[Letterhead of GSV Capital Corp.]
May 3, 2012
VIA EDGAR
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
|
Re:
|
GSV Capital Corp. — File. No. 814-00852
Rule 17g-1(g) Fidelity Bond Filing
|
Ladies and Gentlemen:
On behalf of GSV Capital Corp. (the
“Company”
),
enclosed herewith for filing, pursuant to Rule 17g-1(g) under the Investment Company Act of 1940, are the following:
|
1.
|
copy of the fidelity bond covering the Company, which includes a statement as to the period for which
premiums have been paid; and
|
|
2.
|
a Certificate of the Secretary of the Company containing the resolutions of the Board of Directors
approving the amount, type, form and coverage of the Fidelity Bond and a statement as to the period for which premiums have been
paid.
|
If you have any questions regarding this
submission, please do not hesitate to call me at (650) 206-2965.
|
Very truly yours,
|
|
|
|
GSV CAPITAL CORP.
|
|
|
|
/s/ Stephen D. Bard
|
|
Stephen D. Bard
|
|
Secretary
|
Enclosures
CERTIFICATE OF SECRETARY
The undersigned, Stephen
D. Bard, Secretary of GSV Capital Corp., a Maryland corporation (the
“Company”
), does hereby certify
that:
|
1.
|
This certificate is being delivered to the Securities and Exchange Commission (the
“SEC”
)
in connection with the filing of the Company’s fidelity bond (the
“Bond”
) pursuant to Rule 17g-1
of the Investment Company Act of 1940, as amended, and the SEC is entitled to rely on this certificate for purposes of the filing.
|
|
2.
|
The undersigned is the duly elected, qualified and acting Secretary of the Company, and has custody
of the corporate records of the Company and is a proper officer to make this certification.
|
|
3.
|
Attached hereto as
Exhibit A
is a copy of the resolutions approved by the Board of Directors
of the Company, including a majority of the Board of the Directors who are not “interested persons” of the Company,
approving the amount, type, form and coverage of the Bond.
|
|
4.
|
Premiums have been paid for the period April 13, 2012 to April 13, 2013.
|
IN WITNESS WHEREOF,
the undersigned has caused this certificate to be executed this 3
rd
day of May, 2012.
|
/s/ Stephen D. Bard
|
|
|
Stephen D. Bard
|
|
|
Secretary
|
|
Exhibit A
Approval of Fidelity Bond
WHEREAS
, Section
17(g) of the Investment Company Act of 1940, as amended (the
“1940 Act”
), and Rule 17g-1(a) thereunder,
require a business development company, such as the Company, to provide and maintain a bond which shall be issued by a reputable
fidelity insurance company, authorized to do business in the place where the bond is issued, to protect the Company against larceny
and embezzlement, covering each officer and employee of the Company who may singly, or jointly with others, have access to the
securities or funds of the Company, either directly or through authority to draw upon such funds of, or to direct generally, the
disposition of such securities, unless the officer or employee has such access solely through his position as an officer or employee
of a bank (each, a
“covered person”
);
and
WHEREAS
, Rule
17g-1 specifies that the bond may be in the form of (i) an individual bond for each covered person, or a schedule or blanket bond
covering such persons, (ii) a blanket bond which names the Company as the only insured,
or
(iii) a bond which names the
Company and one or more other parties as insureds, as permitted by Rule 17g-1;
and
WHEREAS
, Rule
17g-1 requires that a majority of directors who are not “interested persons” of the Company, as such term is defined
under the 1940 Act (the
“Non-Interested Directors
”), approve periodically (but not less than once every
12 months) the reasonableness of the form and amount of the bond, with due consideration to the value of the aggregate assets of
the Company to which any covered person may have access, the type and terms of the arrangements made for the custody and safekeeping
of such assets, and the nature of securities and other investments to be held by the Company, and pursuant to factors contained
in the Rule 17g-1 which are described in the accompanying memorandum attached hereto;
and
WHEREAS,
the
staff of the Securities and Exchange Commission has provided guidance that the bonds required to be maintained by business development
companies under Rule 17g-1 of the 1940 Act are generally not permitted to have a deductible provision unless, among other things,
the business development company deposits and at all times maintains, in escrow, cash or short-term, liquid cash-equivalent securities
having a minimum value equal to the deductible;
and
WHEREAS
, under
Rule 17g-1, the Company is required to make certain filings with the SEC and give certain notices to each member of the Board in
connection with the bond, and designate an officer who shall make such filings and give such notices;
NOW, THEREFORE,
BE IT RESOLVED
, that having considered the expected aggregate value of the securities and funds of the Company to which officers
or employees of the Company may have access (either directly or through authority to draw upon such funds or to direct generally
the disposition of such securities), the type and terms of the arrangements made for the custody of such securities and funds,
the nature of securities and other investments to be held by the Company, the accounting procedures and controls of the Company,
the nature and method of conducting the operations of the Company, and the requirements of Section 17(g) of the 1940 Act and Rule
17g-1 thereunder, it is determined that the amount, type, form, premium and coverage, covering the officers and employees of the
Company and insuring the Company against loss from fraudulent or dishonest acts, including larceny and embezzlement, issued by
St. Paul Fire & Marine Insurance Company having an aggregate coverage of $600,000 (the
“Fidelity Bond”
)
is reasonable, and the Fidelity Bond be, and hereby is, approved by the Board, including the Non-Interested Directors;
and
FURTHER RESOLVED
,
that the officers of the Company be, and they hereby are, authorized to take all appropriate actions, with the advice of legal
counsel to the Company, to provide and maintain the Fidelity Bond on behalf of the Company;
and
FURTHER RESOLVED
,
that the officers of the Company are instructed to (i) cause the Company’s external investment adviser to deposit and at
all times maintain, in escrow, cash or short-term, liquid cash-equivalent securities having a minimum value of $25,000; (ii) notify
the Non-Interested Directors and auditors of the Company any time there is a defalcation or loss that would have been covered by
the Fidelity Bond but for the $25,000 deductible clause, and (iii) cause the Company to maintain, in accordance with the general
record-keeping requirements of Rule 31a-2(a) of the 1940 Act, a copy of any notification sent to the Non-Interested Directors of
a loss or defalcation that would have been covered by the Fidelity Bond but for the deductible clause;
and
FURTHER RESOLVED
, that the Chief
Compliance Officer of the Company be and hereby is, designated as the party responsible for making the necessary filings and giving
the notices with respect to such bond required by paragraph (g) of Rule 17g-1 under the 1940 Act;
and
FURTHER RESOLVED
, that the foregoing
resolutions shall be inserted in the minute books of the Company.
IMPORTANT NOTICE - INDEPENDENT
AGENT AND BROKER COMPENSATION
NO COVERAGE IS PROVIDED BY THIS
NOTICE. THIS NOTICE DOES NOT AMEND ANY PROVISION OF YOUR POLICY. YOU SHOULD REVIEW YOUR ENTIRE POLICY CAREFULLY FOR COMPLETE
INFORMATION ON THE COVERAGES PROVIDED AND TO DETERMINE YOUR RIGHTS AND DUTIES UNDER YOUR POLICY. PLEASE CONTACT YOUR AGENT OR
BROKER IF YOU HAVE ANY QUESTIONS ABOUT THIS NOTICE OR ITS CONTENTS. IF THERE IS ANY CONFLICT BETWEEN YOUR POLICY AND THIS
NOTICE, THE PROVISIONS OF YOUR POLICY PREVAIL.
For
information about how Travelers compensates independent agents and brokers, please visit
www.travelers.com,
call our toll-free telephone number, 1-866-904-8348, or you may request a written copy from Marketing at One Tower
Square, 2GSA, Hartford, CT 06183.
ND044 Rev. 1-08
Page 1 of 1
HOW
TO REPORT LOSSES, CLAIMS, OR POTENTIAL CLAIMS TO TRAVELERS
Reporting new losses, claims,
or potential claims promptly can be critical. It helps to resolve covered losses or claims as quickly as possible and often reduces
the overall cost. Prompt reporting:
|
·
|
better protects the interests of all parties;
|
|
·
|
helps Travelers to try to resolve losses or claims more
quickly; and
|
|
·
|
often reduces the overall cost of a loss or claim - losses or claims reported more than five days
after they happen cost on average 35% more than those reported earlier.
|
Report
losses, claims, or potential claims to Travelers easily and quickly by fax, U S mail, or email.
Use this number to report a loss, claim,
or potential claim by fax toll free.
1-888-460-6622
Use this address to report a loss, claim,
or potential claim by U S Mail.
Bond-FPS Claims Department
Travelers
Mail Code NB08F
385 Washington Street
Saint
Paul, Minnesota
55102
Use this address to report a loss, claim,
or potential claim by email.
Pro.E&O.Claim.Reporting@SPT.com
This is a general description
of how to report a loss, claim, or potential claim under this policy or bond. This description does not replace or add to the terms
of this policy or bond. The policy or bond alone determines the scope of coverage. Please read it carefully for complete information
on coverage. Contact your agent or broker if you have any questions about coverage.
a
2006 The St. Paul Travelers Companies, Inc. All
Rights Reserved.
RE:
Risk Management PLUS+ Online
•
from Travelers Bond & Financial
Products (www.rmplusonline.com)
Thank you for choosing Travelers
Bond & Financial Products for your insurance needs. Travelers is a market leader in providing management liability coverage
that is in-synch with your business. As your risks evolve, so do we through our ability to provide you with responsive risk management
services.
Travelers Bond & Financial
Products is pleased to provide you with Risk Management PLUS+ Online, the industry's most comprehensive program for mitigating
your management liability exposures. The site includes risk management tools for the following coverage related exposures:
|
·
|
Employment Practices Liability
|
|
·
|
Directors & Officers Liability
|
|
·
|
Identity Fraud Expense Reimbursement
|
Risk Management PLUS+ Online
is a flexible, comprehensive loss prevention program specifically designed for Travelers Bond & Financial Products customers
and is available to you at no additional cost. Included in the site is a library of articles, checklists and training on relevant
risk mitigation topics for the management liability areas mentioned above.
Highlights of Risk Management
PLUS+ Online services include:
|
·
|
Web-based risk management training
|
|
·
|
Weekly articles on current issues
|
|
·
|
Model policies and forms for downloading or printing
that cover major risks associated with the workplace
|
The attached Risk Management
PLUS+ Online Registration Instructions contain easy, step-by- step instructions to register for this valuable tool. For more information,
call 1-888-712-7667 and ask for your Risk Management PLUS+ Online representative. It's that simple.
We strongly encourage you to
take full advantage of this program. Once again, thank you for choosing Travelers Bond & Financial Products.
RM-IA Ed. 6-08
|
Page
1
of 2
|
Instructions
for Registration & Orientation to Risk Management PLUS+ Online
•
Registration for Site Administrators:
The Site Administrator is the person in your organization
who will oversee Risk Management PLUS+ Online for the organization. The Site Administrator is typically a person who leads human
resources and/or financial functions or is responsible for legal matters pertaining to personnel. The Site Administrator may add
other Site Administrators later to assist with their responsibilities. To register:
|
1.
|
Go to
www.rmplusonline.com.
|
|
2.
|
In the Sign-In box, click Register.
|
|
3.
|
Enter the password/passcode: TRVP300300 (Please note
there are 4 letters followed by 6 numbers in the code)
|
|
4.
|
Fill in the Registration Information and click Submit.
|
|
5.
|
Your organization is registered, and you are registered
as Site Administrator.
|
Learning to Navigate the Site:
|
1.
|
Go to
www.rmplusonline.com.
On each page, you will see a box outlined in blue that contains the instructions for use of that page.
|
|
2.
|
If you have any questions, just click on Contact Us on
the front page. Enter your question in the form provided, and the System Administrator will get back to you quickly with the answer.
|
|
3.
|
You can also schedule a live walk-through of the site
by sending a request for a walk- through via the contact link on the front page.
|
RM-IA Ed. 6-08
|
Page
2
of 2
|
FINANCIAL
INSTITUTION BOND
Standard
Form No. 14, Revised to October, 1987
|
St.
Paul Fire & Marine Insurance Company
|
Bond
No.
ZBN-13N07440-12-N2
|
(Herein called
Underwriter)
|
|
|
|
DECLARATIONS
|
|
Item
1.
Name of Insured (herein called Insured):
|
Principal Address:
|
|
|
GSV Capital
Corp.
|
2965 Woodside Road
|
|
Woodside, CA 94062
|
|
|
Item 2.
|
Bond Period: from 12:01 a.m. on
04/13/2012
|
to 12:01 a.m. on
04/13/2013
|
|
(MONTH,DAY,YEAR)
|
(MONTH,DAY,YEAR)
|
|
standard time.
|
|
|
|
|
Item 3.
|
The Aggregate Liability of the Underwriter during the Bond Period shall be
|
|
$
600,000
|
|
|
|
|
Item 4.
|
Subject to Sections 4 and 11 hereof,
|
|
the
Single Loss Limit of Liability is $
600,000
and the Single Loss Deductible
is $
25,000
Provided, however, that if any amounts are inserted below opposite
specified Insuring Agreements or Coverage, those amounts shall be controlling. Any amount set forth below shall be part of and
not in addition to amounts set forth above. (If an Insuring Agreement or Coverage is to be deleted, insert "Not Covered.")
|
|
Single Loss Limit of
|
|
Single
|
Amount applicable to:
|
|
Liability
|
|
Loss Deductible
|
Insuring Agreement (D) - FORGERY OR ALTERATION
|
|
$
|
600,000
|
|
|
$
|
25,000
|
|
Insuring Agreement (E) - SECURITIES
|
|
$
|
600,000
|
|
|
$
|
25,000
|
|
Coverage on Partners
|
|
$
|
N/A
|
|
|
$
|
N/A
|
|
Optional Insuring Agreements and Coverages:
|
|
|
|
|
|
|
|
|
(G) - CLAIMS EXPENSE
|
|
$
|
25,000
|
|
|
$
|
5,000
|
|
(H) - COMPUTER SYSTEMS FRAUD
|
|
$
|
600,000
|
|
|
$
|
25,000
|
|
(I) - VOICE INITIATED TRANSFERS
|
|
$
|
600,000
|
|
|
$
|
25,000
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
$
|
|
|
|
$
|
|
|
If "Not Covered" is inserted above opposite any specified
Insuring Agreement or Coverage, such Insuring Agreement or Coverage and any other reference thereto in this bond shall be deemed
to be deleted therefrom.
TSB 5062b Ed. 10-87
|
|
Copyright, The Surety Association of America, 1987
|
Page 1 of 13
|
|
Item 5.
|
The liability of the Underwriter is subject to the terms of the following riders attached hereto:
|
SR5862 Rev. 08-68, SR5935I Rev. 12-93, SR6275 Rev.
9-2005,
MEL0757 Ed. 11-06, MEL0770 Ed. 1-03, MEL2233 Ed.
1/05, MEL2258 Ed. 1-05,
MEL2334 Ed. 2-05, MEL2622 Ed. 3/05, MEL3036 Ed. 6/05,
MEL3190 Ed. 7-05,
MEL3390 Ed. 8-05, MEL3393 Ed. 8-05, MEL3457 Ed. 9/05,
MEL3626 Ed. 10/05,
MEL3650 Ed. 11/05, MEL4818 Ed. 12/06, MEL4899 Ed.
1-07,
MEL4903 Ed. 1-07, MEL5188 Ed. 6/07, MEL5567 Ed. 12-07,
MEL6366 Ed. 11-08,
MEL6527 Ed. 2-09, MEL6529 Ed. 2-09, MEL6601 Ed. 2-09,
MEL1531 Ed. 5-04
Item
6.
The Insured by the acceptance of this bond gives notice to the Underwriter terminating or canceling prior
bond(s)
or policy(ies) No.(s)
490PB2887
such
termination or cancelation to be effective as of the time this bond becomes effective.
The Underwriter, in consideration
of an agreed premium, and in reliance upon all
statements made and information furnished to
the
Underwriter by the Insured
in applying
for
this bond, and subject
to
the
Declarations, Ins
uring
Agreements, General Agreements,
Conditions and Limitations and other terms hereof, agrees to indemn
i
fy the Insured for:
INSURING AGREEMENTS
FIDELITY
|
(A)
|
Loss
resulting directly
fro
m
dishonest or fraudulent acts committed
by
an
Employee
acting
alone or in collusion with others.
|
Such
dishonest or fraudulent acts must
be
committed
by the
Emplo
yee
with
the
manifest
intent:
(a)
to cause the Insured to sustain such loss; and
(b)
to obtain financial benefit for the Employee and
which, in fact, result in obtaining such
benefit.
As
used in this
Insurin
g Agreement,
financial
benefit does
not
include
any
employee benefits
earned
in
the
normal course of employment, including salaries,
commissions, fees,
bonuses,
promotions, awards, profit sharing or pensions.
ON PREMISES
|
(B)
|
(1) Loss of Property resulting directly from
|
|
(a)
|
robbery, burglary, misplacement, mysterious unexplainable disappearance
and damage
thereto o
r destruction thereof, or
|
|
(b)
|
theft,
false
pretenses,
common-law o
r statutory larceny, committed
by a
person
present
in an office or on
the
premises
of
the Insured,
|
while
the
Property
is lo
dged or deposited within offices or premises located
anywhere.
|
(a)
|
furnishings,
fixtures,
supplies
or
equipment
within an office of
the Insured
covered
under
this bond resulting directly
from
larceny or theft
in, or
by
burglary
or
robbery of, such
office,
or
attempt thereat,
or by vandalism or malicious mischief, or
|
|
(b)
|
such office resulting
from
larceny
or
theft
in, or
by
burglary or robbe
ry
of
such office or
attempt thereat,
or to
the interior
of
provided that
|
TSB 5062b Ed. 10-87
|
|
Copyright, The Surety Association of America, 1987
|
Page 3 of 13
|
|
(i)
|
the Insured is the owner
of such furnishings,
fixtures,
supplies,
equipment,
or office or
is
liable
for
such
loss or damage, and
|
|
(ii)
|
the loss is not caused by fire.
|
IN TRANSIT
|
(C)
|
Loss
of Property resulting directly
from
robbery,
common-law
or statutory larceny,
theft,
misplacement,
mysterious unexplainable disappearance, being lost or made
away
with, and damage
thereto
or destruction thereof, while the
Property is in transit anywhere in the custody of
|
|
(a)
|
a
natural person acting
a
s
a
messenger of
the Insured (or
another
natu
r
al
person acting
as
messenger or custodian during an emergency
arising
from the
incapac
i
ty of
the
original
messenger), or
|
|
(b)
|
a
Transportation Company and being
transported in an armored
motor vehicle, or
|
|
(c)
|
a
Transportation Company and being
transported
in
a conveyance
other than an armored motor
vehicle p
rovided
that
covered Property
transported
in such manner
is
limited
to the following:
|
|
(i)
|
records, whether recorded in writing
or
electronically,
and
|
|
(ii)
|
Certified Securities
issu
e
d
in registered
form
and
not
endorsed,
or with restrictive endorsements, and
|
|
(iii)
|
N
eg
otiabl
e
In
s
t
r
u
me
nt
s
not pa
y
abl
e
to b
e
a
rer,
o
r
not
e
ndo
rse
d
,
o
r
wit
h res
t
r
icti
ve
e
ndo
rseme
nt
s.
|
Coverage
under
this Insuring Agreement begins immediately upon
the
rece
ipt
of such Property
by the
natural person or Transportation Company
and ends immediately upon delivery to
the
designated
recipient or its agent.
FORGERY OR
ALTERATION
|
(D)
|
Loss resulting directly from
|
|
(1)
|
Forgery or alteration
o
f, on
or in
any
Negotiable
Instrument (except
an Evidence of
Debt), Acceptance, Withdrawal
Order, receipt for the
withdrawal of
Pro
perty,
Certificate of
Deposit or Letter of Credit.
|
|
(2)
|
transferring,
paying
or delivering
any
funds or Property or establishing
any credit
or
giving
any
value on
the faith
of
any written
instructions
or
advices dir
e
cted
to
the Insured
and
authorizing or
acknowledging the
transfer, payment, delivery or
receipt
of
funds or Property, which instructions or
advices purport
to
have been
signed
or endorsed
by any
customer of
the Insured
or
by
any financial
institution
but
which instructions or advices
either
bear
a
signature
w
hich
is a
Forgery
o
r
have been altered
withou
t
the knowledge
and consent of such customer or financial institution.
|
A
mechanically reproduced
facsimile
signature
is treated the same as a handwritten signature.
SECURITIES
|
(E)
|
Loss
resulting directly
fro
m
the
insured
having, in good faith, for
its own
account
or
for th
e account of others
|
|
(1)
|
acquired,
sold
or delivered,
or
given
value, extended
credit
or assumed liability,
on
the
faith of, any original
|
|
(a)
|
Certificated Security,
|
|
(b)
|
d
ee
d
, m
o
r
t
g
a
ge
o
r
ot
her
in
s
t
r
u
me
nt
con
vey
in
g
titl
e
to
,
o
r
c
re
atin
g
o
r
di
s
c
h
a
rg
in
g
a li
e
n upon
, re
al p
r
op
er
t
y,
|
|
(d)
|
Instruction
to
a Federal
Reserve
Bank
of
the United States, or
|
|
(e)
|
Statement of Uncertificate
d
Security
of
any
Federal Reserve Bank of the United States
|
which
|
(i)
|
bears
a
signature
of
any
maker,
drawer,
issuer, endorser,
assignor,
lessee, transfer agent, registrar, acceptor, surety, guarantor, or of
any person signing
in
any
other capacity which
is a
Forgery,
or
|
|
(2)
|
g
ua
r
ant
ee
d
in w
r
itin
g
o
r
witn
esse
d
an
y s
i
g
natu
re upon
any
transfer, assignment, bill of
sale,
power of attorney, Guarantee,
or
any
items listed in (a) through (c) above.
|
|
(3)
|
acquired,
sold
or delivered,
or
given
value, extended
credit
or assumed liability,
on
the faith
of
any
item listed in (a) and (b)
above
which is a Counterfeit.
|
A
mechanically reproduced
facsimile
signature
is treated the same as a handwritten signature.
COUNTERFEIT CURRENCY
|
(F)
|
Loss
resulting directly
from the receipt by the Insured,
in
good faith,
of
any
Counterfeit Money
o
f
the United
States of America, Canada or of
any
other
country in which
the Insured
maintains
a
branch office.
|
GENERAL AGREEMENTS
NOMINEES
|
A.
|
Loss
sustained
by any
nominee
organized
by the Insured for the
purpose
o
f handling
certain of its business transactions and composed
exclusively
of its Employees
shall,
for all the
purposes of
this
bond and whether or
not
any partner
of such nominee
is
implicated in such
loss,
be
deemed to
be loss sustained by the Insured.
|
ADDITIONAL
OFFICES OR EMPLOYEES – CONSOLIDATION, MERGER OR PURCHASE OF ASSETS – NOTICE
|
B.
|
If
the Insured shall,
while
this bond
is
in
force,
establish
any
additional
offices,
other than
by
consolidation or merger with,
or purchase or acquisition of
assets
or liabilities of,
another
institution,
such offices
shall be
automatically covered
hereunder from the date
of
such establishment without
the requirement
of notice to
the Underwriter
or
the
payment of additional
premium for the remainder of the premium period.
|
If
the Insured shall,
while this bond
is
in
force,
consolidate or merge with, or purchase or
acquire assets
or
liabilities of, another institution, the
Insured shall not have
such
coverage as is
afforded
under this bond for loss which
|
(a)
|
has
occurred or
will
occur in
offices
or
premises, or
|
|
(b)
|
has been
caused or
will be
caused
by
an employee or employees of such institution, or
|
|
(c)
|
has
arisen or
will
arise
out
of
the assets
or liabilities
|
acquired
by the Insured as a result
of such consolidation, merger or
p
urchase
or acquisition of assets or liabilities unless the Insured shall
|
(i)
|
give the Underwriter written
notice of
the
proposed
consolidation, merger or purchase or acquisition of
assets
or
li
abilities
prior to
the
proposed
effective date
of such action and
|
|
(ii)
|
obtain
the written
consent of
the
Underw
r
it
er
to
ex
t
e
nd
t
he
co
ver
a
ge
p
r
o
v
id
e
d
b
y
t
h
i
s
bond to
s
uc
h
additional o
ff
ic
es
o
r
p
rem
i
ses, Em
plo
yees
and ot
her ex
po
s
u
res,
and
|
|
(iii)
|
upon obtaining such consent,
pay
to
the Underwriter an additional premium.
|
CHANGE OF CONTROL - NOTICE
|
C.
|
When
the Insured
learns of
a
change in control,
it shall give written notice to the Underwriter.
|
As
used in this General Agreement, control means
the
power to
determine the
management
or
policy
of
a
controlling holding company or
the
Insured by
virtue of
voting stock
ownership. A change in ownership
of
voting stock
which results in
direct
or
indirect
ownership
by a
stockholder or an affiliated group of stockholders
of
ten percent (10%)
or
more
of such
stock shall
be
presumed to
result
in
a
change
of control for
the
purpose of
the requir
e
d
notice.
Failure
to
give the required
notice
shall result
in termination
of
coverage for any loss involving a
transferee, to be effective
upon the
date
of
the stock
transfer.
REPRESENTATION OF INSURED
|
D.
|
The
Insured
represents
that
the
information furnished in
the
application
for
this
bond
is
complete,
true
and cor
rect.
Such
application
constitutes part of this bond.
|
Any
misrepresentation,
omission,
concealment
or
incorrect
statement of
a
material
fact,
in
the
application
or otherwise,
shall be
grounds
for
the rescission of
this bond.
JOINT INSURED
|
E.
|
If two or more
Insureds
are
covered
under
this bond,
the
first named
Insured
shall
act
for all
Insureds. Payment
by the Underwriter
to
the
first named
Insured
of
loss
s
u
stained
by any Insured shall fully
release
the Underwriter
on account of such
loss.
If
the
first named
Insured ceases
to be covered
under
this
bond,
the Insured
next
named shall
thereafter
be
considered
as the
first
named Insured.
Knowledge
possessed or
discovery made by any Insured shall constitute knowledge
or
discovery
by all Insureds for all
purposes of this bond. The liability of
the Underwriter for loss
or
losses
sustained
by all Insureds shall not
exceed
th
e
amount for
which the Underwriter would
have been liable had
all
such
loss
or
losses been
sustained
by one Insured.
|
NOTICE OF LEGAL PROCEEDINGS AGAINST INSURED
- ELECTION TO DEFEND
|
F.
|
The
Insured shall notify t
he
Underwriter at the
earliest practicable moment,
not
to
exceed
30 days
after notice thereof, of
any legal
proceeding
brought
to
determine the Insured
'
s
liability
for any loss, claim
or damage, which, if established, would constitute
a
collectible
loss under
this
bond.
Concurrently,
the Insured
s
hall
furnish copies of
all pleadings
and pertinent papers to the Underwriter.
|
The
Underwriter, at
its
sole
option,
may
elect
to conduct
the
defense of s
u
ch
legal
proceeding,
in whole or in
part.
The defense
by the Underwriter shall be
in
the Insured's
name through attorneys selected
by the Underwriter.
The
Insured shall
provide
all
reasonable information and
assistance
required by the Underwriter for such defense.
If
the Underwriter
elects to defend
the Insured,
in whole
or in
part, any
judgment against
the Insured
on those
counts or causes of action which
the Underwriter
defended on
behalf
of
the Insured
or
any settlement
in which
the Underwriter
participates and
all
attorneys'
fees, costs
and
expenses
incurred by the Underwriter
in
the
defense of
the
litigation
shall be a loss
covered
by this
bond.
If
the
Insured
does
not
give
the
notices
required
in
subsection (a) of Section
5
of this bond and in
the
first
paragraph of this General Agreement, or if
the Underwriter
elects
not
to
defend
any causes
of action,
neither a
judgment
against
the Insured, nor a settlement of any
legal proceeding
by the Insured,
shall determine the
existence, extent or amount of
coverage under
this
bond
for loss
sustained
by
the
Insured,
and
the Underwriter shall not be
liable
for
any
attorneys'
fees, costs
and expenses
incurred by
the Insured.
TSB 5062b Ed. 10-87
|
|
Copyright, The Surety Association of America, 1987
|
Page 5 of 13
|
With
respect to this General Agreement, subsections (b) and (d)
o
f Section
5
of
this bond apply upon
the
entry of such judgment or
the
occurrence
of such
settlement
instead of upon
discovery
of
loss.
In addition,
the Insured
must
notify the Underwriter
within
30 days
after such judgment
is entered again
s
t
it
or after
the Insured
settles such
legal
proceeding,
and, subject to subsection (e) of Section
5, the Insured may not
bring
legal
proceedings
for the
recovery of such loss after
the
expiration of
24
months
from the date
of such final judgment or settlement.
CONDITIONS AND LIMITATIONS
DEFINITIONS
Section 1. As used in this bond:
|
(a)
|
Acceptance means
a
draf
t
which
the
drawee
has, by
signature
written
thereon, engaged to
honor as presented.
|
|
(b)
|
Certificate of
Depo
sit means
an acknowledgment in writing
by a
financial institution of
receipt
of
Money with
an
engagement to repay it.
|
|
(c)
|
Certificated 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)
|
represented by
an
instrument
issued
in bearer or registered form;
|
|
(2)
|
o
f
a t
y
p
e
co
mm
onl
y
d
e
alt
in on
se
cu
r
iti
es ex
c
h
an
ges
o
r m
a
rke
t
s
o
r
co
mm
onl
y re
co
g
niz
e
d
in an
y
a
re
a in w
h
ic
h
it i
s
i
ss
u
e
d
o
r
d
e
alt in a
s
a
me
diu
m f
o
r
in
ves
t
me
nt
;
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.
|
|
(d)
|
Counterfeit means an imitation of an actual
valid
original
which
is intended
to deceive
and to be taken as the original.
|
|
(1)
|
a
natural person in
the
service
of the
Insured at any
of
the Insured's
offices or premises
covered
hereunder whom
the
Insured
compensates
direc
tly
by salary o
r
commissions
and
whom the Insured
has the right to direct and
control while performing services for the Insured;
|
|
(2)
|
an attorney
retained by the Insured
and
an
employee of such attorney while
either is
performing
legal services for the Insured;
|
|
(3)
|
a
person provided
by
an employment
contractor to perform em
ployee
duties
for the Insured under the Insured's supervision
at any
of
the Insured's
offices or premises covered
hereunder,
and
a
guest
student
pursuing
studies or duties in
any
of said offices or premises;
|
|
(4)
|
an employee of an institution merged or consolidated with the Insured prior to the effective date
of this bond;
|
|
(5)
|
each natural person, partnership
or
corporation
authorized
b
y
the Insured
to perform services as data
processor of checks or other accounting records of
the Insured
(not including preparatio
n
or modification of computer
software
or
programs), herein
called Processor. (Each such Processor, and
the partners, officers
and
employees of such Processor
shall, collectively, be
deemed to
be
one
Employee
for all the
purposes of this bond, excepting, however,
the
second
paragraph of Section
12.
A
Federal
Reserve
Bank
or clearing house
shall not be
construed to be a processor.);
and
|
|
(6)
|
a Partner of the Insured, unless not covered as stated in Item 4 of the Declarations.
|
|
(f)
|
Evidence of
Debt
me
a
ns
an
instrument,
including
a
Negotiable
Instrument,
executed
by a
customer of
the Insured
and
held
by
the
Insured
which in
the
regular
course of business
is treated as
evidencing
the
customer's
debt to the Insured.
|
|
(g)
|
Financial Int
eres
t in t
he
In
s
u
re
d
o
f
t
he
In
s
u
re
d
'
s
ge
n
er
al pa
r
tn
er(s),
o
r
li
m
it
e
d
pa
r
tn
er(s),
co
mm
ittin
g
di
sh
on
es
t o
r fr
audul
e
nt
act
s
co
vere
d b
y
t
h
i
s
bond o
r
conc
er
n
e
d
o
r
i
m
plicat
e
d t
here
in
me
an
s:
|
|
(1)
|
as
respects general partner(s)
the
value
of
all
right,
title
and
interest
of
such general partner(s),
determined as
of
the close
of
business on
the date
of
discovery
of loss covered by
this bond, in the aggregate of:
|
|
(a)
|
the
"net worth
"
of
the Insured,
which
for the
purposes of this
bond, shall be
deemed to
be
the exces
s of its total
assets
over its total liabilities,
without
adjustment to
give
effe
ct
to
loss covered
by
this bond, (except
that credit
balances
and equities in proprietary accounts of
the Insured,
which
shall
include
capital accounts of
partners,
investment
and
trading
accounts of
the Insured,
participations of
the Insured
in join
t ac
counts,
and
accounts
of
partners
which are covered
by
agreements providing
for
the inclusion of equities
therein
as partnership
property,
shall not
be considered as liabilities) with securities, spot commodities,
commo
dity
future
contracts in such
proprietary
accounts and
all
other assets marked to market or
fair
value and with adjustment
for
profits and
losses at the
market of contractual commitments
for
such
proprietary accounts of the Insured; and
|
|
(b)
|
the
value of
all
other Money,
securities and property belonging to such general partner(s), or in which such general partner(s)
have a
pecuniary
interest,
held
by
or in
the
custody
o
f and
legall
y
available
to
the Insured as set-off
against loss covered by this bond;
|
provided,
however,
that
if such "net worth
"
adjusted
to
give effect
to
loss
covered
by
this
bond and such value of
all
other Money, securities and property
as
set
forth in (g)(1)(b) preceding,
plu
s
the
amount
o
f
coverage afforded by
this bond on account of such
loss, is not sufficie
nt
to enable
the Insured
to meet its
obliga
tions, including
its obligations to its
partners
other than to such general partner(s),
then the
Financial
Interest in the Insured, as above
defined, of such general partner(s)
shall be reduced
in an amount necessary, or eliminated if
need
be, in
order
to enable
t
he
Insured
upon
payment of
loss under
this bond to meet such obligations, to
the
extent
that
such payment
will
enable
the Insured
to
meet
such obligations, without
any benefit
accruing to
such general partner(s) from such payment; and
|
(2)
|
as respects limited partners the value of
such limited
partner's(')
investment in
the Insured.
|
|
(h)
|
Forgery means
the signing
of
the
name of another person or organization with
intent
to
deceive;
it
does
not
mean
a
signature
which
consists
in whole or in
part
of one's own
name
signed with or without authority, in any capacity, for any purpose.
|
|
(i)
|
Guarantee means
a written
undertaking
obligating
the
signer to
pay the debt
of another to
the
Insured
or
it
s
assign
ee
or to
a financial
institution
from
which
the Insured
has
purchased participation in
the debt,
if
the debt
is not paid in accordance with its terms.
|
|
(j)
|
Instruction
means
a written order
to
th
e issuer of an Uncertificated Security requesting
that the
transfer,
pledge, or release
from
pledge of
the
Uncertificated
Security specified be registered.
|
|
(k)
|
Letter
of
Credit
means an engagement
in writing
by a
bank or other person made
at th
e
request
of
a
customer tha
t the
bank
or other person
will
honor drafts or other demands for payment upon compliance with
the
conditions
specified in the Letter of Credit.
|
|
(l)
|
Money means
a
medium of
exchange
in
current
use authorized or adopte
d by a
domesti
c
o
r foreign government as a part of its currency.
|
|
(m)
|
Negotiable Instrument means any writing
|
|
(1)
|
signed by the maker or drawer; and
|
|
(2)
|
containing
any
unconditi
o
nal
promise or
order
to
pay a
sum certain in Money
and
no other promise,
order
, obligation or power given by the maker
or drawer; and
|
|
(3)
|
is
payable on demand or
at a
definite
time; and
|
|
(4)
|
is payable to order or bearer.
|
|
(n)
|
Partner means a natural person who
|
|
(1)
|
is a general partner of the Insured, or
|
|
(2)
|
is a
limited
partner
and
an
Employee (as defined in Section 1(e)(1) of
the
bond) of
the
Insured.
|
|
(o)
|
Property means Money, Certificated
Securities, Uncertificated Securities of
any Federal
Reserve
Bank
of
the United
States, Negotiable
Instruments,
Certificates
of Deposit, documents
of title, Acceptances, Evidences of Debt, security agreements,
Withdrawal Orders,
certificates
of origin or
title, Letters
of
Credit,
insurance policies,
abstracts of
title,
deeds
and mortgages
on real estate,
revenue and
other
stamps, tokens, unsold st
ate
lottery
tickets,
books
of account and oth
er
records whether recorded
in writing or electronically, gems, jewelry, precious metals of
all
kinds and in
any
form,
and tangible items of personal property
which are not herein before enumerated.
|
|
(p)
|
Stat
eme
nt o
f U
nc
er
ti
f
icat
e
d
S
e
cu
r
it
y me
an
s
a w
r
itt
e
n
s
tat
eme
nt
o
f
t
he
i
ss
u
er
o
f
an
U
nc
er
ti
f
icat
e
d
S
e
cu
r
it
y
containin
g:
|
|
(1)
|
a
description of
the
Issue of
which
the
Uncertificated Security is a part;
|
|
(2)
|
the number of shares or units:
|
|
(a)
|
transferred to the registered owner;
|
TSB 5062b Ed. 10-87
|
|
Copyright, The Surety Association of America, 1987
|
Page 7 of 13
|
|
(b)
|
pledged by
the
registered owner to
the
registered
pledgee;
|
|
(c)
|
released from pledge by
t
he
registered
pledgee;
|
|
(d)
|
registered in
the
name of
the registered owner on
the date of the statement; or
|
|
(e)
|
subject to pledge on
the date
of the statement;
|
|
(3)
|
the
name and address of
the
registered owner and registered
pledgee;
|
|
(4)
|
a notation of any liens and restrictions of
the
issuer
and any adverse claims to which
the
Uncertificated Security is or may be subject or a statement
that there
are none of those liens, restrictions or adverse claims; and
|
|
(a)
|
the transfer
of the shares or
units to t
he
new registered owner of
the
shares
or
units was registered;
|
|
(b)
|
the
pledge of
the
register
ed
pledgee
was registered, or
|
|
(c)
|
of
t
he s
t
a
t
eme
nt
,
if i
t
is a
p
erio
d
ic
or a
nnu
al s
t
a
t
eme
nt
.
|
|
(q)
|
Transportation Company means any organization which provides its own or leased vehicles for transportation
or which provides freight forwarding or air express services.
|
|
(r)
|
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 ins
trument
and
the
transfer of which is registered upon books maintained for
that
purpose
by or on behalf of the issuer;
|
|
(2)
|
of a type commonly dealt in on securities exchanges or markets; 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.
|
|
(s)
|
Withdrawal
Order
means a non-negotiable
instrument, other than an Instruction, signed by
a customer of
the Insured
authorizing
the
Insured
to
debit the
customer's account in the
amount
of funds stated therein.
|
EXCLUSIONS
Section 2. This bond does not cover:
|
(a)
|
loss resulting directly or indirectly from forgery or alteration,
except when covered
under
Insuring Agreements (A), (D), or (E);
|
|
(b)
|
loss
due
to
riot or civil commotion outside the
United
States of America and Canada; or loss
due
to military, naval or
usurped
power, war
or
insurrection
unless such loss occurs in
transit in the
circumstances reci
ted
in
Insuring Agreement (C), and unless, when such
transit
was initiated,
there
was
n
o knowledge of such riot, civil commotion, military, naval or
usurped
power,
war or insurrection on
the part
of any person acting for
the Insu
r
ed
in initiating such transit;
|
|
(c)
|
loss resulting directly or indirectly from
the
effects
of nuclear fission or fusion or radioactivity; provided, however,
that
this paragraph
shall
not
apply
t
o loss resulting from industrial
uses of nuclear energy;
|
|
(d)
|
loss resulting from any act or acts of any person who is a member
of
the
Board of Directors of
the Insured
or a member
of any equivalent body by whatsoever name known unless such person is also an Employee or an elected official of
the Insured
in some other capacity, nor, in any event, loss resulting from
the
act
or acts of any person while acting in
the
capacity of a member of such Board or equivalent
body;
|
|
(e)
|
loss resulting directly or indirectly from
the
complete
or partial nonpay
ment
of, or default upon, any loan or transaction involving the
Insured
as a lender or borr
ower, or extension of
credit,
including
the
purchase,
discounting
or
other acquisition of false or genuine accounts, invoices, notes,
agreements or Evidences of
Debt,
whether such loan, transaction or extension was
procured
in
good faith
or through
trick, artifice, fraud or false
pretenses, except when covered
under Insur
ing Agreements (A), (D) or (E);
|
|
(f)
|
loss resulting from any violation by
the Insured
or by any
Employee
|
|
(1)
|
of law regulating (i)
the
issuance,
purchase or sale of securities, (ii) securities transactions upon security exchanges
or
over
the
counter market, (iii) investment companies, or (iv) investment advisers, or
|
|
(2)
|
of any
rule
or
regulation made
pursuant
to any such law, unless
it
is
established by the
Insured that the
act or ac
t
s which
caused
the
said loss involved fraudulent or dishonest conduct which would have caused
a loss to
the Insured
in a similar amount in
the
absence
of such laws,
rules
or regulations;
|
TSB 5062b Ed. 10-87
|
|
Page 8 of 13
|
Copyright, The Surety Association of America, 1987
|
|
(g)
|
loss resulting directly or indirectly from
the
failure of
a financial or depository institution, or its receiver or liquidator, to pay or deliver, on
demand of the Insured, funds
or Property of the Insured
held by
it
in any capacity, except
when covere
d und
er
In
s
u
ri
n
g
Agreeme
nt
s (A) or (B)(1)(a);
|
|
(h)
|
loss caused by an Employee,
except
when
covered
under
Insuring Agreement (A) or
when covered
under
Insuring Agreement (B) or (C) and resulting directly from misplacement,
mysterious unexplainable disappearance
or
destruction of or damage to Property;
|
|
(i)
|
loss resulting directly or indirectly from transactions in a customer's account,
whether
authorized or unauthorized, except the unlawful withdrawal and conversion of Money, securities or
precious metals, directly from a
customer's
account by an Employee provided such unlawful
withdrawal and conversion is covered under Insuring Agreement (A);
|
|
(j)
|
damages resulting from any civil, criminal or other legal proceeding in which
the Insured
is alleged to have engaged in racketeering activity
except when the Insured establishes that
the act
or acts giving rise to such damages
were
committed by
an Employee
under
circumstances which
result
directly
in a loss to
the Insured
covered by Insuring Agreement (A).
For the
purposes
of this exclusion, "racketeering activity" is defined in 18
United
States Code 1961
et seq., as amended;
|
|
(k)
|
loss resulting directly or indirectly from
the
use or
purported
use of
credit, debit,
charge, access, convenience, identification,
cash management or other cards
|
|
(1)
|
in
obtaining
credit or funds, or
|
|
(2)
|
in gaining access to autom
ated
mechanical
devices which, on behalf of
the Insured,
disburse Money, accept deposits, cash checks, drafts
or similar
written instruments or make credit card loans, or
|
|
(3)
|
in gaining access to point of sale terminals, customer-bank communication
terminals,
or
similar electronic terminals of electronic funds transfer systems,
|
whether
such cards were issued, or
purport
to have
been
issued,
by
the Insured
or by anyone other than
the Insured,
except
when covered under Insuring Agreement (A);
|
(l)
|
loss involving automated mechanical devices which, on behalf of
the Insured,
disburse
Money, accept deposits, cash checks, drafts
or
similar
written
instruments
or make
credit
card loans, except when cover
ed under Insuring
Agreement
(A);
|
|
(m)
|
loss through
the surrend
er of Property away from an office
of
the Insured
as a
result
of a
threat
|
|
(1)
|
to do bodily harm to any person, except loss of Property in
transit
i
n the
custody of any person acting as messenger provided
that
when such
transit
was
initiated there
was
no knowledge by
the Insured
of any
such threat, or
|
|
(2)
|
to do damage to
the
premises
or
property of the Insured,
except when covered under Insuring Agreement (A);
|
|
(n)
|
loss resulting directly or indirectly from payments made or withdrawals from a depositor's or
customer's account involving erroneous credits to such account, unless such payments or withdrawals are physically received by
such depositor or customer or representative of such
de
positor or customer who is within
the
office of
the Insured at the
time of such payment or withdrawal,
or except when covered under Insuring Agreement (A);
|
|
(o)
|
loss involving items of deposit which are
not
finally paid
for any reason, including
but not
limited to Forgery or any other fraud, except when covered
under Insuring Agreement (A);
|
|
(p)
|
loss resulting directly or indirectly from counterfeiting, except wh
en
covered
under
Insuring Agreements (A), (E) or (F);
|
|
(q)
|
loss of any tangible item of personal
property
which is
not
specifically
enumerated
in
the
paragraph
defining Property if such property
is
specifically insured by other insurance of any kind
and in any amount obtained by the
Insured,
and in any event, loss of such
property
occurring more than 60 days after
the Insured
takes possession
of such property, except when covered
under
Insuring Agreements (A)
or
(B)(2);
|
|
(r)
|
loss of Property while
|
|
(2)
|
i
n
t
he c
u
s
t
o
d
y
of a
n
y Tra
n
s
p
or
t
a
t
io
n
Com
p
a
n
y,
un
less
covere
d und
er
In
s
u
ri
n
g
Agreeme
nt
(C),
|
except
when covered under Insuring Agreement (A);
|
(s)
|
potential income, including
but not
limited to
interest
and dividends,
not
realized by the
Insured or by any
customer of the Insured;
|
|
(t)
|
damages of any type for which
the Insured
is legally liable,
except compensatory damages,
but not
multiples thereof, arising directly from a loss covered
under this bond;
|
TSB 5062b Ed. 10-87
|
|
Copyright, The Surety Association of America, 1987
|
Page 9 of 13
|
|
(u)
|
all fees, costs and expenses
incurred
by the
Insured
|
|
(1)
|
in establishing
the
existence of or amount of loss covered
under this bond, or
|
|
(2)
|
as a party to any legal proceeding
whether
or
not
such legal proceeding exposes
the Insured to loss covered by this bond;
|
|
(v)
|
indirect or consequential loss of any nature;
|
|
(w)
|
loss involving any Uncertificated Security except an Uncertificated Security of any
Federal
Reserve Bank of
the
United
States
or
when covered under Insuring Agreement (A);
|
|
(x)
|
loss resulting directly or indirectly from any dishonest or fraudulent act or acts committed
by any non-Employee who is a securities, commodities, money, mortgage, real
estate,
loan,
nsurance, property management, investment banking broker, agent or other representative of the same general character;
|
|
(y)
|
loss caused directly or indirectly by a Partner of
the Insured
unless
th
e amount of such loss exceeds
the
Financial
Interest
in
the Insured
of such
Partner
and
th
e
Deductible
Amount applicable to this bond, and
then
for
the
excess only;
|
|
(z)
|
loss resulting directly or indirectly from any actual or alleged representation, advice, warranty
or guarantee as to
the
performance of any investments;
|
|
(aa)
|
loss
due
to liability imposed upon
the Insured
as
a
result
of
the
unlawful disclosure of non- public material
informatio
n
by
the Insured
or any Employee, or as a
result
of any Employee acting upon such information,
whether
authorized
or unauthorized.
|
DISCOVERY
Section 3.
This bond applies to loss discovered by the Insured during the Bond Period. Discovery occurs when
the Insured
first
becomes aware of facts which would cause a reasonable perso
n
to assume
that
a
loss of a type covered by this bond has
been
or will
be incurred,
regardless
of when
the
act or acts causing
or
contributing to such
loss occurred, even though the exact amount or details of loss may not then be known.
Discovery
also occurs whe
n the Insured
receives
notice
of an actual
or potential claim in which it
is alleged that the Insured
is liable to a
third
party
under
circumstances which, if
true,
would constitute
a loss
under this bond.
LIMIT OF LIABILITY
Section 4.
Aggregate Limit of Liability
The Underwriter's total
liability
for all losses discovered during
the
Bond Period shown in
Item
2
of
the
Declarations shall
not
exceed
the
Aggregate
Limit of Liability shown in Item 3 of
the
Declarations.
The
Aggregate
Limit of Liability shall
be reduced
by
th
e amount of
any payment made
under the
terms of
this
bond.
Upon exhaustion
of
the
Aggregate Limit of Liability
b
y such payments:
|
(a)
|
The
Underwriter
shall have no
further liability for loss or losses regardless of when discovere
d
and whether or
not
previously
reported
to
the Underwriter, and
|
|
(b)
|
The
Underwriter
shall have no
obligation
under
General Agreement
F
to continue
the
defense of
the Insured,
and upon notice by the
Underwriter
to
the Insured that the
Aggregate Limit of Liability has
been
exhausted, the
Insured
shall assume all responsibility for its
defense at its own cost.
|
The Aggregate
Limit of Liability shall
not be
increased or
reinstated
by
any recovery made and applied in accordance with subsections (a), (b) and (c) of Section 7. In
the
event
that
a loss of Property is
settled b
y the
Underwriter
through
the
use of a lost
instrument
bond
,
such loss shall
not redu
ce
the
Aggregate
Limit of Liability.
Single Loss Limit of Liability
Subject to
the
Aggregate Limit of Liability,
th
e
Underwriter's
liability for each Single Loss shall
not
exceed
the
applicable
Si
n
gle Loss Limit of Liability shown in
Item
4 of
the
De
clarations. If a Single Loss
is
covered
under
more
than one Insuring Agreement o
r
Coverage,
the
maximum
p
ayable shall
not
exceed
t
he
largest applicable Single Loss Limit of Liability.
Single Loss Defined
Single Loss
means all covered loss, including court costs and attorneys' fees
incurred
by
the Underwriter
under
General Agreement F, resulting from
|
(a)
|
any one act or series of
related
acts
of burglary, robbery or
attempt thereat,
in which no Employee is implicated, or
|
TSB 5062b Ed. 10-87
|
|
Page 10 of 13
|
Copyright, The Surety Association of America, 1987
|
|
(b)
|
any one act or series of
rel
a
ted
unintentional or negligent acts or omissions on
the part
of
any person (whether an Employee or not) resulting in damage to or destructio
n
or misplacement
of
Property, or
|
|
(c)
|
all acts or omissions other than those specified in (a) and (b) preceding, caused by any person
(whether an Employee or not) or in which such person is implicated, or
|
|
(d)
|
any one casualty or event
not
specified in (a),
(b) or (c) preceding.
|
NOTICE/PROOF – LEGAL PROCEEDINGS AGAINST UNDERWRITER
Section 5.
|
(a)
|
At
the
earliest practicable
moment,
not
to exceed 30 days, after discovery of loss,
the Insured
shall
give
the Underwriter
notice thereof.
|
|
(b)
|
Within 6 months after such discovery,
the Insured
shall
furnish to
the Underwriter
proof of loss, duly sworn to, with full particulars.
|
|
(c)
|
Lost Certificated Securities listed in a proof of loss shall
be
identified by certificate or bond numbers if such securities were issued therewith.
|
|
(d)
|
Legal proceedings for
the
recovery of any loss
hereunder
shall
not be br
ought
prior to
the
expiration of 60 days after
the
original
proof of loss is filed with
the Underwriter
or after
t
he
expiration of 24 months from
the
discovery of such loss.
|
|
(e)
|
If any limitation embodied in this bond is prohibited by any law
controlling the construction hereof, such limitation shall be deemed to
be
amende
d
so as to equal
the
minimum period of limitation provided by
such law.
|
|
(f)
|
This bond affords coverage only in favor of
the Insured.
No
suit, action or legal proceedings shall
be
brought
hereunder
by
any one other
than the named Insured.
|
VALUATION
Section 6.
Any loss of Money, or loss payable in Money, shall
be
paid,
at the
option
of
the Insured,
in the Money of the country in which the loss was sustained o
r
in
the United
States of America dollar equivalent thereof
determined at the rate
of
exchange
at the
time of payment of such loss.
Securities
The
Underwriter
shall
settle
in kind its liability
under
this
bond on account of a loss of any securities or, at
the
option of
the Insured,
shall
pay to
the Insured
the cost of replacing such securities,
determined
by
the
market value thereof a
t the
time of such
settlement.
However, if prior
t
o such
settlement the Insured
shall
be
compelled by
the
demands of a
third
party
or
by
market rules to purchase equivalent securities, and give
s written
notification
of this to
the Underwriter, the
cost
incurred
by
the
Insured
shall
be
taken as
the
value
of those securities. In case of a loss of subscription, conversion or redemption privileges through
th
e
misplacement or loss of securities,
the
amount of such loss shall
be the
value
of such privileges immediately preceding
the
expiration thereof. If such securities cannot
be
replaced or have no
quoted
market value, o
r
if such privileges have no
quoted
market value,
their
value shall be determined by agreement or arbitration.
If
the
applicable coverage of this bond is subject to a
Deductible Amount and/or is not sufficient
in amount to
indemnify
the Insured
in full for
the
loss
of securitie
s
for which claim is made he
reunder, the
liability
of the
Underwriter under
this bond is limited to
the
payment
for, or
the
duplication of, so much of such securities as has a value equal to
th
e
amount of such applicable coverage.
Books of Account and Other Records
In case
of
loss of, or damage to, any books of account o
r
other records used by
the Insured
in
its business, the
Underwriter
shall
be
liable
under
this bond only if such books or records are actually reproduced and
then
for
not
more than
the
cost of
t
he
blank books, blank pages or other materials plus
the
cost of labor for
the actual
transcription
or copying of data which shall have
been
furnished by
the Insured
in
order
to reproduce such books and other records.
Property other than Money, Securities or
Records
In case
of
loss of, or damage to, any Property
other than
Money, securities, books of account or other
records,
or
damage covered
under
Insuring Agreement (B)(2),
t
he
Underwriter
shall
not be
liable
for more than
the
actual cash value of such
Propert
y,
or of items covered
under
Insuring Agreement (B)(2). The
Underwriter
may,
at its
election, pay
the
actual cash value of, replace
or
repair
such property. Disagreement between
the Underwriter
and
the Insured
as to
the
cash value or as to the adequacy
of
repair
or
repl
acement shall
be
resolved
by
arbitration.
TSB 5062b Ed. 10-87
|
|
Copyright, The Surety Association of America, 1987
|
Page 11 of 13
|
Set-Off
Any loss
covered
under
this bond shall
be reduced
by a set-off
consisting of any amount owed to
the
Employee causing
the
loss
if such loss is covered
under Insuring
Agreement (A)
ASSIGNMENT – SUBROGATION – RECOVERY – COOPERATION
Section 7.
|
(a)
|
In
the
event of payment
under
this bond,
the Insured
shall deliver, if so
requested
by the
Underwriter,
an assignment of such of the
Insured's
rights,
title
and i
nterest
and
causes of action as
it
has agains
t
any person or entity
to the extent of the loss payment.
|
|
(b)
|
In
the
event of payment
under
this bond,
the Underwriter
shall
be
subrogated
to all of the
Insured's
rights of recovery therefor against any
person or entity to
the extent of such payment.
|
|
(c)
|
Recoveries, whether effected by
the Underwriter
or
by
the Insured,
shall
be
applied
net
of
the
expense of such recovery first to the satisfaction of
the Insured's
loss
which would otherwise have
been paid but for
the fact that it is in excess of
either
the
Single or Aggregate Limit of Liability, secondly, to
the Underwriter
as
reimbursement of amounts paid in
settlement
of
the Insured's
claim,
and thirdly, to
the Insured
in satisfaction of any
Deductible
Amount.
Recovery on account of loss of securities as set forth in
t
he second paragraph of Section
6 or recovery from reinsurance and/or indemnity of
the
U
nderwriter
shall
not be deemed a recovery as used herein.
|
|
(d)
|
Upon
the Underwriter's request
and
at reasonable times and places designated by
the Underwriter the Insured shall
|
|
(1)
|
submit to examination by
the Underwriter and subscribe to the same under oath; and
|
|
(2)
|
produce for
the
Underwri
ter's
examinatio
n
all pertinent records; and
|
|
(3)
|
cooperate with
the Underwriter
in all
matters pertaining to the loss.
|
|
(e)
|
The
Insured
shall execute all
papers and
render
assistance to secure to
the Underwriter
the
rights and causes of action
provided
for
herein.
The
Insured
shall do nothing after discovery of loss to prejudice such rights or causes of action.
|
LIMIT OF LIABILITY UNDER THIS BOND AND PRIOR
INSURANCE
Section 8.
With respect to any loss set forth in sub-section (c) of Sectio
n
4 of this bond which i
s
recoverable or recovered in whole or in
part under
any
other
bonds or policies issued by the Underwriter to the Insured
or to any predecessor in
interest
of
the Insure
d and
terminated
or
canceled or allowed to expire and in which
the
period for discovery has
not
expired
at
the time any such loss
thereunder
is discovered,
the
total
liability of
the Underwrite
r
under
this
bond and
under
such other bonds or policies shall
not
exceed,
in the aggregate, the amount carri
ed hereunder
on such loss o
r the
amount
available to
t
he
Insured under
such
other
bonds
or policies, as limited by
the
terms and conditions thereof, for any such loss if
the
latter amount be the larger.
If
the
coverage of this bond supersedes in whole or in
part the
coverage
of any other bond or policy of insurance issued by an
Insurer
other than the
Underwriter
and termina
t
ed, canceled or allowed to expire,
the Underwriter
,
with respect
t
o any loss sustained prior to such termination, cancelation
or
expiration
and discovered within
the
period
permitt
ed
under
such other bond or policy for
the
discovery of loss
thereunder,
shall
be
liable
under
this
bond only fo
r that part
of such loss cov
ered
by this
bon
d
as is in excess of
the
amount recoverable or recovered
on account of such loss
under
such other bond or policy, anything to
the
contrary
in such other bond or policy notwithstanding.
OTHER INSURANCE OR INDEMNITY
Section 9.
Coverage afforded
hereunder
shall apply only as excess over any valid and collectible insurance
or indemnity obtained by
th
e
Insured,
or by one other
than
the Insured
on Property subject to exclusion (q)
or
by
a Transportation Company, or by another entity
on
whose premises
the
loss
occurred or which employed
the
person causing
the
loss
or
the
messenger conveying the Property involved.
OWNERSHIP
Section 10.
This bon
d
shall apply to loss of Property (1) owned by
the Insured
,
(2) held by
the Insured
in any capacity, or (3) for which
the Insured
is
legally liable
.
This bond shall
be
for
th
e
sole use and benefit of the
Insured named in the Declarations.
DEDUCTIBLE AMOUNT
Section 11.
The Underwri
ter
shall
be
liable
hereunder
only
for
the amount
by which any single loss, as defined in Section 4, exceeds
the
Single
Loss
Deductible
amount for
the
Insuring Agreement or
Coverage applicable to such loss, s
u
bject to
the
Aggregate
Lim
it
of Liability and
the
applicable Single Loss Limit
of Liability.
TSB 5062b Ed. 10-87
|
|
Page 12 of 13
|
Copyright, The Surety Association of America, 1987
|
The
Insured
shall, in
th
e time and in
the manner
prescribed
in this bond, give
the Underwriter
notice of any loss of
the
kind
covere
d
by
the term
s of this
bond,
whether
or
not th
e
Underwriter
is liable therefor,
and
upon
the request
of
the
U
nderwriter
shall file with
it
a brief statement giving
the
particulars
concerning such loss.
TERMINATION OR CANCELATION
Section
12. This bond
te
rminates as an
entirety up
on
occurrence of any of
the
following: - (a) 60 days afte
r the receipt
by
the
Insured
of a
written
notice from the
Underwriter
of
its desire to cancel this bond, or (b) immediately upon
the receipt
by
the
Underwriter
of a
written
notice from
the Insured
of
its desire to cancel this bond, or (c) immediately upon
the
taking over of
the
Insured
by a receiver or other
liquidator or
by State or
Federal
officials,
or (d) immediately upon
the
taking over of
the Insured
by
another institution, or (e) immediately upon exhaustion of
the
Aggregate Limit of
Liability, or (f) immediately upon expiration of the Bond
Period as set forth in Item 2 of the Declarations.
This bond
terminates as to any Employee or any
partner,
officer or employee of any Processor - (a) as
soon as any
Insured,
or any director or officer
not
in
collusion with such person, learns of any dishonest
or
fraudulent act committed by such person
at
any
time, whether in
the employment of the
Insured
or
otherwise, whether or
not
of
the
type
covered
under Insuring
Agreement (A), against
the Insured
or
any other
person
or entity, without prejudice to
the
loss
of any Property
then
in
transit
in
th
e
custody of such person, or (b) 15 days after
the receipt
by
t
he
Insured
of a
written notice from the Underwriter of its desire to cancel this bond
as
to such person.
Termination
of
the
bond as to any
Insured terminates
liability for
any loss sustai
ned
by such
Insured
which
is
discovered
after the effective date of such termination.
In witness whereof, the Underwriter has caused this bond to
be executed on the Declarations page.
TSB 5062b Ed. 10-87
|
|
Copyright, The Surety Association of America, 1987
|
Page 13 of 13
|
CALIFORNIA PREMIUM RIDER
To be attached to and form part of Financial Institution Bond,
Standard Form No.
14
,
No.
ZBN-13N07440-12-N2
|
in favor of
|
GSV Capital Corp.
|
|
It is agreed that:
|
1.
|
In compliance with
the
ruling
of
the
Commissioner of Insurance of
the
State of California
and
the
Opinion of
the
Attorney-General of
that
State requiring
that the
premium for all bonds or policies
be
endorsed
thereon, the basic premium charged for the attached bond for the period
|
from
April
13, 2012
to
April
13, 2013
is
Three
Thousand Three Hundred Twenty Two
Dollars ($
3,332
).
|
2.
|
This rider is effective as of noon on
April
13, 2012
.
|
CALIFORNIA PREMIUM RIDER
|
|
FOR USE WITH ALL FORMS OF STANDARD
|
|
BONDS, TO COMPLY WITH RULINGS OF
|
|
THE
INSURANCE COMMISSIONER AND THE
|
|
ATTORNEY-GENERAL.
|
|
INSURED
SR5862 Rev. 08-68
|
|
Copyright, The Surety Association of America, 1968
|
|
EXTORTION - THREATS TO PERSONS RIDER
To be attached to and form part of Financial Institution Bond,
Standard Form No.
14
,
No.
ZBN-13N07440-12-N2
|
in favor of
|
GSV Capital Corp.
|
|
It is agreed that:
|
1.
|
The attached bond is amended by deleting
the
last line of
Exclusion (m) of Section 2. and by substituting in lieu thereof the following:
|
"except
with respect to (1) above, when covered
unde
r Insuring Agreement (A), or to
the
extent
covered
under the
Extortion-Threa
t
s To Persons Insuring
Agreement below, and with
re
s
pect
to (2) above, whe
n
covered
under
Insuring Agreement (A), or to
the
extent
covered
under the
Extortion-Threats to Property
Insuring Agreement when added by rider
to the attached bond."
|
2.
|
The attached bond is further amended by adding an additional Insuring Agreement as follows:
|
EXTORTION - THREATS TO PERSONS
Loss
of Property
surrende
r
ed
away from an office of
t
he
Insured
as a
result
of a
threat
communicated
to
the Insured to do bodily harm to:
(1)
a director, trustee, Employee or partner of the Insured or to the proprietor (if the Insured be a
sole
proprietorship), or
(2)
a relative or invitee of any person enumerated in (1) above
who was, or allegedly was kidnapped, anywhere (except as scheduled
below), provided
that
prior to
the surrender
of such
Property, (a)
the
person receiving
th
e
threat
has made a reasonable effort to
report the
extortionist's demand
to an associate, and (b) a reasonable effort has
been
made to
report the
extortionist's
demand to
the Federal
Bureau of Investigation, or foreign equivalent thereof, and to local
law enforcement authorities.
SCHEDULE
|
3.
|
The Single Loss Limit of Liability and Single Loss Deductible for the Extortion-Threats to Persons
Insuring
Agreement are the amounts shown on the Declarations Page, or amendment thereto.
|
|
4.
|
This rider shall become effective as of 12:01 a.m. on
04/13/2012
|
Accepted:
|
By
|
|
|
|
|
Attorney-in-Fact
|
|
EXTORTION - THREATS TO PERSONS
RIDER FOR USE WITH FINANCIAL
INSTITUTION
BONDS, STANDARD FORMS
NOS. 14, 15, 24
AND 25, TO ADD EXTORTION - THREATS TO
PERSONS COVERAGE IN FULL OR PARTIAL
AMOUNT.
|
|
|
|
INSURED
SR 59351 Rev. 12-93
|
|
Copyright, The Surety Association of America, 1993
|
|
RIDER
To be attached to and form part
of Financial Institution Bond, Standard Form No.
14
,
No.
ZBN-13N07440-12-N2
|
in favor of
|
GSV Capital Corp.
|
|
It is agreed that:
|
1.
|
The following is added to Section 2. Exclusions:
|
Loss resulting directly or indirectly from the dishonest
or fraudulent acts of an Employee if any Insured, or any director or officer of an Insured who is not in collusion with such person,
knows, or knew at any time, of any dishonest or fraudulent act committed by such person at any time, whether in the employment
of the Insured or otherwise, whether or not of the type covered under Insuring Agreement (A), against the Insured or any other
person or entity and without regard to whether the knowledge was obtained before or after the commencement of this bond. Provided,
however, that this exclusion does not apply to loss of any Property already in transit in the custody of such person at the time
such knowledge was obtained or to loss resulting directly from dishonest or fraudulent acts occurring prior to the time such knowledge
was obtained.
|
2
|
This Rider is effective as of 12:01 a.m. on
04/13/2012
.
|
KNOWLEDGE OF PRIOR DISHONESTY RIDER
|
|
FOR USE WITH FINANCIAL INSTITUTION BONDS, STANDARD
|
|
FORMS NOS. 14, 15, 24 AND 25.
|
|
|
|
REVISED SEPTEMBER, 2005.
|
|
|
|
SR 6275
|
|
Copyright, The Surety Association Of America, 2005
|
|
The following spaces preceded by an (*) need not be completed if this endorsement or rider and the Policy have the same inception date.
|
ATTACHED TO AND FORMING
|
DATE ENDORSEMENT OR
|
* EFFECTIVE DATE OF ENDORSEMENT OR RIDER
|
PART OF POLICY NO.
|
RIDER EXECUTED
|
12:01 A.M. LOCAL TIME AS
|
|
|
SPECIFIED IN THE POLICY
|
|
|
|
13N07440
|
04/18/12
|
04/13/12
|
* ISSUED TO
|
|
|
GSV CAPITAL CORP.
|
|
|
AMEND DEFINITIONS SECTION 1. (e) EMPLOYEE
For use with Bond Form 14
MEL2622 Ed. 3/05
It is agreed that the above bond is hereby amended as follows:
|
1.
|
By deleting DEFINITION Section 1. (e) of the 'CONDITIONS
AND LIMITATIONS' and substituting in lieu there of the following:
|
Employee means:
|
(1)
|
an officer of the Insured
|
|
(2)
|
a natural person while in the regular service of the Insured at any of the Insured's premises and compensated directly by the
Insured through its payroll system and subject to the United States Internal Revenue Service Form W-2 or equivalent income reporting
plans of the other countries, and whom the Insured has the right control and direct both as to the result to be accomplished in
the performance of such service,
|
|
(3
|
a guest student pursuing studies or performing duties in any of the Insured's premises,
|
|
(4)
|
an attorney retained by the Insured and an employee of such attorney while either is performing
legal
services for the Insured,
|
|
(5)
|
a natural person provided by an employment contractor to perform employee duties for the Insured under the Insured's supervision
at any of the Insured's premises,
|
|
(6)
|
an employee of an institution merged or consolidated with the Insured prior to the effective date of
this
Bond,
|
|
(7)
|
a director or trustee of the Insured, but only while performing acts within the scope of the
customary
and usual duties of any officer or other employee of the Insured or while acting as a
member of any committee duly elected
or appointed to examine or audit or have custody of or
access to
Property
of the Insured,
or
|
|
(8)
|
each natural person, partnership or corporation authorized by written agreement with the Insured
to
perform services as electronic data processor of checks or other accounting records related to such person, partnership or corporation
is actually performing such services and not:
|
|
a.
|
creating, preparing, modifying or maintaining the Insured's computer software or programs, or
|
|
b.
|
acting as transfer agent or in any other agency capacity in issuing checks, drafts or securities for the Insured
|
|
(1)
|
partner, officer or employee of an investment advisor, an underwriter (distributor), a transfer
agent or shareholder accounting recordkeeper, or an administrator, for an
Investment Company
while performing acts coming
within the scope of the customary and usual duties of an officer or employee of an
Investment Company
or acting as
a member of any committee duly elected or
appointed to examine, audit or have custody of or access
to
Property
of an
Investment Company
.
|
The term
Employee
shall
not include any partner, officer or employee of a transfer agent, shareholder accounting recordkeeper or administrator:
ª
2005 The St. Paul Travelers Companies, Inc. All Rights Reserved
|
Page 1 of 2
|
|
a.
|
which is not an "affiliated person" (as defined in Section 2(a) of the Investment Company
Act of 1940) of an
Investment Company
or
the
investment advisor or underwriter
(distributor) of
such
Investment Company
, or
|
|
b.
|
which is a "bank" (as defined in Section 2(a) of the Investment Company Act of 1940).
|
This bond does not
afford coverage in favor of the employers of persons as set forth in e.(4), (5)
and (8) above, and upon payment to the Insured
by the Company resulting directly from
Larceny or Embezzlement
committed by any of the partners,
officers or employees of such employers, whether acting alone or in collusion with others, an assignment of such of the Insured's
rights and causes of action as it may have against such employers by reason of such
acts so committed shall, to the extent
of such payment, be given by the Insured to the Company, and the Insured shall execute all papers necessary to secure to the Company
the
rights provided herein.
Each employer of persons as set forth in e. (4), (5)
and (8) above and the partners, officers and other employees of such employers shall collectively be deemed to be one person for
all purposes of this Bond; excepting, however, the fifth paragraph of Section 13.
Independent contractors
not specified in e.(4), (5) or (8) above, intermediaries, agents, brokers or
other representatives of the same general character
shall not be considered
Employees
.
Nothing herein contained shall be held to vary, alter, waive,
or extend any of the terms, conditions, provisions, agreements or limitations of the above mentioned Policy, other than as above
stated.
|
By
|
|
|
|
Authorized Representative
|
INSURED
Page 2 of 2
|
ª
2005 The St. Paul Travelers Companies, Inc. All Rights Reserved
|
The
following spaces preceded by an (*) need not be completed if this endorsement or rider and the Bond or Policy have the same
inception date.
|
ATTACHED
TO AND FORMING PART OF
BOND OR POLICY NO.
|
DATE
ENDORSEMENT OR
RIDER
EXECUTED
|
*
EFFECTIVE DATE OF ENDORSEMENT OR RIDER
|
ZBN-13N07440-12-N2
|
04/18/12
|
04/13/12
|
12:01
A.M. LOCAL TIME AS
SPECIFIED
IN THE BOND OR POLICY
|
* ISSUED
TO
GSV
CAPITAL CORP.
|
|
AMEND RACKETEERING EXCLUSION
FROM ALLEGED TO ADJUDICATED
MEL2334 Ed. 2-05 - For use
with Form 14
It is agreed that:
|
1.
|
The attached bond is amended by deleting subsection (j) of Section 2 and by substituting in lieu thereof the
following:
|
(j) damages resulting from any civil, criminal or other legal proceeding in which
the Insured
is
adjudicated
to have engaged in racketeering activity except when
the Insured
establishes
that the
act or acts giving rise to such damages were committed by an Employee
under
circumstances which
result
directly in a loss to the
Insured
covered by Insuring Agreement (A).
For the
purposes of this
exclusion, "racketeering activity"
is defined in 18 United States Code 1961 et seq., as amended.
Nothing herein contained shall be held to vary, alter,
waive, or extend any of the terms, conditions, provisions, agreements or limitations of the above mentioned Bond or Policy,
other than as above stated.
By
|
|
|
Authorized Representative
|
INSURED
|
|
ª
2005 The Travelers Indemnity Company. All rights reserved.
|
|
The
following spaces preceded by an (*) need not be completed if this endorsement or rider and the Bond or Policy have the same
inception date.
|
Attached to and Forming Part
of Bond Or Policy No.
|
Date
Endorsement or Rider
Executed
|
* Effective Date of Endorsement or Rider
|
ZBN-ZBN-13N07440-12-N2
|
04/18/12
|
04/13/12
|
12:01
A.M. Standard Time as
Specified
in the Bond or Policy
|
*ISSUED TO
GSV CAPITAL CORP.
|
|
NAMED INSURED ENDORSEMENTS
(For use with FIIC100,
Ed. 2-06, or 50885 – Ed. 9/90
For use with SAA
Form 25)
MEL0757 –
Ed. 11/06
In consideration of the premium charged it is agreed that the
Insured as stated in Item 1. of the Declarations shall read as follows:
|
1.
|
GSV Capital Corp. and any Subsidiaries thereof now existing
or hereinafter created or acquired, subject however to the terms and conditions of General Agreement B (as amended by Endorsement
No. ZBN-13N07440-12-N2). As used herein, the term Subsidiary shall mean any corporation of which more than fifty percent (50%)
of the outstanding voting stock is owned directly or indirectly by GSV Capital Corp.
|
|
2.
|
any employee welfare or pension benefit plan of the Insured
now existing or hereinafter created which may be required to be bonded under the Employee Retirement Income Security Act of 1974.
Insured shall also include any employee welfare or pension benefit plan purchased or acquired in connection with the consolidation
or merger with, or purchase or acquisition of assets or liabilities of, another institution, in accordance with the provisions
of General Agreement B of this Bond (as amended by Endorsement No. ZBN-13N07440-12-N2).
|
|
3.
|
any joint venture, general partnership or limited partnership
(hereinafter referred to as Other Entity) in which an Insured has more than a 50% ownership interest as of the effective date
of this Bond, or in which an Insured acquires more than a 50% ownership interest after the effective date of this Bond, subject
to the following:
|
|
a.
|
this Bond shall afford no coverage for any loss caused by any dishonest or fraudulent act or acts of any joint venturer, partner
or limited partner;
|
|
b.
|
the liability of the Underwriter under the Bond to which
this endorsement is attached shall be limited to only that proportion of any loss represented by an Insured’s ownership
interest in the Other Entity, unless the Insured shall be legally obligated to indemnify such Other Entity for the full amount
of such loss; provided, however, such obligation to indemnify shall not have been either created or increased by any contractual
agreement entered into by an Insured;
|
|
c.
|
no such Other Entity or joint venturer, partner or limited
partner shall have any right of action under this Bond; and
|
|
d.
|
all acts causing or contributing, directly or indirectly,
to any loss sustained by any Other Entity must have occurred subsequent to the date an Insured acquired more than a 50% ownership
interest in such Other Entity and must be discovered while this Bond is in effect.
|
Nothing herein contained shall be held to vary, alter, waive,
or extend any of the terms, conditions, agreements or limitations of the above mentioned Bond or Policy, other than as above stated.
By
|
|
|
Authorized Representative
|
The following spaces preceded by
an (*) need not be completed if this endorsement or rider and the Policy have the same inception date.
|
ATTACHED
TO AND FORMING PART OF
|
DATE
ENDORSEMENT
|
* EFFECTIVE DATE OF ENDORSEMENT OR RIDER
|
BOND OR POLICY NO.
|
OR
RIDER EXECUTED
|
|
12:01 A.M. LOCAL TIME AS
SPECIFIED IN THE BOND OR POLICY
|
ZBN-13N07440-12-N2
|
04/18/12
|
04/13/12
|
|
* ISSUED
TO
GSV
CAPITAL CORP.
|
|
RIDER
To be attached to and form part of Financial Institution Bond,
Standard Form No.
14
.
It is agreed that:
|
1.
|
The attached bond is amended by deleting the first paragraph of Section 12 - Termination Or Cancelation
and
replacing it with the following:
|
Section 12. This
bond terminates as an entirety upon occurrence of any of the following: - (a)
90
days
after
the receipt by the Insured of a written notice from the Underwriter of its desire to cancel this bond, or (b) immediately
upon the receipt by the Underwriter of a written notice from the Insured of its desire to cancel this bond, or (c)
immediately upon the taking over of the Insured by a receiver or other liquidator or by State or Federal officials, or (d)
immediately upon the taking over of the Insured by another institution,
or (e) immediately upon
exhaustion of the Aggregate Limit of Liability, or (f) immediately upon expiration
of the Bond Period as set forth in
Item 2 of the Declarations.
|
2.
|
This rider shall become effective when the bond becomes effective.
|
INSURED
MEL0770 Ed. 1-03
ª
The Travelers Indemnity Company. All rights reserved.
The following spaces preceded by an (*)
need not be completed if this endorsement or rider and the Bond or Policy have the same inception date.
|
ATTACHED
TO AND FORMING PART OF
BOND OR POLICY NO.
|
DATE
ENDORSEMENT OR
RIDER
EXECUTED
|
* EFFECTIVE DATE OF ENDORSEMENT OR RIDER
|
ZBN-13N07440-12-N2
|
04/18/12
|
04/13/12
|
12:01
A.M. LOCAL TIME AS
SPECIFIED IN THE BOND
OR POLICY
|
* ISSUED
TO
GSV
CAPITAL CORP.
|
|
COUNTERFEIT CURRENCY COVERAGE FOR ANY
COUNTRY - AMEND INSURING
AGREEMENT F
(For use with Form 14 and Form 24)
MEL2233 Ed. 1/05
It is agreed that:
|
1.
|
Insuring Agreement F, COUNTERFEIT CURRENCY, is replaced with the following:
|
COUNTERFEIT CURRENCY
|
(F)
|
Loss resulting directly
from the receipt by the Insured, in good faith, of any Counterfeit Money issued
or purporting to have been issued by any
country.
|
Nothing herein contained shall be held to vary, alter, waive,
or extend any of the terms, conditions, provisions, agreements or limitations of the above mentioned Bond or Policy, other than
as above stated.
|
By
|
|
|
|
Authorized Representative
|
INSURED
|
|
ª
The Travelers Indemnity Company. All rights reserved.
The following spaces preceded by an (*) need not be completed if this endorsement
or rider and the Bond or Policy have the same inception date.
|
ATTACHED
TO AND FORMING PART OF
BOND OR POLICY NO.
|
DATE
ENDORSEMENT OR
RIDER
EXECUTED
|
* EFFECTIVE DATE OF ENDORSEMENT OR RIDER
|
ZBN-13N07440-12-N2
|
04/18/12
|
04/13/12
|
12:01
A.M. LOCAL TIME AS
SPECIFIED IN THE BOND
OR POLICY
|
* ISSUED TO
GSV
CAPITAL CORP.
|
|
|
|
|
VOICE INITIATED FUNDS TRANSFER INSTRUCTIONS
MEL2258 Ed. 1-05
For use with Form 14
It is agreed that:
|
1.
|
The attached Bond is amended by adding an additional Insuring Agreement as follows:
|
INSURING AGREEMENT
I
- VOICE-INITIATED
FUNDS TRANSFER INSTRUCTIONS
|
(A)
|
Loss resulting directly from
the Insured
having
transferred any funds on
the
faith of any voice
initiated
funds
transfer
instructions directed to the Insured authorizing the
transfer of
funds in
a Customer's account
to other financial institutions for
the credit
to
persons designated by
the
Customer and which instruc
tions
were
made over
the
telephone to those employees of
the Insured
specifically
authorized to receive said
instructions at the Insured's offices and fraudulently purport to have been made by a person
authorized and
appointed by a Customer to
request
by telephone
the
transfer of such funds
but
which instructions
were
not
made by said Customer or by any officer, director,
partner
or
employee of said Customer or
were
fraudulently made by an officer, director,
partner
or employee of said Customer whose duty, responsibility or authority
did not permit
him
to make, initiate, authorize, validate or authenticate Customer voice
initiated
funds transfer
instructions, which fraudulent acts were committed by said person who
intended
to cause
the
Insured
or
the
Customer to sustain a loss or to obtain financial
gain for himself or any
other
person.
|
|
(B)
|
Loss resulting directly from
the Insured
having
transferred any funds on
the
faith of any voice
initiated
funds
transfer instructions purportedly communicated between the Insured's offices authorizing the transfer of funds in a Customer's
account to another financial institution for
the credit
to persons allegedly designated by
the Customer and which instructions were purportedly made over the telephone between the Insured's
offices
by those Employees of
the Insured
specifically authorized to send and receive said interoffice
instructions by telephone, which fraudulent acts were committed by a person other than
an
Employee
of
the Insured
who
intended
to cause
the Insured
or
the
Customer to sustain a loss or to
obtain
financial
gain for himself or any other person.
|
|
2.
|
It
shall
be
a condition
precedent
to
the Insured's
right of recovery
under
this
Insuring Agreement
H that all
voice
initiated
requests
received for
the
transfer of funds must
be tested
or
subject to a call-back to
an authorized person other than the individual initiating the transfer request.
|
|
3.
|
The following definitions apply with respect to coverage afforded under this rider:
|
|
a.
|
"Customer"
means an entity or individual which has a
written
agreement with
the Insured
authorizing the
Insured
to
rely on voice instructions to initiate funds transfers and has provided
the Insured
with the
names of persons authorized to initiate such transfers, and with which
the Insured
has established
an
instruction verification mechanism.
|
|
b.
|
"Tested"
means a method of authenticating
the
contents
of a communication by affixing thereto a valid test key which has
been
exchanged between
the
Insured
and a Customer or between offices of
the Insured
for
the purpose of protecting the integrity of the communication in the ordinary course of business.
|
ª
2005 The Travelers Indemnity Company. All rights reserved.
|
Page 1 of 2
|
|
4.
|
This bond does
not
cover loss
resulting directly or indirectly from instructions or advices by voice over the telephone except when covered
under
Insuring
Agreement A (Fidelity) or
H
(Voice
Initiated Funds
Transfer
Instructions).
|
|
5.
|
The Single Loss Limit
of Liability for
the
coverage provided by this
rider
shall
be
Six Hundred Thousand Dollars
($
600,000
),
it
being understood, however,
that
such liability shall
be part
of and
not
in addition to
the
Aggregate
Limit of Liability
stated
in
Item
3 of
the
Declarations
of
the attached bond.
|
|
6.
|
The
Underwriter
shall
be
liable
hereunder
for
the
amount
by which a Single Loss exceeds
the
Single Loss
Deductible
Amount
indicated in
Item
4 of
the
Declarations,
but not
in excess of
the
Single Loss Limit of Liability stated above.
|
Nothing herein contained shall be held to vary,
alter, waive, or extend any of the terms, conditions, provisions, agreements or limitations of the above mentioned Policy,
other than as above stated.
|
By
|
|
|
|
Authorized Representative
|
INSURED
|
|
Page 2 of 2
|
ª
2005 The Travelers Indemnity Company. All rights reserved.
|
The following spaces preceded by
an (*) need not be completed if this endorsement or rider and the Bond or Policy have the same inception date.
|
ATTACHED
TO AND FORMING PART OF
BOND OR POLICY NO.
|
DATE
ENDORSEMENT OR
RIDER
EXECUTED
|
* EFFECTIVE DATE OF ENDORSEMENT OR RIDER
|
ZBN-13N07440-12-N2
|
04/18/12
|
04/13/12
|
12:01
A.M. LOCAL TIME AS
SPECIFIED IN THE BOND
OR POLICY
|
* ISSUED
TO
GSV
CAPITAL CORP.
|
|
AMEND DEDUCTIBLE FOR INSURING AGREEEMENT
(A) - FIDELITY - REGISTERED
MANAGEMENT INVESTMENT COMPANIES
MEL3036 - Ed. 6/05 - For use with Form
14
It is agreed that:
For
purposes of Insuring
Agreement (A),
FIDELITY,
only,
the
Single Loss
Deductible
amount
in
Item
4. of the
Declarations shall be $0 (zero) as respects any registered
management investment company.
Nothing herein contained shall be held to vary, alter, waive,
or extend any of the terms, conditions, provisions, agreements or limitations of the above mentioned Bond or Policy, other than
as above stated.
|
By
|
|
|
|
Authorized Representative
|
INSURED
|
|
ª
2005 The Travelers Indemnity Company. All rights reserved.
|
|
The following spaces preceded by an (*) need not be completed if this endorsement
or rider and the Bond or Policy have the same inception date.
|
ATTACHED
TO AND FORMING PART OF
BOND
OR POLICY NO.
|
DATE
ENDORSEMENT OR
RIDER
EXECUTED
|
* EFFECTIVE DATE OF ENDORSEMENT OR RIDER
|
ZBN-13N07440-12-N2
|
04/18/12
|
04/13/12
|
12:01
A.M. LOCAL TIME AS
SPECIFIED IN THE BOND
OR POLICY
|
*
ISSUED TO
GSV
CAPITAL CORP.
|
UNAUTHORIZED SIGNATURE COVERAGE
MEL3190 Ed.
7-05
- For use with Form 14
In
consideration of
the
premium charged
it
is hereby
agreed
that the
attached bond is amended by adding
an additional paragraph to
Insuring Clause (D), Forgery or Alteration, the following:
Accepting
or paying or cashing any checks or Withdrawal
Orders
made or drawn on a customer's account
which bear unauthorized signatures or endorsements, shall
be
deemed to
be
a
Forgery
under
this Insuring Clause. It shall
be
a condition
precedent
to
the Insured's
right of recovery, for loss
under
this paragraph,
that the Insured
shall have on
file signatures of all persons authorized to sign such checks or Withdrawal Orders.
It
is
further agreed
that
for purposes of
the
coverage
provided by this endorsement,
the
definition of Forgery
contained in sub-section
(h) of Section 1 of the attached bond does not apply.
Coverage
provided by this endorsement is subject to a Single Loss Limit of Indemnity of $
600,000
(dollars) and a Single Loss Deductible Amount of $
25,000
(dollars). Such limit is part of and not in addition
to the Single Loss Limit of Indemnity
assigned to Insuring Clause (D).
Nothing
herein contained shall be held to vary, alter, waive, or extend any of the terms, conditions, provisions, agreements or limitations
of the above mentioned Bond or Policy, other than as above stated.
|
By
|
|
|
|
Authorized Representative
|
INSURED
|
|
ª
2005
The Travelers Indemnity Company. All rights reserved.
|
|
The following spaces preceded by an (*) need not be completed if this endorsement
or rider and the Bond or Policy have the same inception date.
|
ATTACHED
TO AND FORMING PART OF
BOND
OR POLICY NO.
|
DATE
ENDORSEMENT OR
RIDER
EXECUTED
|
* EFFECTIVE DATE OF ENDORSEMENT OR RIDER
|
ZBN-13N07440-12-N2
|
04/18/12
|
04/13/12
|
12:01
A.M. LOCAL TIME AS
SPECIFIED IN THE BOND
OR POLICY
|
*
ISSUED TO
GSV
CAPITAL CORP.
|
AMEND SECTION 12. - TERMINATION OR CANCELLATION
- SEC NOTIFICATION
MEL3390 Ed. 8-05
-
For use with TSB5062b - Form 14
In consideration of payment of the premium,
it is hereby understood and agreed that:
Section 12. - TERMINATION OR CANCELATION,
of the attached Bond is replaced with the following:
If
the
Bond is for a sole
Insured, 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
(60)
days prior to the effective date of such termination.
If
the
Bond is for a joint
Insured, it
shall
not be terminated
unless
written
notice shall have
been
given
by the acting party to
the
affected party and to
the
Company
to all
Insured
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.
This Bond will terminate as to any one
Insured, other than an Investment Company:
|
a.
|
immediately on
the
taking over of such
Insured
by
a receiver or other liquidator or by State or
Federal
officials, or
|
|
b.
|
immediately on
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 or
|
|
c.
|
immediately upon such
Insured
ceasing to exist, whether
through merger into another entity, disposition of all of its assets or otherwise.
|
The Company
shall refund
the unearned
premium computed
at
short rates
in accordance with
the
standard
short rate cancellation tables if terminated by the
Insured or pro rata if terminated for any other reason.
Nothing herein contained shall be held to vary, alter, waive,
or extend any of the terms, conditions, provisions, agreements or limitations of the above mentioned Bond or Policy, other than
as above stated.
|
By
|
|
|
|
Authorized Representative
|
INSURED
|
|
ª
2005 The Travelers Indemnity Company. All rights reserved.
|
|
The following spaces preceded by an (*) need not be completed if this endorsement
or rider and the Bond or Policy have the same inception date.
|
ATTACHED
TO AND FORMING PART OF
BOND
OR POLICY NO.
|
DATE
ENDORSEMENT OR
RIDER
EXECUTED
|
* EFFECTIVE DATE OF ENDORSEMENT OR RIDER
|
ZBN-13N07440-12-N2
|
04/18/12
|
04/13/12
|
12:01
A.M. LOCAL TIME AS
SPECIFIED IN THE BOND
OR POLICY
|
*
ISSUED TO
GSV
CAPITAL CORP.
|
AMEND GENERAL AGREEMENT B. ADDITIONAL
OFFICES OR EMPLOYEES -
CONSOLIDATION, MERGER OR PURCHASE OF
ASSETS —NOTICE
MEL3393 Ed. 8-05
-
For use with Form 14
In consideration of the premium charged, it is agreed that:
General Agreement B. ADDITIONAL OFFICES OR EMPLOYEES-CONSOLIDATION,
MERGER OR PURCHSASE OF ASSETS-NOTICE is replaced with the following:
ADDITIONAL OFFICES OR EMPLOYEES - CONSOLIDATION, MERGER OR
PURCHASE OF ASSETS - NOTICE
|
B.
|
If the Insured shall, while this bond is in force, establish any additional offices, other than
by consolidation or merger with, or purchase or acquisition of assets or liabilities of, another institution, such offices shall
be
automatically covered hereunder from the date of such establishment without the requirement of notice to the Underwriter
or payment of additional premium for the remainder of the premium period.
|
If the Insured shall, while this bond is in force,
consolidate or merger with, or purchase or acquire assets or
liabilities of another institution,
the Insured shall have automatic coverage if such assets are less than
25%
of
consolidated assets and there shall be no reporting requirement to the Underwriter for loss which
|
(a)
|
has occurred or will occur in offices or premises, or
|
|
(b)
|
has
been caused or will be caused by an employee or employees of such institution
|
If the Insured shall consolidate or merge with,
or purchase or acquire assets or liabilities of another institution
with assets exceeding
25
%
of consolidated assets, the Insured shall not have such coverage beyond thirty days from the date of the consolidation or merger
with or purchase or acquisition
as is afforded by this bond unless the Insured shall
|
(i)
|
give the Underwriter written notice within thirty days
of the consolidation, merger or
thirty
purchase
or acquisition of assets or liabilities, and
|
|
(ii)
|
obtain written consent of the Underwriter to extend
the coverage provided by this bond to such
additional offices or premises, Employees and other exposures,
and
|
|
(iii)
|
upon obtaining such consent, pay to the Underwriter
an additional premium
|
Nothing herein contained shall be held to vary, alter,
waive, or extend any of the terms, conditions, provisions, agreements or limitations of the above mentioned Bond or Policy, other
than as above stated.
|
By
|
|
|
|
Authorized Representative
|
INSURED
|
|
ª
2005 The Travelers Indemnity Company. All rights reserved.
|
|
The following spaces preceded by an (*) need not be completed if this endorsement
or rider and the Bond or Policy have the same inception date.
|
ATTACHED
TO AND FORMING
PART OF BOND OR POLICY NO.
|
DATE
ENDORSEMENT OR
RIDER
EXECUTED
|
* EFFECTIVE DATE OF ENDORSEMENT OR RIDER
|
13N07440-12-N2
|
04/18/12
|
04/13/12
|
12:01
A.M. LOCAL TIME AS
SPECIFIED IN THE BOND
OR POLICY
|
*
ISSUED TO
GSV
CAPITAL CORP.
|
ADD DEFINITION FOR INVESTMENT COMPANY
ENDORSEMENT
For use Form 14
MEL3457 Ed. 9/05
It is agreed that:
Section 1. DEFINITIONS of the attached bond is hereby amended
by adding the following sub-section:
( t ) Investment Company means an investment company registered under the Investment Company Act of 1940.
Nothing herein contained shall be held to vary, alter,
waive, or extend any of the terms, conditions, provisions, agreements or limitations of the above mentioned Bond or Policy,
other than as above stated.
|
By
|
|
|
|
Authorized Representative
|
INSURED
|
|
ª
The St. Pauls Travelers Companies, Inc. All rights reserved.
|
|
The following spaces preceded by an (*) need not be completed
if this endorsement or rider and the Bond or Policy have the same inception date.
|
ATTACHED
TO AND FORMING PART OF
BOND
OR POLICY NO.
|
DATE
ENDORSEMENT
OR RIDER EXECUTED
|
* EFFECTIVE DATE OF ENDORSEMENT OR
RIDER
|
ZBN-13N07440-12-N2
|
04/18/12
|
04/13/12
|
12:01
A.M. LOCAL TIME AS
SPECIFIED IN THE BOND
OR POLICY
|
*
ISSUED TO
GSV
CAPITAL CORP.
|
AMEND SECTION 3. DISCOVERY
For use with Form 14
MEL3626 Ed. 10/05
It is agreed that:
Section 3. DISCOVERY is deleted and replaced with the following:
DISCOVERY
Section 3. This bond applies to loss discovered by the
Chief Executive Officer, Chief Financial Officer or General Counsel during the Bond Period. Discovery occurs when the Chief
Executive Officer, Chief Financial Officer or General Counsel
first becomes aware of facts
which would cause a reasonable person to assume that a loss of a type covered by this
bond has been or will be
incurred, regardless of when the act or acts causing or contributing to such loss occurred,
even
though the exact amount or details of loss may not be then known.
Discovery also occurs when the Chief Executive Officer, Chief
Financial Officer or General Counsel receives notice of an actual or potential claim in which it is alleged that the Insured is
liable to a third party under circumstances which, if true, would constitute a loss under this bond.
Nothing herein contained shall be held to vary, alter,
waive, or extend any of the terms, conditions, provisions, agreements or limitations of the above mentioned Bond or Policy,
other than as above stated.
|
By
|
|
|
|
Authorized Representative
|
INSURED
|
|
ª
2005
The Travelers Indemnity Company
|
Page 1 of 1
|
The following spaces preceded by an (*) need not be completed
if this endorsement or rider and the Bond or Policy have the same inception date.
|
ATTACHED
TO AND FORMING PART OF
BOND OR POLICY NO.
|
DATE
ENDORSEMENT OR
RIDER
EXECUTED
|
* EFFECTIVE DATE OF ENDORSEMENT OR
RIDER
|
ZBN-13N07440-12-N2
|
04/18/12
|
04/13/12
|
12:01
A.M. LOCAL TIME AS
SPECIFIED IN THE BOND
OR POLICY
|
* ISSUED
TO
GSV
CAPITAL CORP.
|
|
CLAIMS EXPENSE RIDER
For use with Form 14
MEL3650 Ed. 11/05
It is agreed that:
|
1.
|
The attached Bond is hereby amended by adding the following Insuring Agreement
(
G
):
|
CLAIMS EXPENSE
Loss resulting by reason of fees and expenses incurred
by the Insured in determining the amount and extent of loss covered under this Bond.
|
2.
|
The Single Loss Limit of Liability for the coverage provided by this rider shall be $
25,000
Dollars, it being understood, however, that such liability shall be part of and not in addition to the
Aggregate
Limit of Liability in Item 3. of the Declarations of the attached Bond, no deductible shall apply
to this rider.
|
|
Nothing herein contained shall be held to vary, alter, waive, or extend
any of the terms, conditions, provisions, agreements or limitations of the above mentioned Bond or Policy, other than as
above stated.
|
|
|
|
|
By
|
|
|
|
Authorized Representative
|
INSURED
|
|
ª
2005
The Travelers Companies, Inc.
|
|
The following spaces preceded by an (*) need not be completed
if this endorsement or rider and the Bond or Policy have the same inception date.
|
ATTACHED
TO AND FORMING PART OF
BOND
OR POLICY NO.
|
DATE
ENDORSEMENT OR
RIDER
EXECUTED
|
* EFFECTIVE DATE OF ENDORSEMENT OR
RIDER
|
ZBN-13N07440-12-N2
|
04/18/12
|
04/13/12
|
12:01
A.M. LOCAL TIME AS
SPECIFIED IN THE BOND
OR POLICY
|
* ISSUED
TO
GSV
CAPITAL CORP.
|
|
AMEND EXCLUSION (x) CARVEBACK FOR INSURING
AGREEMENT (D) AND (E)
(For use with Bond Form 14)
MEL4818 Ed. 12/06
It is agreed that:
|
1.
|
Exclusion (x), of Section 2. EXCLUSIONS, of the
CONDITIONS AND LIMITATIONS
is replaced
by the following:
|
|
(x)
|
Loss resulting directly or indirectly from any dishonest or fraudulent act or acts committed by any non- Employee who is a
securities, commodities, money, mortgage, real estate, loan, insurance, property management, investment banking broker, agent or
other representative of the same general character, except when covered under Insuring Agreements (D) and (E);
|
Nothing herein contained shall be held to vary, alter, waive,
or extend any of the terms, conditions, provisions, agreements or limitations of the above mentioned Bond or Policy, other than
as above stated.
|
By
|
|
|
|
Authorized Representative
|
INSURED
|
|
ª
2006
The Travelers Indemnity Company. All rights reserved.
|
Page 1 of 1
|
The following spaces preceded by an (*) need not be completed if this endorsement or rider and the Bond or Policy have the same inception date.
|
ATTACHED TO AND FORMING PART OF
|
DATE ENDORSEMENT OR
|
* EFFECTIVE DATE OF ENDORSEMENT OR RIDER
|
BOND OR POLICY NO.
|
RIDER EXECUTED
|
|
|
|
|
12:01 A.M. LOCAL TIME AS
|
ZBN-13N07440-12-N2
|
04/18/12
|
04/13/12
|
SPECIFIED IN THE BOND OR POLICY
|
* ISSUED TO
GSV
CAPITAL CORP.
CENTRAL HANDLING OF SECURITIES
For use with Form 14
MEL4899 Ed. 1-07
It is agreed that:
|
1.
|
Section 10. Ownership of the CONDITIONS AND LIMITATIONS is amended by adding the following:
|
This bond shall also
apply to loss of Certificated Securities at the premises of Depositories listed in the
following Schedule, but only to the
extent of the Insured's interest in such Certificated Securities as effected by the making of appropriate entries on the books
and records of the Depository or the Insured.
SCHEDULE
ALL DEPOSITORIES UTILIZED BY THE INSURED DIRECTLY
OR THROUGH ANY OTHER ORGANIZATION
|
2.
|
Section 7. ASSIGNMENT - SUBROGATION - RECOVERY - COOPERATION is amended by adding the following:
|
This bond does not
afford coverage in favor of any Depository listed in the Schedule above. In the event of
payment under this bond for loss
of Certificated Securities at the premises of Depositories listed in the Schedule above, the Insured shall deliver, if so requested
by the Underwriter, an assignment of such of the Insured's rights, title and interest and causes of action as it has against the
Depository, or any other person or entity to the extent of the loss payment. If the rule of a Depository listed in the Schedule
above provide that the Insured shall be assessed for a portion of the judgment (or agreed settlement) taken by the Underwriter
based upon the assignment set forth above and the Insured actually pays such assessment, then the Underwriter will reimburse the
Insured for the amount of the assessment but not exceeding the amount of the loss payment by the Underwriter.
Nothing herein contained shall be held to vary, alter,
waive, or extend any of the terms, conditions, provisions, agreements or limitations of the above mentioned Bond or Policy, other
than as above stated.
|
By
|
|
|
|
Authorized Representative
|
INSURED
|
|
ª
2007
The Travelers Indemnity Company. All rights reserved.
|
Page 1 of 1
|
The following spaces preceded by an (*) need not be completed if this endorsement or rider and the Bond or Policy have the same inception
date.
|
ATTACHED TO AND FORMING PART OF
|
DATE ENDORSEMENT OR
|
* EFFECTIVE DATE OF ENDORSEMENT OR RIDER
|
BOND OR POLICY NO.
|
RIDER EXECUTED
|
|
|
|
|
12:01 A.M. LOCAL TIME AS
|
ZBN-13N07440-12-N2
|
04/18/12
|
04/13/12
|
SPECIFIED IN THE BOND OR POLICY
|
* ISSUED TO
GSV
CAPITAL CORP.
AMEND GENERAL
AGREEMENT D. -
REPRESENTATION OF INSURED
For use with Form 14
MEL4903 Ed. 1-07
It is agreed that:
The last sentence of
GENERAL AGREEMENT
D.,
REPRESENTATION OF
INSURED
is replaced
with the following:
Any intentional misrepresentation, omission, concealment
or incorrect statement of a material fact, in the application or otherwise, shall be grounds for the rescission of this bond.
Nothing herein contained shall be held to vary, alter,
waive, or extend any of the terms, conditions, provisions, agreements or limitations of the above mentioned Bond or Policy, other
than as above stated.
|
By
|
|
|
|
Authorized Representative
|
INSURED
|
|
ª
2007
The Travelers Indemnity Company. All rights reserved.
|
Page 1 of 1
|
The following spaces preceded by an (*) need not be completed if this endorsement or rider and the Bond or Policy have the same inception
date.
|
ATTACHED TO AND FORMING PART OF
|
DATE ENDORSEMENT OR
|
* EFFECTIVE DATE OF ENDORSEMENT OR RIDER
|
BOND OR POLICY NO.
|
RIDER EXECUTED
|
|
|
|
|
12:01 A.M. LOCAL TIME AS
|
ZBN-13N07440-12-N2
|
04/18/12
|
04/13/12
|
SPECIFIED IN THE BOND OR POLICY
|
* ISSUED TO
GSV
CAPITAL CORP.
COMPUTER CRIME INSURING AGREEMENT
For use with SAA Form 14
MEL5188 Ed. 6/07
It is agreed that:
|
I.
|
The attached bond is amended by adding an additional Insuring Agreement as follows:
|
INSURING AGREEMENT
(
H
) COMPUTER CRIME
COVERAGE (1) Restoration Costs of Electronic Information
Reasonable expenses incurred or fees paid by the
Insured, and to be a part of the Single Loss Limit of Liability
of Insuring Agreement (A), for the:
|
(a)
|
cost of computer time, computer programmers, consultants or other technical specialists as is reasonably necessary to verify
and substantially restore Electronic Computer Instructions to their previous level of operational capability; and
|
|
(b)
|
cost of labor for the actual transcription or copying of Electronic Data from source documents
furnished by
the Insured in order to reproduce such Electronic Data;
|
that have been intentionally and fraudulently damaged
or destroyed by an Employee while stored within the Insured's Computer or the Computer of its Electronic Data Processor or while
recorded upon Electronic Data Processing Media within the offices or premises of the Insured, provided the Insured is the owner
of the Electronic Information or is legally liable for such loss or damage and the Insured is unable to reproduce such
Electronic
Information from back-up copies.
If a Single Loss is
covered under Insuring Agreement (A) and Coverage (
H
)(1),
then only the Single Loss Deductible Amount under Insuring Agreement (A) shall be applicable.
COVERAGE (2) Telefacsimile and Voice Instruction
Transactions
Loss resulting directly from having in good faith:
|
(a)
|
transferred funds on deposit in a Customer's account, or transferred Certificated Securities or Uncertificated Securities in
reliance upon a fraudulent Telefacsimile Device instruction directed to the Insured, which purports and reasonably appears to be
from:
|
|
(i)
|
a Customer of the Insured;
|
|
(ii)
|
another financial institution; or
|
|
(iii)
|
another office of the Insured;
|
but, in fact was not originated by the Customer,
another financial institution or another office of the Insured and purports and reasonably appears to contain the handwritten signature
of a person authorized to initiate such transfer, that proves to have been used by an unauthorized person;
|
(b)
|
transferred funds on deposit in a Customer's account in reliance upon a fraudulent telephonic voice instruction transmitted
to the Insured which purports to be from:
|
|
(i)
|
an officer, director, partner or employee of a Customer of the Insured, who is authorized by the Customer to instruct the Insured
to make such a transfer;
|
|
(ii)
|
an individual person who is a Customer of the Insured; or
|
ª
2007
The Travelers Indemnity Company. All rights reserved.
|
Page 1 of 4
|
|
(iii)
|
an Employee of the Insured, in another office of the Insured, who was authorized by the Insured to instruct other Employees
of the Insured to transfer funds on deposit in a Customer's account, and
which instruction was received
by an Employee of the Insured specifically designated to receive and act upon such instructions;
|
but the telephonic voice
instruction was not from a person described in this paragraph (b).
COVERAGE (3) COMPUTER THEFT
|
(a)
|
Property and Uncertificated Securities
|
Loss of Property or Uncertificated Securities resulting
directly from Computer Theft by any natural person acting alone or in collusion with others.
Loss consisting of reasonable expenses incurred or
fees paid by the Insured, and to be a part of the Single Loss
Limit of Liability of Coverage (H )(3)(a),
for the
verification
and
restoration
of Electronic Computer
Instructions, which have been intentionally and fraudulently prepared or modified by any natural
person other
than an Employee, so as to cause:
|
(i)
|
the Insured a loss of Property or Uncertificated Securities
that is paid under Coverage (
H
)(3)(a);
|
|
(ii)
|
the actual or attempted malicious destruction of the
Insured's Electronic Information stored within the Insured\'s Computer or the Computer of its Electronic Data Processor, or while
recorded upon Electronic Data Processing Media within the offices or premises of the Insured or in the custody of a person designated
by the Insured to act as its messenger while the Electronic Data Processing Media is in transit anywhere. Such transit begins
immediately upon receipt of Electronic Data Processing Media by the messenger and ends immediately upon delivery to the designated
recipient or its agent, provided the
Insured is the owner of the Electronic Data Processing Media
or is legally liable for such loss or damage; or
|
|
(iii)
|
the actual or attempted destruction by Computer Virus
of the Insured's Electronic Information
residing
in the Computer of the Insured or its Electronic
Data Processor;
|
and that the Insured is unable to reproduce from back-up copies of the Electronic Computer Instructions.
Such expenses and fees
shall include the cost of computer time, computer programmers, consultants or other technical specialists as is reasonably necessary
to substantially restore the Electronic Computer Instructions to their previous level of operational capability. The restoration
costs coverage of this Insuring Agreement shall apply to a loss resulting from the malicious destruction, including damage by Computer
Virus, of Electronic
Data or Electronic Computer Instructions even if loss is not paid under Coverage (
H
)(3)(a). If a Single Loss is covered under Coverage (
H
)(3)(a) and Coverage (
H
)(3)(b),
then only the Single Loss Deductible Amount under Coverage (
H
)(3)(a)
shall be applicable.
As used in this Insuring Agreement:
Computer means data processing equipment, communication
lines (including telephone lines, coaxial cables, satellite, microwave, radio wave, and fiber optic transmission), data elements
and program logic, located:
|
(1)
|
in an office of the Insured;
|
|
(2)
|
at an Electronic Data Processor with whom the Insured
has contracted for data processing services (including other financial institutions); or
|
|
(3)
|
at an automated clearing house (including a Federal Reserve Bank), or other electronic communications system (including Fedwire,
Clearing House Interbank Payment System (CHIPS) and Society for Worldwide International Financial Telecommunication (SWIFT));
|
whether
owned or leased.
Computer System means
a Computer and all input, output, processing, storage and communication facilities
and equipment which are connected to
such a device and for which the operating system or application software used by the Insured is under the direct operational control
of the Insured. Off-line media libraries are deemed to be part of said Computer System.
Page 2 of 4
|
ª
2007 The Travelers Indemnity Company. All rights reserved.
|
Computer Theft means:
(1)
an intentional,
unauthorized and fraudulent entry of data into a Computer which creates unauthorized Electronic Data; or
(2)
an intentional,
unauthorized and fraudulent change to Electronic Information that is kept in machine
readable format
(including unauthorized changes to Electronic Data on disks, tapes or cards);
including such entries made via the Internet.
Computer Virus means
a set of unauthorized instructions, programmatic or otherwise, which propagate themselves through the Insured's Computer or networks,
which instructions were maliciously or fraudulently
introduced by a person and were designed to modify, alter, damage, destroy,
delete, contaminate or degrade
the integrity, quality, or performance of data, computer applications,
networks, or operating system software.
Customer means an entity or natural person:
(1)
that has
a Written agreement with the Insured authorizing the Insured to rely on telephonic voice or
Telefacsimile
Device instructions to make transfers;
(2)
that has
provided the Insured with the names of persons authorized to initiate such transfers; and
(3) with whom the Insured has established an instruction
verification procedure other than voice recognition;
but only as respects Coverage (2).
Electronic means relating to technology having electrical,
digital, magnetic, wireless, optical, electromagnetic, or similar capabilities.
Electronic Computer Instructions means that subset
of Electronic Information that contains the instructions and directions that a Computer uses to act upon or create Electronic Data.
Electronic Data means that subset of Electronic Information
containing facts or information that does not provide instructions or directions to a Computer and which is stored on Electronic
Data Processing Media for use by Electronic Computer Instructions.
Electronic Data Processor means a natural person,
partnership or corporation authorized by the Insured to
perform data processing services for the
Insured (not including preparation or modification of computer software or programs). A Federal Reserve Bank or clearinghouse shall
not be construed to be an Electronic Data Processor.
Electronic Data Processing
Media means punched cards, magnetic tapes, punched tapes, optical disks, magnetic
discs or other bulk media on which Electronic
Data and Electronic Computer Instructions are recorded.
Electronic Information means
any information that is directly usable by a Computer. This includes Electronic Data and Electronic Computer Instructions stored
on punched cards, magnetic tapes, punched tapes, magnetic
discs, optical disks or any other media
directly accessible and usable by the Insured's Computer System.
Electronic Record means information which is created,
generated, sent, communicated, received, or stored by electronic means and is retrievable in perceivable form.
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.
Telefacsimile Device
means a machine capable of sending or receiving a duplicate image of a paper document
by means of electronic impulses transmitted
through a telephone line and which reproduces the duplicate
image on paper.
Written means printed, typewritten or otherwise intentionally
reduced to tangible form. It does not include an
Electronic Record.
ª
2007 The Travelers Indemnity Company. All rights reserved.
|
Page 3 of 4
|
II. The following exclusions are added to
CONDITIONS
AND LIMITATIONS
, Section 2. EXCLUSIONS:
|
(
H
)
|
Under Insuring Agreement
(
H
)(1), (2) and (3)(b),
in addition to all of the other exclusions, loss resulting
directly or indirectly from trading, with or without the knowledge
of the Insured, whether or not represented by any indebtedness or balance shown to be due the Insured on any
account
,
actual or
fictitious, and notwithstanding any act or omission on the part of any Employee in connection
with any account relating to such trading, indebtedness or balance;
|
|
(
H
)
|
Under Insuring Agreement
(
H
)(3), in addition to all
of the other exclusions, loss:
|
|
(a)
|
resulting directly or indirectly from entries or changes made by an individual authorized to
have access to a Computer, who acts in good faith on instructions or advices received by human voice over
a telephone or
by any other means, unless such instructions or advices are given to that individual by a software contractor (or by a partner,
officer or employee thereof) authorized by the Insured to design, develop, prepare, supply, service, write or implement programs
for the Insured's Computer;
|
|
(b)
|
of confidential information owned by the Insured such as trade secrets, formulas, patents, customer lists contained on or in
data processing materials, negatives, drawings, manuscripts, prints and other records of a similar nature;
|
|
(c)
|
caused by an employee or director of an automated clearing house (including a Federal Reserve
Bank), service bureau, electronic communications systems (including Fedwire, CHIPS and SWIFT)
or merchants who have contracted
with the Insured to perform electronic funds transfer services;
|
|
(d)
|
resulting directly or indirectly from entries or changes made by an Employee of the Insured acting in
good
faith on instructions transmitted by Tested communication (except a Telefacsimile Device),
unless such instructions are
purportedly sent by a customer, financial institution or automated
clearing house. Tested means a
method of authenticating the contents of a communication which has
been exchanged between the Insured and a customer, financial
institution or automated clearing
house;
|
|
(
H
)
|
Loss resulting directly
or indirectly from Computer Theft except when covered under Insuring Agreements (A), (B), paragraph (1)(b) or (
H
)(3);
|
|
(
H
)
|
Under Insuring Agreement
(
H
)(2), in addition to all
of the other Exclusions, loss resulting directly or indirectly from the Insured's assumption of liability by contract unless the
liability arises from a loss covered by Insuring Agreement (
H
)(2) and would be imposed on the Insured regardless of the existence
of the contract.
|
III.
Exclusions (i),
(n) and (w) in
CONDITIONS AND LIMITATIONS
, Section 2. EXCLUSIONS are replaced with the following:
|
(i)
|
loss resulting directly or indirectly from transactions in a customer's account, whether authorized
or unauthorized, except the unlawful withdrawal and conversion of Money, securities or precious metals, directly from a customer's
account by an Employee provided such unlawful withdrawal and conversion is covered under Insuring Agreement (A), or except when
covered under Insuring Agreement (
H
);
|
|
(n)
|
loss resulting directly or indirectly from payments made or withdrawals from a depositor's or
customer's account involving erroneous credits to such account, unless such payments or withdrawals are physically
received
by such depositor or customer or representative of such depositor or customer who is within the office of the Insured at the time
of such payment or withdrawal, or except when covered under Insuring
|
Agreements (A) or (
H
) (3)(a);
|
(w)
|
loss involving any Uncertificated Security except an Uncertificated Security of any Federal Reserve
Bank of the United States, or when covered under Insuring Agreements (A), (
H
)(2)(a), or (
H
)
(3)(b);
|
Nothing herein contained shall be held to vary,
alter, waive, or extend any of the terms, conditions, provisions, agreements or limitations of the above mentioned Policy,
other than as above stated.
|
By
|
|
|
|
Authorized Representative
|
INSURED
|
|
Page 4 of 4
|
ª
2007 The Travelers Indemnity Company. All rights reserved.
|
The following spaces preceded by an (*) need not be completed if this endorsement or rider and the Bond or Policy have the same inception
date.
|
ATTACHED TO AND FORMING PART OF
|
DATE ENDORSEMENT OR
|
* EFFECTIVE DATE OF ENDORSEMENT OR RIDER
|
BOND OR POLICY NO.
|
RIDER EXECUTED
|
|
|
|
|
12:01 A.M. LOCAL TIME AS
|
ZBN-13N07440-12-N2
|
04/18/12
|
04/13/12
|
SPECIFIED IN THE BOND OR POLICY
|
* ISSUED TO
GSV
CAPITAL CORP.
ERISA RIDER
For use with SAA Form 14 and SAA Form
25
MEL5567 Ed. 12/07
It is agreed that:
|
1.
|
"Employee" as used in the attached bond shall include any natural person who is a director or trustee of the Insured
while such director or trustee is engaged in handling funds or other property of any employee welfare or pension benefit plan owned,
controlled or operated by the Insured or any natural person who is a trustee,
manager, officer, fiduciary
or employee of any such plan.
|
|
2.
|
If the bond, in accordance with the agreements, limitations and conditions thereof, covers loss
sustained by two
or more employee welfare or pension benefit plans or sustained by any such plan in addition to loss sustained
by an Insured other than such plan, it is the obligation of the Insured or the plan administrator(s) of such plans
under
regulations published by the Secretary of Labor implementing Section 13 of the Welfare and Pension
Plans Disclosure Act
of 1958 to obtain under one or more bonds issued by one or more Insurers an amount of coverage for each such plan at least equal
to that which would be required if such plans were bonded
separately.
|
|
3.
|
In compliance with the foregoing, payment by the Underwriter in accordance with the agreements,
limitations
and conditions of the bond shall be held by the Insured, or, if more than one, by the Insured first named, for
the use and benefit of any employee welfare or pension benefit plan sustaining loss so covered and
to the
extent that such payment is in excess of the amount of coverage required by such regulations to be carried by
said
plan sustaining such loss, such excess shall be held for the use and benefit of any other such plan also
covered in the
event that such other plan discovers that it has sustained loss covered thereunder.
|
|
4.
|
If money or other property of two or more employee welfare or pension benefit plans covered under the bond
is
commingled, recovery for loss of such money or other property through fraudulent or dishonest acts of
Employees shall be
shared by such plans on a pro rata basis in accordance with the amount for which each
such plan is
required to carry bonding coverage in accordance with the applicable provisions of said regulations.
|
|
5.
|
The Single Loss Deductible amount applicable to loss sustained by a plan through acts committed by an Employee of the plan
shall be waived.
|
Nothing herein contained shall be held to vary, alter,
waive, or extend any of the terms, conditions, provisions, agreements or limitations of the above mentioned Bond or Policy, other
than as above stated.
|
By
|
|
|
|
Authorized Representative
|
INSURED
ª
2007 The Travelers Indemnity Company. All rights reserved.
|
Page 1 of 1
|
The following spaces preceded by an (*) need not be completed
if this endorsement or rider and the Bond or Policy have the same inception date.
|
ATTACHED TO AND FORMING
|
DATE ENDORSEMENT OR
|
* EFFECTIVE DATE OF ENDORSEMENT OR RIDER
|
PART OF BOND OR POLICY NO.
|
RIDER EXECUTED
|
|
|
|
|
12:01 A.M. LOCAL TIME AS
|
13N07440
|
04/18/12
|
04/13/12
|
SPECIFIED IN THE BOND OR POLICY
|
* ISSUED TO
|
GSV CAPITAL CORP.
|
|
TELEFACSIMILE TRANSFER FRAUD ENDORSEMENT
For use with Bond Form 14
MEL6366 Ed. 11-08
It is agreed that:
|
1.
|
The following Insuring Agreement is added:
|
TELEFACSIMILE TRANSFER FRAUD
Loss resulting from
the Insured having, in good faith, transferred Funds, Certificated Securities or
Uncertificated Securities through a Computer
System covered under the terms of the Computer System Fraud
Insuring Agreement in reliance upon
a fraudulent instruction received through a Telefacsimile Device, and which instruction:
|
(1)
|
Purports and reasonably appears to have originated from
|
|
(a)
|
a Customer of the Insured
|
|
(b)
|
another financial institution, or
|
|
(c)
|
another office of the Insured
|
but, in fact, was not originated by the Customer
or entity whose identification it bears and,
|
(2)
|
Purports and reasonably
appears to contain the handwritten
signature of a person authorized
to initiate such transfer
or contains a valid test
code which proves to have
been used by a person who
was not authorized to make
use of it and,
|
|
(3)
|
if
the transfer was in excess
of $
600,000
,
the instruction was verified
by a call-back according
to a prearranged procedure.
|
In this Insuring Agreement:
|
(A)
|
Customer means an entity
or individual which has
an agreement with the Insured
authorizing the Insured
to rely on Telefacsimile
Device instructions to initiate
transfers and has provided
the Insured with the names
of persons authorized to
initiate such transfers,
and with which the Insured
has established an
instruction
verification mechanism.
|
|
(B)
|
Funds means Money on
deposit in an account.
|
|
2.
|
In addition to the Conditions
and Limitations in the bond and
Computer Systems Fraud Insuring
Agreement
rider,
the following provisions are applicable
to the Telefacsimile Transfer
Fraud Insuring Agreement:
|
Telefacsimile Device
means a machine capable of sending or receiving a duplicate image of a document by
means of electronic impulses transmitted
through a telephone line and which reproduces the duplicate image on paper.
This Insuring Agreement
does not cover loss resulting directly or indirectly from the assumption of liability by the Insured by contract unless the liability
arises from a loss covered by the Telefacsimile Transfer Fraud
Insuring Agreement and would be imposed on the Insured regardless
of the existence of the contract.
Proof of loss for claim under the Telefacsimile
Transfer Fraud Insuring Agreement must include a copy of the document reproduced by the Telefacsimile Device.
a
|
2008 The Travelers Indemnity Company
|
Page 1 of 2
|
|
3.
|
Exclusion
(w) is replaced with the following:
|
|
(w)
|
loss involving any Uncertificated Security except an Uncertificated
Security of any Federal Reserve Bank of the United States or
when covered under Insuring Agreements (A) or Telefacsimile Transfer
Fraud;
|
|
4.
|
Exclusion (a) is replaced with the following:
|
|
(a)
|
loss resulting directly or indirectly from forgery or alteration,
except when covered under Insuring Agreements (A), (D), (E) or
Telefacsimile Transfer Fraud;
|
Nothing herein contained shall be held to vary, alter, waive,
or extend any of the terms, conditions, provisions, agreements or limitations of the above mentioned Bond or Policy, other than
as above stated.
|
By
|
|
|
|
Authorized Representative
|
INSURED
|
|
Page 2 of 2
|
ª
2008
The Travelers Indemnity Company
|
The following spaces preceded by an (*) need not be completed
if this endorsement or rider and the Bond or Policy have the same inception date.
|
ATTACHED TO AND FORMING PART OF
|
DATE ENDORSEMENT OR
|
* EFFECTIVE DATE OF ENDORSEMENT OR RIDER
|
BOND OR POLICY NO.
|
RIDER EXECUTED
|
|
|
|
|
12:01 A.M. LOCAL TIME AS
|
ZBN-13N07440-12-N2
|
04/18/12
|
04/13/12
|
SPECIFIED IN THE BOND OR POLICY
|
* ISSUED TO
|
GSV CAPITAL CORP.
|
|
FACSIMILE SIGNATURE INSURING AGREEMENT
For use with Bond Form 14
MEL6527 Ed. 2-09
It is agreed that:
|
1.
|
The attached bond is amended by adding an additional Insuring Agreement
as follows:
|
Loss resulting directly
from the fact that an issuer of securities, transfer agent, bank, banker or trust company received from the Insured, the New York
Stock Exchange or any other Exchange specimen copies of the Insured's mechanically reproduced facsimile signature and acted in
reliance upon any false, fraudulent or unauthorized reproduction of such facsimile signature, whether such facsimile signature
is the facsimile
signature duly adopted by the Insured or is one resembling or purporting to be such facsimile signature,
regardless of by whom or by what means the same may have been imprinted, and whether or not such loss is sustained by reason of
the Insured's having entered into an agreement to be legally liable when such facsimile
signature
or one resembling or purporting to be such facsimile signature is used, provided, however, that
|
(a)
|
such facsimile signature is used on a document
|
|
(1)
|
as
the signature to an assignment
or other instrument authorizing
or effecting the transfer
of shares of
stock,
or other registered securities,
which may now or at any time
hereafter be registered in
the name
of
the Insured on the books
of the association, company
or corporation issuing the
same; or
|
|
(2)
|
as the signature to a
power of substitution, designating
a substitute or substitutes
to make the actual
transfer
on the books of the issuer
of shares of stock, or other
registered securities, in
respect of which
the
Insured may now or at any
time hereafter be named as
attorney to effect said transfer,
whether said power of substitution
is embodied in an endorsement
on the certificate for said
shares of stock or other
registered security or in
a separate instrument;
|
|
(b)
|
neither the New York Stock Exchange nor any other Exchange
has interposed any objections to the use by the Insured of such
facsimile signature and such agreement, if any, was required
by the said Exchange as a condition to its failing to interpose
any such objection; and
|
|
(c)
|
this
Facsimile Signature Insuring
Agreement will not apply
to any Certificated Securities
which are
Counterfeit."
|
|
2.
|
Sub-sections (a) and (e) of Section 2. of the attached bond will
not apply to this Facsimile Signature Insuring Agreement .
|
Nothing herein contained shall be held to vary, alter, waive,
or extend any of the terms, conditions, provisions, agreements or limitations of the above mentioned Bond or Policy, other than
as above stated.
|
By
|
|
|
|
Authorized Representative
|
INSURED
|
|
ª
2009
The Travelers Indemnity Company. All rights reserved.
|
|
The following spaces preceded by an (*) need not be completed
if this endorsement or rider and the Bond or Policy have the same inception date.
|
ATTACHED TO AND FORMING PART OF BOND
|
DATE ENDORSEMENT OR
|
* EFFECTIVE DATE OF ENDORSEMENT OR RIDER
|
OR POLICY NO.
|
RIDER EXECUTED
|
|
|
|
|
12:01 A.M. LOCAL TIME AS
|
ZBN-13N07440-12-N2
|
04/18/12
|
04/13/12
|
SPECIFIED IN THE BOND OR POLICY
|
* ISSUED TO
|
GSV CAPITAL CORP.
|
|
UNCERTIFICATED SECURITIES
For use with Bond Form 14
MEL6529 Ed. 2-09
It is agreed that:
|
1.
|
Sections (1) (d) and (e) in Insuring Agreement (E) SECURITIES,
are replaced with the following:
|
|
(d)
|
Instruction to an issuer
of Uncertificated Securities,
or
|
|
(e)
|
Statement of Uncertificated Security
|
|
2.
|
Section 1. Definitions, (o) in the CONDITIONS AND LIMITATIONS is
replaced with the following:
|
|
(o)
|
Property
means Money, Certificated
Securities, Uncertificated
Securities, Negotiable Instruments,
Certificates of Deposit,
documents of title, Acceptances,
Evidences of Debt, security
agreements, Withdrawal Orders,
certificates of origin or
title, Letters of Credit,
insurance policies, abstracts
of title, deeds and mortgages
on real estate, revenue
and other stamps, tokens,
unsold state lottery tickets,
books of account and other
records whether recorded
in writing or electronically,
gems, jewelry, precious
metals of all
kinds
and in any form, and tangible
items of personal property
which are not hereinbefore
enumerated.
|
|
3.
|
Section 2. Exclusions, (w) in the CONDITIONS AND LIMITATIONS is
deleted.
|
Nothing herein contained shall be held to vary, alter, waive,
or extend any of the terms, conditions, provisions, agreements or limitations of the above mentioned Bond or Policy, other than
as above stated.
|
By
|
|
|
|
Authorized Representative
|
INSURED
|
|
ª
2009
The Travelers Indemnity Company. All rights reserved.
|
|
The following spaces preceded by an (*) need not be completed
if this endorsement or rider and the Bond or Policy have the same inception date.
|
ATTACHED TO AND FORMING PART OF
|
DATE ENDORSEMENT OR
|
* EFFECTIVE DATE OF ENDORSEMENT OR RIDER
|
BOND OR POLICY NO.
|
RIDER EXECUTED
|
|
|
|
|
12:01 A.M. LOCAL TIME AS
|
ZBN-13N07440-12-N2
|
04/18/12
|
04/13/12
|
SPECIFIED IN THE BOND OR POLICY
|
* ISSUED TO
|
GSV CAPITAL CORP.
|
|
AUDIT EXPENSE COVERAGE ENDORSEMENT
For use with Bond Form 14
MEL6601
Ed.
2-09
It is agreed that:
|
1.
|
The following Insuring Agreement is added to the INSURING AGREEMENTS
section:
|
Audit Expenses
Expense incurred by the Insured for that part of
the cost of audits or examinations required by State or Federal supervisory authorities to be conducted either by such authorities
or by independent accountants by reason of
the discovery of loss sustained by the Insured through
dishonest or fraudulent acts of any of the Employees.
The total liability
of the Underwriter for such expense by reason of such acts of any Employee or in which such
Employee is concerned or implicated
or with respect to any one audit or examination is limited to the amount
shown in Item 4 of the
Declarations for Audit Expenses; it being understood, however, that such expense will
be deemed to be a loss sustained
by the Insured through dishonest or fraudulent act of one or more of the Employees and the liability of the Underwriter under
this Insuring Agreement will be part of and not in
addition to the Single Loss Limit of Liability
applicable to Insuring Agreement (A), shown in Item 4 of the
Declarations.
|
2.
|
Section 2. EXCLUSIONS, (u) of the CONDITIONS AND LIMITATIONS is
replaced with the following:
|
|
(u)
|
all fees, costs and
expenses incurred by the
Insured
|
|
(1)
|
in establishing the existence
of or amount of loss covered
under this bond, except to
the extent covered under
the Audit Expenses Insuring
Agreement, or
|
|
(2)
|
as a party to any legal
proceeding whether or not
such legal proceeding exposes
the Insured to loss
covered
by this bond;
|
|
3.
|
The following is to the Optional Insuring Agreements and Coverages
section of Item 4 of the Declarations:
|
|
|
Single Loss Limit of Liability
|
|
|
Single Loss Deductible
|
|
|
|
|
|
|
|
|
Audit Expenses
|
|
$
|
25,000
|
|
|
$
|
5,000
|
|
Nothing herein contained shall be held to vary, alter, waive,
or extend any of the terms, conditions, provisions, agreements or limitations of the above mentioned Bond or Policy, other than
as above stated.
|
By
|
|
|
|
Authorized Representative
|
INSURED
|
|
ª
2009
The Travelers Indemnity Company. All rights reserved.
|
|
The following spaces preceded by an (*) need not be completed
if this endorsement or rider and the Bond or Policy have the same inception date.
|
ATTACHED TO AND FORMING PART OF
|
DATE ENDORSEMENT OR
|
* EFFECTIVE DATE OF ENDORSEMENT OR RIDER
|
BOND OR POLICY NO.
|
RIDER EXECUTED
|
|
|
|
|
12:01 A.M. LOCAL TIME AS
|
ZBN-13N07440-12-N2
|
04/20/12
|
04/13/12
|
SPECIFIED IN THE BOND OR POLICY
|
* ISSUED TO
|
GSV CAPITAL CORP.
|
|
Amend Named Insured
MEL1531 Ed. 5-04
It is
understood and agreed
that the Insured as stated in the
Declarations of
the attached Policy is amended to read
as follows:
|
-
|
Next Asset Management, LLC
|
|
-
|
GSV Asset Management, LLC (f/k/a NeXt Asset Management, LLC)
|
|
-
|
GSV Capital Service Company, LLC (f/k/a NeXt Innovation Service
Company, LLC)
|
Nothing herein contained shall be held to vary, alter, waive,
or extend any of the terms, conditions, provisions, agreements or limitations of the above mentioned Bond or Policy, other than
as above stated.
|
By
|
|
|
|
Authorized Representative
|
INSURED
|
|
ª
2009
The Travelers Indemnity Company. All rights reserved.
|
|
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