St. Paul Fire and Marine Insurance
Company
St. Paul, Minnesota 55102-1396 (A Stock
Insurance Company, herein called Underwriter)
DECLARATIONS BOND NO.
490PB2717
Item 1
. Name of Insured (herein called
Insured):
FULL CIRCLE CAPITAL
CORPORATION
Principal Address:
800 Westchester Avenue, Suite S-620 Rye
Brook, NY 10573
Item 2. Bond Period from 12:01 a.m. on
08/31/10 to 12:01 a.m. on 08/31/2011 the effective date of the termination or
cancellation of the bond, standard time at the Principal Address as to each of
said dates.
Item 3. Limit of
Liability
Subject to Sections 9, 10, and 12
hereof:
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Limit of
Liability
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Deductible
Amount
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Insuring Agreement A -
FIDELITY
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$525,000
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$0
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Insuring Agreement B - AUDIT
EXPENSE
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$N/A
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$N/A
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Insuring Agreement C -
PREMISES
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$525,000
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$10,000
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Insuring Agreement D -
TRANSIT
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$525,000
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$10,000
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Insuring Agreement E - FORGERY OR
ALTERATION
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$525,000
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$10,000
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Insuring Agreement F -
SECURITIES
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$525,000
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$10,000
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Insuring Agreement G - COUNTERFEIT
CURRENCY
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$N/A
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$N/A
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Insuring Agreement H - STOP
PAYMENT
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$N/A
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$N/A
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Insuring Agreement I -
UNCOLLECTIBLE ITEMS OF
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DEPOSIT
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$N/A
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$N/A
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OPTIONAL COVERAGES ADDED BY
RIDER:
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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.
Item 4. Offices or Premises Covered -
Offices acquired or established subsequent to theeffective date of this bond are
covered according to the terms of GeneralAgreement A. All the Insured's offices
or premises in existence at the time this bond becomes effective are covered
under this bond except the offices or premises located as follows:
N/A
ICB001 Rev. 7/04 ª 2004 The Travelers
Companies, Inc. Page 1 of 2
Item 5. The liability of the Underwriter
is subject to the terms of the following
endorsements or riders attached hereto:
Endorsements or Riders No. 1 through
ICB001 Rev. 7/04, ICB016 Ed. 7-04,
ICB026 Ed. 7-04
The hard copy of the bond issued by the
Underwriter will be referenced in the event of a loss.
Item 6. The Insured by the acceptance of
this bond gives notice to the Underwriterterminating or canceling prior bonds or
policy(ies) No.(s) N/A such termination or cancellation to be effective as of
the time this bond becomes effective.
IN WITNESS WHEREOF, the Company has
caused this bond to be signed by its President and Secretary and countersigned
by a duly authorized representative of the Company.
Countersigned: ST. PAUL FIRE AND MARINE
INSURANCE COMPANY
/s/Bruce Backberg,
Secretary
/s/Brian MacLean,
President
Authorized Representative Countersigned
At
Countersignature
Date
INVESTMENT COMPANY BLANKET
BOND
The Underwriter, in consideration of an
agreed premium, and subject to the Declarations made a part hereof, the General
Agreements, Conditions and Limitations and other terms of this bond, agrees with
the Insured, in accordance with the Insuring Agreements hereof to which an
amount of insurance is applicable as set forth in Item 3 of the Declarations and
with respect to loss sustained by the Insured at any time but discovered during
the Bond Period, to indemnify and hold harmless the Insured
for:
INSURING AGREEMENTS
(A
) FIDELITY
Loss resulting from any dishonest or
fraudulent act(s), including Larceny or Embezzlement, committed by an Employee,
committed anywhere and whether committed alone or in collusion with others,
including loss of Property resulting from such acts of an Employee, which
Property is held by the Insured for any purpose or in any capacity and whether
so held gratuitously or not and whether or not the Insured is liable
therefor.
Dishonest or fraudulent act(s) as used
in this Insuring Agreement shall mean only dishonest or fraudulent act(s)
committed by such Employee with the manifest intent:
(a)
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to cause the Insured to sustain
such loss; and
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(b)
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to obtain financial benefit for
the Employee, or for any other Person or organization intended by the
Employee to receive such benefit, other than salaries, commissions, fees,
bonuses, promotions, awards, profit sharing, pensions or other employee
benefits earned in the normal course of
employment.
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(B) AUDIT EXPENSE
Expense incurred by the Insured for that
part of the costs of audits or examinations required by any governmental
regulatory authority to be conducted either by such authority or by an
independent accountant by reason of the discovery of loss sustained by the
Insured through any dishonest or fraudulent act(s), including Larceny or
Embezzlement, 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 stated opposite Audit Expense in Item 3 of
the Declarations; it being understood, however, that such expense shall be
deemed to be a loss sustained by the Insured through any dishonest or fraudulent
act(s), including Larceny or Embezzlement, of one or more of the Employees, and
the liability under this paragraph shall be in addition to the Limit of
Liability stated in Insuring Agreement (A) in Item 3 of the
Declarations.
(C) ON PREMISES
Loss of Property (occurring with or
without negligence or violence) through robbery, burglary, Larceny, theft,
holdup, or other fraudulent means, misplacement, mysterious unexplainable
disappearance, damage thereto or destruction thereof, abstraction or removal
from the possession, custody or control of the Insured, and loss of
subscription, conversion, redemption or deposit privileges through the
misplacement or loss of Property, while the Property is (or is supposed or
believed by the Insured to be) lodged or deposited within any offices or
premises located anywhere, except in an office listed in Item 4 of the
Declarations or amendment thereof or in the mail or with a carrier for hire,
other than an armored motor vehicle company, for the purpose of
transportation.
Office and Equipment
(1)
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loss of or damage to furnishings,
fixtures, stationery, supplies or equipment, within any of the Insured's
offices covered under this bond caused by Larceny or theft in, or by
burglary, robbery or hold-up of, such office, or attempt thereat, or by
vandalism or malicious mischief;
or
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(2)
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loss through damage to any such
office by Larceny or theft in, or by burglary, robbery or hold-up of, such
office, or attempt thereat, or to the interior of any such office by
vandalism or malicious mischief provided, in any event, that the Insured
is the owner of such offices, furnishings, fixtures, stationery, supplies
or equipment or is legally liable for such loss or damage always
excepting, however, all loss or damage through
fire.
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(D) IN TRANSIT
Loss of Property (occurring with or
without negligence or violence) through robbery, Larceny, theft, hold-up,
misplacement, mysterious unexplainable disappearance, being lost or otherwise
made away with, damage thereto or destruction thereof, and loss of subscription,
conversion, redemption or deposit privileges through the misplacement or loss of
Property, while the Property is in transit anywhere in the custody of any person
or persons acting as messenger, except while in the mail or with a carrier for
hire, other than an armored motor vehicle company, for the purpose of
transportation, such transit to begin immediately upon receipt of such Property
by the transporting person or persons, and to end immediately upon delivery
thereof at destination.
(E) FORGERY 0R
ALTERATION
Loss through Forgery or alteration of or
on:
(1)
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any bills of exchange, checks,
drafts, acceptances, certificates of deposit, promissory notes, or other
written promises, orders or directions to pay sums certain in money, due
bills, money orders, warrants, orders upon public treasuries, letters of
credit; or
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(2)
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other written instructions,
advices or applications directed to the Insured, authorizing or
acknowledging the transfer, payment, delivery or receipt of funds or
Property, which instructions, advices or applications purport to have been
signed or endorsed by any:
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(a)
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customer of the Insured,
or
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(b)
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shareholder or subscriber to
shares, whether certificated or uncertificated, of any Investment Company,
or
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(c)
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financial or banking institution
or stockbroker,
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but which instructions, advices or
applications either bear the forged signature or endorsement or have been
altered without the knowledge and consent of such customer, shareholder or
subscriber to shares, or financial or banking institution or stockbroker;
or
(3) withdrawal orders or receipts for
the withdrawal of funds or Property, or receipts or certificates of deposit for
Property and bearing the name of the Insured as issuer, or of another Investment
Company for which the Insured acts as agent,
excluding, however, any loss covered
under Insuring Agreement (F) hereof whether or not coverage for Insuring
Agreement (F) is provided for in the Declarations of this
bond.
Any check or draft (a) made payable to a
fictitious payee and endorsed in the name of such fictitious payee or (b)
procured in a transaction with the maker or drawer thereof or with one acting as
an agent of such maker or drawer or anyone impersonating another and made or
drawn payable to the one so impersonated and endorsed by anyone other than the
one impersonated, shall be deemed to be forged as to such
endorsement.
Mechanically reproduced facsimile
signatures are treated the same as handwritten signatures.
(F) SECURITIES
Loss sustained by the Insured, including
loss sustained by reason of a violation of the constitution by-laws, rules or
regulations of any Self Regulatory Organization of which the Insured is a member
or which would have been imposed upon the Insured by the constitution, by-laws,
rules or regulations of any Self Regulatory Organization if the Insured had been
a member thereof,
(1)
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through the Insured's having, in
good faith and in the course of business, whether for its own account or
for the account of others, in any representative, fiduciary, agency or any
other capacity, either gratuitously or otherwise, purchased or otherwise
acquired, accepted or received, or sold or delivered, or given any value,
extended any credit or assumed any liability, on the faith of, or
otherwise acted upon, any securities, documents or other written
instruments which prove to have
been:
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(b)
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forged as to the signature of any
maker, drawer, issuer, endorser, assignor, lessee, transfer agent or
registrar, acceptor, surety or guarantor or as to the signature of any
person signing in any other capacity,
or
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(c)
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raised or otherwise altered, or
lost, or stolen, or
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(2)
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through the Insured's having, in
good faith and in the course of business, guaranteed in writing or
witnessed any signatures whether for valuable consideration or not and
whether or not such guaranteeing or witnessing is ultra vires the Insured,
upon any transfers,
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assignments, bills of sale, powers of
attorney, guarantees, endorsements or other obligations upon or in connection
with any securities, documents or other written instruments and which pass or
purport to pass title to such securities, documents or other written
instruments; excluding losses caused by Forgery or alteration of, on or in those
instruments covered under Insuring Agreement (E) hereof.
Securities, documents or other written
instruments shall be deemed to mean original (including original counterparts)
negotiable or non-negotiable agreements which in and of themselves represent an
equitable interest, ownership, or debt, including an assignment thereof, which
instruments are, in the ordinary course of business, transferable by delivery of
such agreements with any necessary endorsement or
assignment.
The word "counterfeited" as used in this
Insuring Agreement shall be deemed to mean any security, document or other
written instrument which is intended to deceive and to be taken for an
original.
Mechanically reproduced facsimile
signatures are treated the same as handwritten signatures.
(G) COUNTERFEIT
CURRENCY
Loss through the receipt by the Insured,
in good faith, of any counterfeited money orders or altered paper currencies or
coin of the United States of America or Canada issued or purporting to have been
issued by the United States of America or Canada or issued pursuant to a United
States of America or Canada statute for use as currency.
(H) STOP PAYMENT
Loss against any and all sums which the
Insured shall become obligated to pay by reason of the liability imposed upon
the Insured by law for damages:
For having either complied with or
failed to comply with any written notice of any customer, shareholder or
subscriber of the Insured or any Authorized Representative of such customer,
shareholder or subscriber to stop payment of any check or draft made or drawn by
such customer, shareholder or subscriber or any Authorized Representative of
such customer, shareholder or subscriber, or
For having refused to pay any check or
draft made or drawn by any customer, shareholder or subscriber of the Insured or
any Authorized Representative of such customer, shareholder or
subscriber.
(I) UNCOLLECTIBLE ITEMS OF
DEPOSIT
Loss resulting from payments of
dividends or fund shares, or withdrawals permitted from any customer's,
shareholder's, or subscriber's account based upon Uncollectible Items of Deposit
of a customer, shareholder or subscriber credited by the Insured or the
Insured's agent to such customer's, shareholder's or subscriber's Mutual Fund
Account; or loss resulting from an Item of Deposit processed through an
Automated Clearing House which is reversed by the customer, shareholder or
subscriber and deemed uncollectible by the Insured.
Loss includes dividends and interest
accrued not to exceed 15% of the Uncollectible Items which are
deposited.
This Insuring Agreement applies to all
Mutual Funds with "exchange privileges" if all Fund(s) in the exchange program
are insured by the Underwriter for Uncollectible Items of Deposit. Regardless of
the number of transactions between Fund(s), the minimum number of days of
deposit within the Fund(s) before withdrawal as declared in the Fund(s)
prospectus shall begin from the date a deposit was first credited to any Insured
Fund(s).
GENERAL AGREEMENTS
A
. ADDITIONAL OFFICES OR EMPLOYEES
CONSOLIDATION OR MERGER - NOTICE
(1)
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If the Insured shall, while this
bond is in force, establish any additional office or offices, such offices
shall be automatically covered hereunder from the dates of their
establishment, respectively. No notice to the Underwriter of an increase
during any premium period in the number of offices or
in the number of Employees at any
of the offices covered hereunder need be given and no additional premium
need be paid for the remainder of such premium
period.
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(2)
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If an Investment Company, named as
Insured herein, shall, while this bond is in force, merge or consolidate
with, or purchase the assets of another institution, coverage for such
acquisition shall apply automatically from the date of acquisition. The
Insured shall notify the Underwriter of such acquisition within 60 days of
said date, and an additional premium shall be computed only if such
acquisition involves additional offices or
employees.
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B. WARRANTY
No statement made by or on behalf of the
Insured, whether contained in the application or otherwise, shall be deemed to
be a warranty of anything except that it is true to the best of the knowledge
and belief of the person making the statement.
C. COURT COSTS AND ATTORNEYS'
FEES
(Applicable to all Insuring Agreements
or Coverages now or hereafter forming part of this bond)
The Underwriter will indemnify the
Insured against court costs and reasonable attorneys' fees incurred and paid by
the Insured in defense, whether or not successful, whether or not fully
litigated on the merits and whether or not settled, of any suit or legal
proceeding brought against the Insured to enforce the Insured's liability or
alleged liability on account of any loss, claim or damage which, if established
against the Insured, would constitute a loss sustained by the Insured covered
under the terms of this bond provided, however, that with respect to Insuring
Agreement (A) this indemnity shall apply only in the event
that:
(1)
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an Employee admits to being guilty
of any dishonest or fraudulent act(s), including Larceny or Embezzlement;
or
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(2)
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an Employee is adjudicated to be
guilty of any dishonest or fraudulent act(s), including Larceny or
Embezzlement;
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(3)
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in the absence of (1) or (2) above
an arbitration panel agrees, after a review of an
agreed statement of facts, that an
Employee would be found guilty of dishonesty if such Employee were
prosecuted.
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The Insured shall promptly give notice
to the Underwriter of any such suit or legal proceedings and at the request of
the Underwriter shall furnish it with copies of all pleadings and other papers
therein. At the Underwriter's election the Insured shall permit the Underwriter
to conduct the defense of such suit or legal proceeding, in the Insured's name,
through attorneys of the Underwriter's selection. In such event, the Insured
shall give all reasonable information and assistance which the Underwriter shall
deem necessary to the proper defense of such suit or legal
proceeding.
If the amount of the Insured's liability
or alleged liability is greater than the amount recoverable under this bond, or
if a Deductible Amount is applicable, or both, the liability of the Underwriter
under this General Agreement is limited to the proportion of court costs and
attorneys' fees incurred and paid by the Insured or by the Underwriter that the
amount recoverable under this bond bears to the total of such amount plus the
amount which is not so recoverable. Such indemnity shall be in addition to the
Limit of Liability for the applicable Insuring Agreement or
Coverage.
D. FORMER EMPLOYEE
Acts of an Employee, as defined in this
bond, are covered under Insuring Agreement (A) only while the Employee is in the
Insured's employ. Should loss involving a former Employee of the Insured be
discovered subsequent to the termination of employment, coverage would still
apply under Insuring Agreement (A) if the direct proximate cause of the loss
occurred while the former Employee performed duties within the scope of his/her
employment.
THE FOREGOING INSURING AGREEMENTS AND
GENERAL AGREEMENTS ARE SUBJECT TO THE FOLLOWING CONDITIONS AND
LIMITATIONS:
SECTION 1.
DEFINITIONS
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(2)
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any of the officers or employees
of any
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The following terms, as used in
this bond have the
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predecessor of the Insured whose
principal
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respective meanings stated in this
Section:
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assets are acquired by the Insured
by
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(a) "Employee"
means:
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consolidation or merger with, or
purchase of assets or capital stock of, such
predecessor,
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(1) any of the Insured's officers,
partners, or
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and
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employees,
and
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(3)
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attorneys retained by the Insured
to perform legal services for the Insured and the employees of such
attorneys while such attorneys or employees of such attorneys are
performing such services for the Insured,
and
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(4)
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guest students pursuing their
studies or duties in any of the Insured's offices,
and
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(5)
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directors or trustees of the
Insured, the investment advisor, underwriter (distributor), transfer
agent, or shareholder accounting record keeper, or administrator
authorized by written agreement to keep financial and/or other required
records, but only while performing acts coming within the scope of the
usual duties of an officer or employee or while acting as a member of any
committee duly elected or appointed to examine or audit or have custody of
or access to the Property of the Insured,
and
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(6)
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any individual or individuals
assigned to perform the usual duties of an employee within the premises of
the Insured, by contract, or by any agency furnishing temporary personnel
on a contingent or part-time basis,
and
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(7)
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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 of the Insured, but excluding any such processor who acts as
transfer agent or in any other agency capacity in issuing checks, drafts
or securities for the Insured, unless included under sub-section (9)
hereof, and
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(8)
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those persons so designated in
Section 15, Central Handling of Securities,
and
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(9)
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any officer, partner, or Employee
of:
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(a)
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an investment
advisor,
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(b)
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an underwriter
(distributor),
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(c)
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a transfer agent or shareholder
accounting record-keeper, or
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(d)
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an administrator authorized by
written agreement to keep financial and/or other required
records,
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for an Investment Company named as
Insured while performing acts coming within the scope of the usual duties of an
officer or Employee of any investment Company named as Insured herein, or while
acting as a member of any committee duly elected or appointed to examine or
audit or have custody of or access to the Property of any such Investment
Company, provided that only Employees or partners of a transfer agent,
shareholder accounting record-keeper or administrator which is an affiliated
person, as defined in the Investment Company Act of 1940, of an Investment
Company named as Insured or is an affiliated person of the advisor, underwriter
or administrator of such Investment Company, and which is not a bank, shall be
included within the definition of Employee.
Each employer of temporary personnel or
processors as set forth in sub-sections (6) and (7) of Section 1(a) and their
partners, officers and employees shall collectively be deemed to be one person
for all the purposes of this bond, excepting, however, the last paragraph of
Section
13.
Brokers, or other agents under contract
or representatives of the same general character shall not be considered
Employees.
(b)
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"Property" means money (i.e.
currency, coin, bank notes, Federal Reserve notes), postage and revenue
stamps, U.S. Savings Stamps, bullion, precious metals of all kinds and in
any form and articles made therefrom, jewelry, watches, necklaces,
bracelets, gems, precious and semi-precious stones, bonds, securities,
evidences of debts, debentures, scrip, certificates, interim receipts,
warrants, rights, puts, calls, straddles, spreads, transfers, coupons,
drafts, bills of exchange, acceptances, notes, checks, withdrawal orders,
money orders, warehouse receipts, bills of lading, conditional sales
contracts, abstracts of title, insurance policies, deeds, mortgages under
real estate and/or chattels and upon interests therein, and assignments of
such policies, mortgages and instruments, and other valuable papers,
including books of account and other records used by the Insured in the
conduct of its business, and all other instruments similar to or in the
nature of the foregoing including Electronic Representations of such
instruments enumerated above (but excluding all data processing records)
in which the Insured has an interest or in which the Insured acquired or
should have acquired an interest by reason of a predecessor's declared
financial condition at the time of the Insured's consolidation or merger
with, or purchase of the principal assets of, such predecessor or which
are held by the Insured for any purpose or in any capacity and whether so
held gratuitously or not and whether or not the Insured is liable
therefor.
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(c)
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"Forgery" means the signing of the
name of another with intent to deceive; it does
not
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include the signing of one's own name
with or without authority, in any capacity, for any purpose.
(d)
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"Larceny and Embezzlement" as it
applies to any named Insured means those acts as set forth in Section 37
of the Investment Company Act of
1940.
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(e)
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"Items of Deposit" means any one
or more checks and drafts. Items of Deposit shall not be deemed
uncollectible until the Insured's collection procedures have
failed.
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SECTION 2.
EXCLUSIONS
THIS BOND, DOES NOT
COVER:
(a)
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loss effected directly or
indirectly by means of forgery or alteration of, on or in any instrument,
except when covered by Insuring Agreement (A), (E), (F) or
(G).
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(b)
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loss due to riot or civil
commotion outside the United States of America and Canada; or loss due to
military, naval or usurped power, war or insurrection unless such loss
occurs in transit in the circumstances recited in Insuring Agreement (D),
and unless, when such transit was initiated, there was no knowledge of
such riot, civil commotion, military, naval or usurped power, war or
insurrection on the part of any person acting for the Insured in
initiating such transit.
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(c)
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loss, in time of peace or war,
directly or indirectly caused by or resulting from the effects of nuclear
fission or fusion or radioactivity; provided, however, that this paragraph
shall not apply to loss resulting from industrial uses of nuclear
energy.
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(d)
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loss resulting from any wrongful
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, partial owner or
partner of the Insured in some other c
apacity, 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.
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(e)
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loss resulting from the complete
or partial non-payment of, or default upon, any loan or transaction in the
nature of, or amounting to, a loan made by or obtained from the Insured or
any of its partners, directors or Employees, whether authorized or
unauthorized and whether procured in
good
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faith or through trick, artifice fraud
or false pretenses, unless such loss is covered under Insuring Agreement (A),
(E) or (F).
(f)
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loss resulting from any violation
by the Insured or by any
Employee:
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(1)
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of law regulating (a) the
issuance, purchase or sale of securities, (b) securities transactions upon
Security Exchanges or over the counter market, (c) Investment Companies,
or (d) Investment Advisors,
or
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(2)
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of any rule or regulation made
pursuant to any such law.
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unless such loss, in the absence of such
laws, rules or regulations, would be covered under Insuring Agreements (A) or
(E).
(g)
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loss of Property or loss of
privileges through the misplacement or loss of Property as set forth in
Insuring Agreement (C) or (D) while the Property is in the custody of any
armored motor vehicle company, unless such loss shall be in excess of the
amount recovered or received by the Insured under (a) the Insured's
contract with said armored motor vehicle company, (b) insurance carried by
said armored motor vehicle company for the benefit of users of its
service, and (c) all other insurance and indemnity in force in whatsoever
form carried by or for the benefit of users of said armored motor vehicle
company's service, and then this bond shall cover only such
excess.
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(h)
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potential income, including but
not limited to interest and dividends, not realized by the Insured because
of a loss covered under this bond, except as included under Insuring
Agreement (I).
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(i)
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all damages of any type for which
the Insured is legally liable, except direct compensatory damages arising
from a loss covered under this
bond.
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(j)
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loss through the surrender of
Property away from an office of the Insured as a result of a
threat:
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(1)
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to do bodily harm to any person,
except loss of Property in transit in 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
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(2)
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to do damage to the premises or
Property of the Insured, except when covered under Insuring Agreement
(A).
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(k)
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all costs, fees and other expenses
incurred by the Insured in establishing the existence of or amount of loss
covered under this bond unless such indemnity is provided for under
Insuring Agreement (B).
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(l)
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loss resulting from payments made
or withdrawals from the account of a customer of the Insured, shareholder
or subscriber to shares involving funds erroneously credited to such
account, unless such payments are made to or withdrawn by such depositors
or representative of such person, who is within the premises of the drawee
bank of the Insured or within the office of the Insured at the time of
such payment or withdrawal or unless such payment is covered under
Insuring Agreement (A).
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(m)
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any loss resulting from
Uncollectible Items of Deposit which are drawn from a financial
institution outside the fifty states of the United States of America,
District of Columbia, and territories and possessions of the United States
of America, and Canada.
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SECTION 3. ASSIGNMENT OF
RIGHTS
This bond does not afford coverage in
favor of any Employers of temporary personnel or of processors as set forth in
sub-sections (6) and (7) of Section 1(a) of this bond, as aforesaid, and upon
payment to the Insured by the Underwriter on account of any loss through
dishonest or fraudulent act(s) including 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 Underwriter, and the Insured shall execute all papers necessary to secure
to the Underwriter the rights herein provided for.
SECTION 4. LOSS -NOTICE -PROOF LEGAL
PROCEEDINGS
This bond is for the use and benefit
only of the Insured named in the Declarations and the Underwriter shall not be
liable hereunder for loss sustained by anyone other than the Insured unless the
Insured, in its sole discretion and at its option, shall include such loss in
the Insured's proof of loss. At the earliest practicable moment after discovery
of any loss hereunder the Insured shall give the
Underwriter written notice thereof and
shall also within six months after such discovery furnish to the Underwriter
affirmative proof of loss with full particulars. If claim is made under this
bond for loss of securities or shares, the Underwriter shall not be liable
unless each of such securities or shares is identified in such proof of loss by
a certificate or bond number or, where such securities or shares are
uncertificated, by such identification means as agreed to by the Underwriter.
The Underwriter shall have thirty days after notice and proof of loss within
which to investigate the claim, but where the loss is clear and undisputed,
settlement shall be made within forty-eight hours; and this shall apply
notwithstanding the loss is made up wholly or in part of securities of which
duplicates may be obtained. Legal proceedings for recovery of any loss hereunder
shall not be brought prior to the expiration of sixty days after such proof of
loss is filed with the Underwriter nor after the expiration of twenty-four
months from the discovery of such loss, except that any action or proceedings to
recover hereunder on account of any judgment against the Insured in any suit
mentioned in General Agreement C or to recover attorneys' fees paid in any such
suit, shall be begun within twenty-four months from the date upon which the
judgment in such suit shall become final. If any limitation embodied in this
bond is prohibited by any law controlling the construction hereof, such
limitation shall be deemed to be amended so as to be equal to the minimum period
of limitation permitted by such law.
Discovery occurs when the
Insured:
(a)
|
becomes aware of facts,
or
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(b)
|
receives written notice of an
actual or potential claim by a third party which alleges that the Insured
is liable under
circumstances,
|
which would cause a reasonable person to
assume that a loss covered by the bond has been or will be incurred even though
the exact amount or details of loss may not be then known.
SECTION 5. VALUATION OF
PROPERTY
The value of any Property, except books
of accounts or other records used by the Insured in the conduct of its business,
for the loss of which a claim shall be made hereunder, shall be determined by
the average market value of such Property on the business day next preceding the
discovery of such loss; provided, however, that the value of any Property
replaced by the Insured prior to the payment of claim therefor shall be the
actual market value at the time of replacement; and further provided that in
case of a loss or misplacement of interim certificates, warrants, rights, or
other securities, the production of which is necessary to the exercise of
subscription, conversion, redemption or deposit privileges, the value thereof
shall be the market value of such privileges immediately preceding the
expiration thereof if said loss or misplacement is not discovered until after
their expiration. If no market price is quoted for such Property or for such
privileges, the value shall be fixed by agreement between the parties or by
arbitration.
In case of any loss or damage to
Property consisting of books of accounts or other records used by the Insured in
the conduct of 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 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.
SECTION 6. VALUATION OF PREMISES AND
FURNISHINGS
In case of damage to any office of the
Insured, or loss of or damage to the furnishings, fixtures, stationery,
supplies, equipment, safes or vaults therein, the Underwriter shall not be
liable for more than the actual cash value thereof, or for more than the actual
cost of their replacement or repair. The Underwriter may, at its election, pay
such actual cash value or make such replacement or repair. If the underwriter
and the Insured cannot agree upon such cash value or such cost of replacement or
repair, such shall be determined by arbitration.
SECTION 7. LOST
SECURITIES
If the Insured shall sustain a loss of
securities the total value of which is in excess of the limit stated in Item 3
of the Declarations of this bond, the liability of the Underwriter shall be
limited to payment for, or duplication of, securities having value equal to the
limit stated in Item 3 of the Declarations of this bond.
If the Underwriter shall make payment to
the Insured for any loss of securities, the Insured shall thereupon assign to
the Underwriter all of the Insured's rights, title and interest in and to said
securities.
With respect to securities the value of
which do not exceed the Deductible Amount (at the time of the discovery of the
loss) and for which the Underwriter may at its sole discretion and option and at
the request of the Insured issue a Lost Instrument Bond or Bonds to effect
replacement thereof, the Insured will pay the usual premium charged therefor and
will indemnify the Underwriter against all loss or expense that the Underwriter
may sustain because of the issuance of such Lost Instrument Bond or
Bonds.
With respect to securities the value of
which exceeds the Deductible Amount (at the time of discovery of the loss) and
for which the Underwriter may issue or arrange for the issuance of a Lost
Instrument Bond or Bonds to effect replacement thereof, the Insured agrees that
it will pay as premium therefor a proportion of the usual premium charged
therefor, said proportion being equal to the percentage that the Deductible
Amount bears to the value of the securities upon discovery of the loss, and that
it will indemnify the issuer of said Lost Instrument Bond or Bonds against all
loss and expense that is not recoverable from the Underwriter under the terms
and conditions of this Investment Company Blanket Bond subject to the Limit of
Liability hereunder.
SECTION 8. SALVAGE
In case of recovery, whether made by the
Insured or by the Underwriter, on account of any loss in excess of the Limit of
Liability hereunder plus the Deductible Amount applicable to such loss, from any
source other than suretyship, insurance, reinsurance, security or indemnity
taken by or for the benefit of the Underwriter, the net amount of such recovery,
less the actual costs and expenses of making same, shall be applied to reimburse
the Insured in full for the excess portion of such loss, and the remainder, if
any, shall be paid first in reimbursement of the Underwriter and thereafter in
reimbursement of the Insured for that part of such loss within the Deductible
Amount. The Insured shall execute all necessary papers to secure to the
Underwriter the rights provided for herein.
SECTION 9. NON-REDUCTION AND
NONACCUMULATION OF LIABILITY AND TOTAL LIABILITY
At all times prior to termination
hereof, this bond shall continue in force for the limit stated in the applicable
sections of Item 3 of the Declarations of this bond notwithstanding any previous
loss for which the Underwriter may have paid or be liable to pay hereunder;
PROVIDED, however, that regardless of the number of years this bond shall
continue in force and the number or premiums which shall be payable or paid, the
liability of the Underwriter under this bond with respect to all loss resulting
from:
(a)
|
any one act of burglary, robbery
or holdup, or attempt thereat, in which no Partner or Employee is
concerned or implicated shall be deemed to be one loss,
or
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(b)
|
any one unintentional or negligent
act on the part of any other person resulting in
damage
|
to or destruction or misplacement of
Property, shall be deemed to be one loss, or
(c)
|
all wrongful acts, other than
those specified in (a) above, of any one person shall be deemed to be one
loss, or
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(d)
|
all wrongful acts, other than
those specified in (a) above, of one or more persons (which dishonest
act(s) or act(s) of Larceny or Embezzlement include, but are not limited
to, the failure of an Employee to report such acts of others) whose
dishonest act or acts intentionally or unintentionally, knowingly or
unknowingly, directly or indirectly, aid or aids in any way, or permits
the continuation of, the dishonest act or acts of any other person or
persons shall be deemed to be one loss with the act or acts of the persons
aided, or
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(e)
|
any one casualty or event other
than those specified in (a), (b), (c) or (d) preceding, shall be deemed to
be one loss, and
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shall be limited to the applicable Limit
of Liability stated in Item 3 of the Declarations of this bond irrespective of
the total amount of such loss or losses and shall not be cumulative in amounts
from year to year or from period to period.
Sub-section (c) is not applicable to any
situation to which the language of sub-section (d) applies.
SECTION 10. LIMIT OF
LIABILITY
With respect to any loss set forth in
the PROVIDED clause of Section 9 of this bond which is 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 Insured and terminated
or cancelled or allowed to expire and in which the period of discovery has not
expired at the time any such loss thereunder is discovered, the total liability
of the Underwriter under this bond and under other bonds or policies shall not
exceed, in the aggregate, the amount carried hereunder on such loss or the
amount available to the 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.
SECTION 11. OTHER
INSURANCE
If the Insured shall hold, as indemnity
against any loss covered hereunder, any valid and enforceable insurance or
suretyship, the Underwriter shall be liable hereunder only for such amount of
such loss which is in excess of the amount of such other insurance or
suretyship, not exceeding, however, the Limit of Liability of this bond
applicable to such loss.
SECTION 12. DEDUCTIBLE The Underwriter
shall not be liable under any of the Insuring Agreements of this bond on account
of loss as specified, respectively, in sub-sections (a), (b),
(c),
(d) and (e) of Section 9, NON-REDUCTION
AND NON-ACCUMULATION OF LIABILITY AND TOTAL LIABILITY, unless the amount of such
loss, after deducting the net amount of all reimbursement and/or recovery
obtained or made by the Insured, other than from any bond or policy of insurance
issued by an insurance company and covering such loss, or by the Underwriter on
account thereof prior to payment by the Underwriter of such loss, shall exceed
the Deductible Amount set forth in Item 3 of the Declarations hereof (herein
called Deductible Amount), and then for such excess only, but in no event for
more than the applicable Limit of Liability stated in Item 3 of the
Declarations.
The Insured will bear, in addition to
the Deductible Amount, premiums on Lost Instrument Bonds as set forth in Section
7.
There shall be no deductible applicable
to any loss under Insuring Agreement A sustained by any Investment Company named
as Insured herein.
SECTION 13.
TERMINATION
The Underwriter may terminate this bond
as an entirety by furnishing written notice specifying the termination date,
which cannot be prior to 60 days after the receipt of such written notice by
each Investment Company named as Insured and the Securities and Exchange
Commission, Washington,
D.C. The Insured may terminate this bond
as an entirety by furnishing written notice to the Underwriter. When the Insured
cancels, the Insured shall furnish written notice to the Securities and Exchange
Commission, Washington, D.C., prior to 60 days before the effective date of the
termination. The Underwriter shall notify all other Investment Companies named
as Insured of the receipt of such termination notice and the termination cannot
be effective prior to 60 days after receipt of written notice by all other
Investment Companies. Premiums are earned until the termination date as set
forth herein.
This Bond will terminate as to any one
Insured immediately upon taking over of such Insured by a receiver or other
liquidator or by State or Federal officials, or immediately upon 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 immediately upon such Insured ceasing to exist, whether through
merger into another entity, or by disposition of all of its
assets.
The Underwriter 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.
This Bond shall
terminate:
(a)
|
as to any Employee as soon as any
partner, officer or supervisory Employee of the Insured, who is not in
collusion with such Employee, shall learn of any dishonest or fraudulent
act(s), including Larceny or Embezzlement on the part of such Employee
without prejudice to the loss of any Property then in transit in the
custody of such Employee (see Section 16(d)),
or
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(b)
|
as to any Employee 60 days after
receipt by each Insured and by the Securities and Exchange Commission of a
written notice from the Underwriter of its desire to terminate this bond
as to such Employee, or
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(c)
|
as to any person, who is a
partner, officer or employee of any Electronic Data Processor covered
under this bond, from and after the time that the Insured or any partner
or officer thereof not in collusion with such person shall have knowledge
or information that such person has committed any dishonest or fraudulent
act(s), including Larceny or Embezzlement in the service of the Insured or
otherwise, whether such act be committed before or after the time this
bond is effective.
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SECTION 14. RIGHTS AFTER TERMINATION OR
CANCELLATION
At any time prior to the termination or
cancellation of this bond as an entirety, whether by the Insured or the
Underwriter, the Insured may give the Underwriter notice that it desires under
this bond an additional period of 12 months within which to discover loss
sustained by the Insured prior to the effective date of such termination or
cancellation and shall pay an additional premium therefor.
Upon receipt of such notice from the
Insured, the Underwriter shall give its written consent thereto; provided,
however, that such additional period of time shall terminate
immediately:
(a) on the effective date of any other
insurance obtained by the Insured, its successor in business or any other party,
replacing in whole or in part the insurance afforded by this bond, whether or
not such other insurance provides coverage for loss sustained prior to its
effective date, or
(b) upon takeover of the Insured's
business by any State or Federal official or agency, or by any receiver or
liquidator, acting or appointed for this purpose without the necessity of the
Underwriter giving notice of such termination. In the event that such additional
period of time is terminated, as provided above, the Underwriter shall refund
any unearned premium.
The right to purchase such additional
period for the discovery of loss may not be exercised by any State or Federal
official or agency, or by a receiver or liquidator, acting or appointed to take
over the Insured's business for the operation or for the liquidation thereof or
for any purpose.
SECTION 15. CENTRAL HANDLING OF
SECURITIES
Securities included in the system for
the central handling of securities established and maintained by Depository
Trust Company, Midwest Depository Trust Company, Pacific Securities Depository
Trust Company, and Philadelphia Depository Trust Company, hereinafter called
Corporations, to the extent of the Insured's interest therein as effected by the
making of appropriate entries on the books and records of such Corporations
shall be deemed to be Property.
The words "Employee" and 'Employees"
shall be deemed to include the officers, partners, clerks and other employees of
the New York Stock Exchange, Boston Stock Exchange, Midwest Stock Exchange,
Pacific Stock Exchange and Philadelphia Stock Exchange, hereinafter called
Exchanges, and of the above named Corporations, and of any nominee in whose name
is registered any security included within the systems for the central handling
of securities established and maintained by such Corporations, and any employee
or any recognized service company, while such officers, partners, clerks and
other employees and employees of service companies perform services for such
Corporations in the operation of such systems. For the purpose of the above
definition a recognized service company shall be any company providing clerks or
other personnel to the said Exchanges or Corporations on a contract
basis.
The Underwriter shall not be liable on
account of any loss(es) in connection with the central handling of securities
within the systems established and maintained by such Corporations, unless such
loss(es) shall be in excess of the amount(s) recoverable or recovered under any
bond or policy of insurance indemnifying such Corporations against such
loss(es), and then the Underwriter shall be liable hereunder only for the
Insured's share of such excess loss(es), but in no event for more than the Limit
of Liability applicable hereunder.
For the purpose of determining the
Insured's share of excess loss(es) it shall be deemed that the Insured has an
interest in any certificate representing any security included within such
systems equivalent to the interest the Insured then has in all certificates
representing the same security included within such systems and that such
Corporations shall use their best judgment in apportioning the amount(s)
recoverable or recovered under any bond or policy of insurance indemnifying such
Corporations against such loss(es) in connection with the central handling of
securities within such systems among all those having an interest as recorded by
appropriate entries in the books and records of such Corporations in Property
involved in such loss(es) on the basis that each such interest shall share in
the amount(s) so recoverable or recovered in the ratio that the value of each
such interest bears to the total value all such interests and that the Insured's
share of such excess loss(es) shall be the amount of the Insured's interest in
such Property in excess of the amount(s) so apportioned to the Insured by such
Corporations.
This bond does not afford coverage in
favor of such Corporations or Exchanges or any nominee in whose name is
registered any security included within the systems for the central handling of
securities established and maintained by such Corporations, and upon payment to
the Insured by the Underwriter on account of any loss(es) within the systems, an
assignment of such of the Insured's rights and causes of action as it may have
against such Corporations or Exchanges shall to the extent of such payment, be
given by the Insured to the Underwriter, and the Insured shall execute all
papers necessary to secure the Underwriter the rights provided for
herein.
SECTION 16. ADDITIONAL COMPANIES
INCLUDED AS INSURED
If more than one corporation,
co-partnership or person or any combination of them be included as the Insured
herein:
(a)
|
the total liability of the
Underwriter hereunder for loss or losses sustained by any one or more or
all of them shall not exceed the limit for which the Underwriter would be
liable hereunder if all such loss were sustained by any one of
them;
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(b)
|
the one first named herein shall
be deemed authorized to make, adjust and receive and enforce payment of
all claims hereunder and shall be deemed to be the agent of the others for
such purposes and for the giving
or
|
receiving of any notice required or
permitted to be given by the terms hereof, provided that the Underwriter shall
furnish each named Investment Company with a copy of the bond and with any
amendment thereto, together with a copy of each formal filing of the settlement
of each such claim prior to the execution of such
settlement;
(c)
|
the Underwriter shall not be
responsible for the proper application of any payment made hereunder to
said first named Insured;
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(d)
|
knowledge possessed or discovery
made by any partner, officer of supervisory Employee of any Insured shall
for the purposes of Section 4 and Section 13 of this bond constitute
knowledge or discovery by all the Insured;
and
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(e)
|
if the first named Insured ceases
for any reason to be covered under this bond, then the Insured next named
shall thereafter be considered as the first, named Insured for the
purposes of this bond.
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SECTION 17. NOTICE AND CHANGE OF
CONTROL
Upon the Insured obtaining knowledge of
a transfer of its outstanding voting securities which results in a change in
control (as set forth in Section 2(a) (9) of the Investment Company Act of 1940)
of the Insured, the Insured shall within thirty (30) days of such knowledge give
written notice to the Underwriter setting forth:
(a)
|
the names of the transferors and
transferees (or the names of the beneficial owners if the voting
securities are requested in another name),
and
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(b)
|
the total number of voting
securities owned by the transferors and the transferees (or the beneficial
owners), both immediately before and after the transfer,
and
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(c)
|
the total number of outstanding
voting securities.
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As used in this section, control means
the power to exercise a controlling influence over the management or policies of
the Insured.
Failing to give the required notice
shall result in termination of coverage of this bond, effective upon the date of
stock transfer for any loss in which any transferee is concerned or
implicated.
Such notice is not required to be given
in the case of an Insured which is an Investment Company.
SECTION 18. CHANGE OR MODIFICATION This
bond or any instrument amending or effecting same may not be changed or modified
orally. No changes in or modification thereof shall be effective unless made by
written endorsement issued to form a part hereof over the signature of the
Underwriter's Authorized Representative. When a bond covers only one Investment
Company no change or modification which would adversely affect the rights of the
Investment Company shall be effective prior to 60 days after written
notification has been furnished to the Securities and Exchange Commission,
Washington, D.C., by the Insured or by the Underwriter. If more than one
Investment Company is named as the Insured herein, the Underwriter shall give
written notice to each Investment Company and to the Securities and Exchange
Commission, Washington, D.C., not less than 60 days prior to the effective date
of any change or modification which would adversely affect the rights of such
Investment Company.
ENDORSEMENT OR RIDER NO. THIS
ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
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.
The hard copy of the bond issued by the
Underwriter will be referenced in the event of a loss.
490PB2717 ATTACHED TO AND FORMING
PART OF BOND OR POLICY NO.
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09/03/10 DATE ENDORSEMENT OR RIDER
EXECUTED
|
08/31/10 * EFFECTIVE DATE OF
ENDORSEMENT OR RIDER 12:01 A.M. STANDARD TIME AS SPECIFIED IN THE BOND OR
POLICY
|
* ISSUED TO
FULL CIRCLE CAPITAL
CORPORATION
Definition of Investment
Company
It is agreed that:
1. Section 1, Definitions, under General
Agreements is amended to include the following paragraph:
(f) Investment Company means an
investment company registered under the Investment Company Act of 1940 and as
listed under the names of Insureds on the Declarations.
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
ENDORSEMENT OR RIDER NO. THIS
ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
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.
The hard copy of the bond issued by the
Underwriter will be referenced in the event of a loss.
490PB2717 ATTACHED TO AND FORMING
PART OF BOND OR POLICY NO.
|
09/03/10 DATE ENDORSEMENT OR RIDER
EXECUTED
|
08/31/10 * EFFECTIVE DATE OF
ENDORSEMENT OR RIDER 12:01 A.M. STANDARD TIME AS SPECIFIED IN THE BOND OR
POLICY
|
* ISSUED TO
FULL CIRCLE CAPITAL
CORPORATION
Add Exclusions (n) &
(o)
It is agreed that:
1. Section 2, Exclusions, under General
Agreements, is amended to include the following
sub-sections:
(n)
|
loss from the use of credit,
debit, charge, access, convenience, identification, cash management or
other cards, whether such cards were issued or purport to have been issued
by the Insured or by anyone else, unless such loss is otherwise covered
under Insuring Agreement A.
|
(o)
|
the underwriter shall not be
liable under the attached bond for loss due to liability imposed upon the
Insured as a result of the unlawful disclosure of non-public material
information by the Insured or any Employee, or as a result of any Employee
acting upon such information, whether authorized or
unauthorized.
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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