, and in reliance on all statements made in the application(s) for this Policy and the
Underlying Insurance
and all information provided to the
Insurer
and any or all of the
Underlying Insurers
,
and subject to the provisions of this Policy, the
Insurer
and the
Policyholder
, on its own behalf and on behalf of all
Insureds
, agree as follows.
I. INSURING AGREEMENT
With respect to each
Insurance Product
, the
Insurer
shall provide the
Insureds
with insurance during the
Policy Period
excess of all applicable
Underlying Insurance
. Except as specifically set forth in the provisions of this
Policy, the insurance afforded hereunder shall apply in conformance with the provisions of the applicable
Primary Policy
and, to the extent coverage is further limited or restricted thereby, to any other applicable
Underlying Insurance.
In no event
shall this Policy grant broader coverage than would be provided by the most restrictive policy constituting part of the applicable
Underlying Insurance
.
The insurance afforded under this Policy shall apply only after all applicable
Underlying Insurance
with respect to an
Insurance Product
has been exhausted by actual payment under such
Underlying Insurance
, and shall only pay excess of any
retention or deductible amounts provided in the
Primary Policy
and other exhausted
Underlying Insurance
.
II. DEFINITIONS
A. Claim(s)
means the event(s) which take place during the
Policy Period
and which trigger(s) coverage under the insuring agreement(s) of the
Underlying Insurance
.
B. Insurance Product
means each separate type of insurance identified as an
"Insurance Product"
in Endorsement No. 1 to this Policy.
C. Insured(s)
means any person(s) or entity(ies) that may be entitled to coverage under the
Primary Policy
at its inception.
D. Insurer
means the company identified as
"Insurer"
in the Declarations.
E. Policy
Period
means the period from the inception date to the expiration date of this Policy stated in Item 2. in the Declarations, or its earlier cancellation or termination date, if any.
F. Policyholder
means the person(s) or entity(ies) identified in Item 1. in the Declarations.
G. Primary Policy
means the specific policy identified as the
"Primary Policy"
under the applicable
Insurance Product
listed in Endorsement No. 1 to this Policy.
H. Sublimit
means any
Underlying
Limits
which:
1. applies only to a particular grant of coverage under such
Underlying
Insurance
; and
2. reduces and is part of the otherwise applicable limits of liability of such
Underlying
Insurance
set forth in Item 4 of the Declarations.
I. Underlying Insurance
means each insurance policy which constitutes all or part of an
Insurance Product
, as scheduled in Endorsement No. 1 to this Policy.
J. Underlying
Insurers
means any or all of the companies who issued the policies of
Underlying Insurance
.
K. Underlying Limits
means, with respect to each
Insurance Product
, an amount equal to the aggregate of all limits of liability for each
Insurance Product
stated in Endorsement No. 1 to this Policy, plus the uninsured
retention or
deductible, if any, applicable to the
Primary Policy
under such
Insurance Product
.
III. CONDITIONS OF COVERAGE
A.
For purposes of determining when insurance under this Policy shall attach and the limitations under which such insurance shall apply:
1.
All of the
Underlying Insurance
in effect as of the inception date of the
Policy
Period
shall be maintained in full effect with solvent insurers throughout the
Policy Period
except for any reduction or exhaustion of the
Underlying Limits
as provided in Section IV. below; and
2. All Insureds shall comply fully with all of the provisions of this Policy.
B.
As a condition precedent to coverage under this Policy, the Insured shall give to the Insurer as soon as practicable, but in no event later than thirty (30) days thereafter, written notice and the full particulars of i) the exhaustion of the aggregate
limit of liability of any Underlying Insurance, ii) any Underlying Insurance not being maintained in full effect during the Policy Period, or iii) an Underlying Insurer becoming subject to a receivership, liquidation, dissolution, rehabilitation or similar proceeding
or being taken over by any regulatory authority.
C. If during the Policy Period the provisions of the Primary Policy are changed in any manner, as a condition precedent to coverage under this Policy, the Insured shall give written notice to the Insurer of the full particulars of such change as soon
as practicable but in no event later than thirty (30) days following the effective date of such change. No amendment to any Primary Policy or Underlying Insurance during the Policy Period shall be effective in broadening or extending the coverage afforded by this
Policy or extending or increasing the limits of liability afforded by this Policy unless the Insurer so agrees in writing. The Insurer may, in its sole discretion, condition its agreement to follow any changes to the Primary Policy or the Underlying Insurance on the
Insured paying any additional premium required by the Insurer for such change.
As soon as practicable, but in no event later than thirty (30) days thereafter, the
Policyholder
must give the
Insurer
written notice of any additional or return premiums charged or allowed in connection with any
Underlying Insurance
.
IV. REDUCTION OR EXHAUSTION OF UNDERLYING LIMITS
A.
If the
Underlying Limits
are partially reduced solely due to actual payment under the
Underlying Insurance
, this Policy shall continue to apply as excess insurance over the remaining
Underlying
Limits
.
B.
If the
Underlying Limits
are wholly exhausted solely due to actual payment under the
Underlying
Insurance
, this Policy shall continue to apply as primary insurance with respect to the applicable
Insurance
Product(s)
and the retention or deductible, if any, applicable under the
Primary Policy(ies)
shall apply under this Policy.
C. I
f any
Underlying
Limits
are subject to a
Sublimit
then coverage hereunder shall not apply to any
Claim
which is subject to such
Sublimit
, provided however, that the
Underlying
Limit
shall be
recognized hereunder as depleted to the extent of any payment of such
Claim
subject to such
Sublimit
.
V. LIMITS OF LIABILITY
A.
The amount stated in Item 3.a. in the Declarations shall be the maximum limit of the
Insurer's
liability for each
Claim
under the applicable
Primary Policy
, and shall be the maximum amount payable by the
Insurer
under this Policy for a single
Claim
, which amount shall be part of, and not in addition to, the amount stated in Item 3.b. in the Declarations.
B.
The amount stated in Item 3.b. in the Declarations shall be the maximum aggregate amount payable by the
Insurer
under this Policy with respect to all
Claims
during the
Policy Period
for all
Insurance Products
.
C.
This Policy does not provide coverage for any
Claim
not covered by the
Underlying Insurance
, and shall drop down only to the extent that payment is not made under the
Underlying Insurance
solely by reason of exhaustion of the
Underlying Insurance
through payments thereunder, and shall not drop down for any other reason. If any
Underlying Insurer
fails to make payments under such
Underlying Insurance
for any reason whatsoever, including without limitation the
insolvency of such
Underlying Insurer
, then the
Insureds
shall be deemed to have retained any such amounts which are not so paid. If the
Underlying Insurance
is not so maintained, the
Insurer
shall not be liable under this Policy to a
greater extent than it would have been had such
Underlying Insurance
been so maintained.
D.
Payment by the
Insurer
of any amount, including but not limited to defense costs, shall reduce the limits of liability available under this Policy.
VI. SETTLEMENTS AND DEFENSE
A.
No
Insured
under this Policy may, without the
Insurer's
prior written consent, which consent shall not be unreasonably withheld, admit liability for or settle any matter for which insurance may be sought under this Policy.
B.
The
Insurer
may, at its sole discretion, elect to participate in the investigation, defense and/or settlement of any claim under this Policy, regardless of whether the applicable
Underlying Insurance
has been exhausted.
C.
The
Insured
, and not the
Insurer
, has the duty to defend all
Claims
under this Policy.
VII. SUBROGATION
A.
In the event of payment under this Policy, the
Insurer
shall be subrogated to all rights of recovery of each and all
Insureds
against any person or organization, and the
Insureds
shall do whatever is necessary to secure those
rights to the satisfaction of the
Insurer
, including the execution of such documents necessary to enable the
Insurer
effectively to bring suit in the name of such
Insureds
.
B.
Any amount recovered after payment under this Policy and any
Underlying Insurance
policies shall be apportioned among the Insurer and the
Underlying Insurers
net of the expense of such recovery in the reverse order of actual payment.
The expenses attendant to such recovery shall be apportioned among those benefiting from the recovery in proportion to the amount of benefit to each party.
VIII. AUTHORIZATION
Except as stated in paragraph IX.A. below, the
Policyholder
shall be the sole agent of all
Insureds
with respect to all matters, including but not limited to giving and receiving notices and other communications, effecting or accepting any
endorsements to or notices of cancellation of this Policy, the payment of premium and the receipt of any return premiums.
IX. NOTICE
A.
With respect to any
Claim
, situation that could give rise to a
Claim
, or other matter as to which insurance may be sought under this Policy, the
Policyholder
or any
Insured
must give the
Insurer
written notice
contemporaneously with and in the identical manner required by the applicable
Primary Policy
.
B.
All notices under this Policy shall be sent to the
Insurer
at the address set forth in Item 6. in the Declarations.
X. MODIFICATION, CANCELLATION AND NONRENEWAL
A.
No modification of this Policy shall be effective unless made by endorsement signed by an authorized representative of the
Insurer
.
B.
The
Policyholder
may cancel this Policy at any time by written notice stating when thereafter such cancellation is to be effective.
C.
The
Insurer
may cancel this Policy only for nonpayment of premium, and only by delivering or mailing to the
Policyholder
written notice stating when, not less than ten (10) days thereafter, such cancellation shall become effective. The
delivery or mailing of such notice shall be sufficient proof thereof and this Policy and the
Policy
Period
shall terminate at the date and hour specified in the notice.
D.
The
Insurer
shall refund the unearned premium, computed at the customary short rate, if the Policy is cancelled by the
Policyholder
.
E.
The
Insurer
shall have no obligation to renew this Policy upon its expiration. If the
Insurer
decides not to renew this Policy, the
Insurer
shall provide written notice to the
Policyholder
by messenger, express delivery or
first class mail at least sixty (60) days prior to the expiration of the Policy.
XI. EXCLUSIONS
The
Insurer
shall not be liable for any amount in any
Claim
taking place during the
Policy Period
and arising under any
Insurance Product
, which is based upon, arising out of, directly or indirectly resulting from, in consequence of or
in any way involving:
A.
Any demand, suit or other proceeding pending, or order, decree or judgment entered, against any
Insured
on or prior to the Pending or Prior Claim Date set forth in Item 7 of the Declarations
or any wrongful act, fact, circumstance or
situation underlying or alleged therein; or
B.
Any other wrongful act, fact, circumstance or situation whenever occurring, which together with a wrongful
act, fact, circumstance or situation described in (a) above are causally or logically interrelated by a common nexus.
Endorsement No. 1
Effective date of this endorsement: 12:01 a.m. on: September 1, 2012
To be attached to and form part of Policy Number: MCN753993/01/2012
Issued to: Wells Fargo Funds Trust
By: Axis Insurance Company
SCHEDULE OF UNDERLYING INSURANCE AND INSURANCE PRODUCTS
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
This endorsement modifies insurance provided under the following:
SECUREXCESS POLICY
The Schedule of
Underlying Insurance
and
Insurance Products
is as follows:
A.
Insurance Product:
Financial Institutions Bond
1.
Primary Policy
Insurer Policy Number Limits
Policy Period
Great American
Insurance Company FS 517-76-01-09 $20,000,000
9/1/2012 -9/1/2013
2.
Other Underlying Policies
Insurer Policy Number Limits
Policy Period
The Fidelity & Deposit
Company of Maryland FIB 0004712-12 $20,000,000 XS $20,000,000 9/1/2012 -9/1/2013
Berkley Regional
Insurance Company BFI-71000386-12 $20,000,000 XS $40,000,000 9/1/2012 -9/1/2013
Federal Insurance
Company 82183333
$20,000,000 XS $60,000,000 9/1/2012 -9/1/2013
All other provisions remain unchanged.
Authorized Representative
October 16, 2012
Endorsement No. 2
Effective date of this endorsement: 12:01 a.m. on: September 1, 2012
To be attached to and form part of Policy Number: MCN753993/01/2012
Issued to: Wells Fargo Funds Trust
By: Axis Insurance Company
MANUSCRIPT APPLICATION ENDORSEMENT
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
This endorsement modifies insurance provided under the following:
SECUREXCESS POLICY
In consideration of the premium charged, it is agreed by the Insurer and
Insureds
that the application or proposal dated
August 14, 2012
and submitted to
Great American Insurance Company
on
Great American Insurance Company F-9865 (8/11)
form shall be accepted by the Insurer as the Application for this Policy.
Any and all references to an Application or application in this Policy shall mean the application or proposal described above. The Insurer has relied upon all statements, warranties and other information and documents contained in or submitted with such other
application or proposal as if they were submitted directly to Insurer using its own Application form.
All other provisions remain unchanged.
Authorized Representative
October 16, 2012
Endorsement No. 3
Effective date of this endorsement: 12:01 a.m. on: September 1, 2012
To be attached to and form part of Policy Number: MCN753993/01/2012
Issued to: Wells Fargo Funds Trust
By: Axis Insurance Company
CALIFORNIA AMENDATORY ENDORSEMENT
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
This endorsement modifies insurance provided under the following:
SECUREXCESS INSURANCE POLICY
1. Section
X
.,
MODIFICATION, CANCELLATION AND NONRENEWAL
, paragraph
C
. is amended by the addition of the following:
The notice shall state the reason for the cancellation. Notice of cancellation shall be mailed or delivered to the
Policyholder
at the mailing address shown on the Policy and to the producer of record, if applicable, provided that the producer of record is
not an employee of the
Insurer
.
2. Section
X., MODIFICATION, CANCELLATION AND NONRENEWAL
, paragraph
E
. is deleted and replaced by the following:
The
Insurer
shall have no obligation to renew this Policy upon its expiration. Once the
Insurer
chooses to nonrenew this Policy, or to condition renewal upon a reduction of the Policy's Limit of Liability, an elimination of coverage, an increase
in retention or an increase of more than 25 percent of the current Policy's premium, the
Insurer
shall deliver or mail to the
Policyholder
at the mailing address shown on the Policy, and to the producer of record, if applicable, written notice
stating such at least sixty (60) days but not more than one hundred twenty (120) days prior to the end of the
Policy Period
set forth in Item 2. in the Declarations. The notice shall include the specific reason for nonrenewal or conditional renewal.
All other provisions remain unchanged.
Authorized Representative
October 16, 2012
Endorsement No. 4
Effective date of this endorsement: 12:01 a.m. on: September 1, 2012
To be attached to and form part of Policy Number: MCN753993/01/2012
Issued to: Wells Fargo Funds Trust
By: Axis Insurance Company
NOT FOLLOW PRIMARY ENDORSEMENT (RECOGNIZE DILUTION OF LIMITS)
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
This endorsement modifies insurance provided under the following:
SECUREXCESS POLICY
In consideration of the premium charged, it is agreed that:
1. Coverage under this Policy shall not follow the terms and conditions of or provide coverage excess
Insuring Agreement
G,H,I,K
of the
Primary
Policy
. Furthermore, if Insuring Agreement
G,H,I,K
contain a sublimit(s) of
liability, the
Insurer
shall not drop down as excess of the sublimit of liability set forth in
Insuring Agreement
G,H, I,K
of the
Primary
Policy
.
2. However, solely for the purposes of determining when this Policy attaches, the
Insurer
shall recognize the dilution of limit of liability of the
Primary Policy
as a result of coverage provided under
Insuring Agreement
G,H,I,K
of the
Primary Policy
.
All other provisions remain unchanged.
Authorized Representative
October 16, 2012
Endorsement No. 5
Effective date of this endorsement: 12:01 a.m. on: September 1, 2012
To be attached to and form part of Policy Number: MCN753993/01/2012
Issued to: Wells Fargo Funds Trust
By: Axis Insurance Company
NON-STACKING OF LIMITS ENDORSEMENT
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
This endorsement modifies insurance provided under the following:
SECUREXCESS POLICY
In consideration of the premium charged, it is agreed that as respects any
Claim
under this Policy for which coverage is also provided by one (1) or more other policies issued by the
Insurer
, an affiliate thereof, or by any other member of what is
commonly referred to as the “Axis Group of Insurance Companies”, or if coverage would be provided but for the exhaustion of the limit of liability or the applicability of the retention amount or retention of such policies (any such policy an "Axis
Insurance Policy"), the limit of liability provided by virtue of this Policy shall be reduced by the limit of liability provided under other said Axis Insurance Policy.
Notwithstanding the above, in the event such other Axis Insurance Policy has a provision like this one, then the above paragraph will not apply but instead:
1)
2)
Nothing contained in this endorsement shall be construed to increase the limit of liability of this Policy, which shall in all events be the maximum liability of the
Insurer
under this Policy.
All other terms remained unchanged.
Authorized Representative
October 16, 2012
Endorsement No. 6
Effective date of this endorsement: 12:01 a.m. on: September 1, 2012
To be attached to and form part of Policy Number: MCN753993/01/2012
Issued to: Wells Fargo Funds Trust
By: Axis Insurance Company
ADDENDUM TO DECLARATIONS
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
This endorsement modifies insurance provided under the following:
SECUREXCESS POLICY
The Declarations is amended by the addition of the following:
Policy Premium: $23,133
All other provisions remain unchanged.
Authorized Representative
October 17, 2012
FINANCIAL INSTITUTION EXCESS FOLLOW FORM CERTIFICATE
The Great American Insurance Company, herein called the UNDERWRITER
Bond Number: FS 204-59-90 - 02
Name and Address of Insured: Wells Fargo Funds Trust
525 Market Street, 12th Floor
San Francisco, CA 94105
The UNDERWRITER, in consideration of an agreed premium, and in reliance upon the statements and information furnished to the UNDERWRITER by the Insured, and subject to the terms and conditions of the underlying coverage scheduled in ITEM 3 below, as excess and not
contributing insurance, agrees to pay the Insured for loss which:
(a) Would have been paid under the Underlying but for the fact that such loss exceeds the limit of liability of the Underlying Carrier (s) listed in Item 3, and
(b) for which the Underlying Carrier (s) has (have) made payment, and the Insured has collected the full amount of the expressed limit of the Underlying Carrier’s (s) liability.
ITEM 1. BOND PERIOD: from 12:01 a.m. on 09/01/2012 to 12:01 a.m. on 09/01/2013
(inception) (expiration)
ITEM 2. LIMIT OF LIABILITY AT INCEPTION: $12,500,000 Single Loss Limit over Insuring Agreements
A, B, C, D, E, F, J and L (Financial Institution Investment Company Bond)
ITEM 3. UNDERLYING COVERAGE:
CARRIER: Great American Insurance Company
LIMIT: $20,000,000 Single Loss Limit subject to primary
deductibles over
Insuring Agreements A, B, C, D, E, F, J and L
(Financial Institution Investment Company Bond)
BOND NUMBER: FS 517-76-01 - 09
BOND PERIOD: 12:01 AM on 09/01/2012 to 12:01 AM on
09/01/2013
CARRIER: Fidelity & Deposit Company of Maryland
LIMIT: $20,000,000 Limit over Item A Above
BOND NUMBER: FIB 0004712 12
BOND PERIOD: 12:01 AM on 09/01/2012 to 12:01 AM on 09/01/2013
CARRIER: Berkley Regional Insurance Company
LIMIT: $20,000,000 Limit over Items A & B Above
BOND NUMBER: BFI-71000386-12
BOND PERIOD: 12:01 AM on 09/01/2012 to 12:01 AM on 09/01/2013
CARRIER: Federal Insurance Company
LIMIT: $20,000,000 Limit over Items A, B & C Above
BOND NUMBER: 82183333
BOND PERIOD: 12:01 AM on 09/01/2012 to 12:01 AM on 09/01/2013
CARRIER: Axis Insurance Company
LIMIT: $10,000,000 Limit over Items A, B, C & D Above
BOND NUMBER: MCN753993/01/2012
BOND PERIOD: 12:01 AM on 09/01/2012 to 12:01 AM on 09/01/2013
CARRIER: National Union Fire Insurance Company of Pittsburgh, PA
LIMIT: $20,000,000 over Items A, B, C, D & E Above
BOND NUMBER: 01-166-77-92
BOND PERIOD: 12:01 AM on 09/01/2012 to 12:01 AM on 09/01/2013
ITEM 4. Coverage provided by this Bond is subject to the following attached Rider(s): Rider No. 1
ITEM 5. By acceptance of this Bond, you give us notice canceling prior Bond No. FS 204-59-90 – 01. The cancellation to be effective at the same time this Bond becomes effective.
In witness whereof, the UNDERWRITER has caused this certificate to be signed by an Authorized Representative of the UNDERWRITER this _______ day of _________________, 2012.
GREAT AMERICAN INSURANCE COMPANY
By: /S/ Frank J. Scheckton Jr.
(Authorized Representative)
Excess Follow Form Certificate
10/2007 ed.
RIDER NO. 1
To be attached to and form part of Bond No. FS 204-59-90 - 02
Issued to Wells Fargo Funds Trust
It is agreed that:
1. Coverage provided by this Bond shall not respond as excess over any sub-limited coverage(s) that are part of the Primary Bond.
2. This rider shall become effective as of 12:01 a.m. on 09/01/2012 standard time.