14 Lafayette Square, Suite 2200
Buffalo, NY 14203
July 9, 2020
VIA EDGAR
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re: | Rand Capital Corporation |
Rule 17g-1(g) Fidelity Bond Filing
Ladies and Gentlemen:
On behalf of Rand Capital Corporation (the “Company”), enclosed herewith for filing, pursuant to Rule 17g-1(g) under the Investment Company Act of 1940, as amended, are the following:
1. | Copy of the fidelity bond covering the Company; and | |
2. | A Certificate of the Secretary of the Company containing the resolutions of the Board of Directors approving 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 (716) 853-0802.
Very truly yours, | |
RAND CAPITAL CORPORATION | |
/s/ Daniel P. Penberthy | |
Daniel P. Penberthy | |
Executive Vice President, Chief Financial Officer and Secretary |
Enclosures
14 Lafayette Square, Suite 2200
Buffalo, NY 14203
CERTIFICATE OF SECRETARY
The undersigned, Daniel P. Penberthy, Executive Vice President, Chief Financial Officer and Secretary of Rand Capital Corporation, a New York 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 Bond. | |
4. | Premiums have been paid for the period July 1, 2020 to June 30, 2021. |
IN WITNESS WHEREOF, the undersigned has caused this certificate to be executed this 9th day of July, 2020.
/s/ Daniel P. Penberthy | |
Daniel P. Penberthy | |
Executive Vice President, Chief Financial Officer and Secretary |
EXHIBIT A
RAND CAPITAL CORPORATION
Fidelity Bond
Board Resolution
April 22, 2020
The members of the Board of Directors of Rand Capital Corporation (the “Corporation”), hereby adopt and consent to the adoption of the following resolutions and agree that said resolutions shall have the same force and effect as if adopted at a meeting of the Board of Directors duly called and held for such purpose.
WHEREAS, Section 17(g) of the Investment Company Act of 1940 (the “1940 Act”) and Rule 17g-1(a) thereunder, requires a Business Development Company (a “BDC”), such as the Corporation, to provide and maintain a bond issued by a reputable fidelity insurance company to protect the assets of the Corporation against larceny and embezzlement.
WHEREAS, the Board of Directors, including the non-interested members of the Board of Directors, has considered the relevant factors in determining the bond to be provided.
WHEREAS, Section 17g-1(d) requires that the Corporation provide a bond in the minimum amount of $400,000 if its gross assets are between $50 million and $75 million, which is the current range the amount of gross assets held by the Corporation.
WHEREAS, the Corporation has identified that an insurance company who will provide a Financial Institution Bond protecting the Corporation with $450,000 in coverage (the “Bond”), naming the Corporation as the insured.
WHEREAS a majority of the Board of Directors who are not interested persons of the Corporation must approve the form and amount of the Bond.
NOW, THEREFORE, BE IT RESOLVED, that having considered the expected aggregate value of the securities and funds of the Corporation to which officers or employees of the Corporation may have access, 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 Corporation, the nature and method of conducting the operations of the Corporation, 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, term and coverage of the Bond covering the Corporation in the amount of $450,000 are hereby approved;
FURTHER RESOLVED, that the officers of the Corporation be, and they hereby are, authorized to take all appropriate actions, with the advice of legal counsel to the Corporation, to provide and maintain the Bond on behalf of the Corporation.
These actions are taken this 22nd day of April 2020.
AXIS 104 0415 | Page 1 of 1 |
STATE FRAUD STATEMENT
NEW YORK
Any person who knowingly and with intent to defraud any insurance company or other person files an application for insurance or statement of claim containing any materially false information, or conceals for the purpose of misleading, information concerning any fact material thereto, commits a fraudulent insurance act, which is a crime, and shall also be subject to a civil penalty not to exceed five thousand dollars and the stated value of the claim for each such violation.
AXIS 906 0316 | Page 2 of 1 |
POLICYHOLDER NOTICE
ECONOMIC AND TRADE SANCTIONS
This Notice provides information concerning possible impact on your insurance coverage due to directives issued by the Office of Foreign Assets Control (OFAC).
THE OFFICE OF FOREIGN ASSETS CONTROL (“OFAC”) OF THE US DEPARTMENT OF THE TREASURY ADMINISTERS AND ENFORCES ECONOMIC AND TRADE SANCTIONS BASED ON US FOREIGN POLICY AND NATIONAL SECURITY GOALS AGAINST TARGETED FOREIGN COUNTRIES AND REGIMES, TERRORISTS, INTERNATIONAL NARCOTICS TRAFFICKERS, THOSE ENGAGED IN ACTIVITIES RELATED TO THE PROLIFERATION OF WEAPONS OF MASS DESTRUCTION, AND OTHER THREATS TO THE NATIONAL SECURITY, FOREIGN POLICY OR ECONOMY OF THE UNITED STATES.
WHENEVER COVERAGE PROVIDED BY THIS POLICY WOULD BE IN VIOLATION OF ANY U.S. ECONOMIC OR TRADE SANCTIONS, SUCH COVERAGE SHALL BE NULL AND VOID.
FOR MORE INFORMATION, PLEASE REFER TO:
HTTPS://WWW.TREASURY.GOV/RESOURCE-CENTER/SANCTIONS/PAGES/DEFAULT.ASPX
AXIS 906 0316 | Page 1 of 1 |
NOTICE: THESE POLICY FORMS AND THE APPLICABLE RATES ARE EXEMPT FROM THE FILING REQUIREMENTS OF THE NEW YORK STATE INSURANCE DEPARTMENT. HOWEVER, SUCH FORMS AND RATES MUST MEET THE MINIMUM STANDARDS OF THE NEW YORK INSURANCE LAW AND REGULATIONS.
FINANCIAL INSTITUTION BOND
Standard Form No. 14, Revised to October, 1987
Bond No. P-001-000157255-01
AXIS Insurance Company (admitted)
111 South Wacker Drive, Suite 3500, Chicago, IL 60606
(866) 259-5435
A Stock Insurer
(Herein called Underwriter)
DECLARATIONS
Item 1. | Name of Insured (herein called Insured): | Rand Capital Corp. |
Principal Address: | 2200 Rand Building | |
BUFFALO, NY 14203 |
Item 2. Bond Period: from 12:01 a.m. on | 07/01/2020 | to 12:01 a.m. on | 07/01/2021 |
(MONTH, DAY, YEAR) | (MONTH, DAY, YEAR) |
Item 3. | The Aggregate Limit of Liability of the Underwriter during the Bond Period shall be $450,000 |
Item 4. | Subject to Sections 4 and 11 hereof, |
the Single Loss Limit of Liability is $450,000 | |
and the Single Loss Deductible is $15,000 | |
Provided, however, that if any amounts are inserted below opposite specified Insuring Agreements or Coverages, 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.”) |
Amount applicable to: | Single Loss Limit of Liability | Single Loss Deductible | ||||||
Insuring Agreement (A) – FIDELITY | $ | 450,000 | $ | 15,000 | ||||
Insuring Agreement (B) – ON PREMISES | $ | 450,000 | $ | 15,000 | ||||
Insuring Agreement (C) – IN TRANSIT | $ | 450,000 | $ | 15,000 | ||||
Insuring Agreement (D)—FORGERY OR ALTERATION | $ | 450,000 | $ | 15,000 | ||||
Insuring Agreement (E)—SECURITIES | $ | 450,000 | $ | 15,000 | ||||
Insuring Agreement (F) – COUNTERFEIT CURRENCY | $ | 450,000 | $ | 15,000 | ||||
Coverage on Partners | Not Covered | |||||||
Optional Insuring Agreements and Coverages: | ||||||||
Audit Expense | $ | 10,000 | $ | 2,500 | ||||
Claim Expense | $ | 10,000 | $ | 2,500 | ||||
Computer Systems Fraud | $ | 450,000 | $ | 15,000 | ||||
Destruction of Data or Programs by Hacker | $ | 450,000 | $ | 15,000 | ||||
Destruction of Data or Programs by Virus | $ | 450,000 | $ | 15,000 | ||||
Stop Payment Order Liability | $ | 25,000 | $ | 2,500 | ||||
Telefacsimile Transfer Fraud | $ | 450,000 | $ | 15,000 | ||||
Unauthorized Signatures | $ | 25,000 | $ | 2,500 | ||||
Uncollectible Items of Deposit | $ | 25,000 | $ | 2,500 | ||||
Voice Initiated Funds Transfer Fraud | $ | 450,000 | $ | 15,000 |
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.
Class Code: 2-14057 TSB 5062b 1087 | Copyright, The Surety Association of America, 1987 | Page 1 of 7 |
Item 5. | The liability of the Underwriter is subject to the terms of the following riders attached hereto. All of the terms and conditions of this bond apply to such riders except to the extent the rider explicitly provides otherwise. |
State Fraud Statement Policyholder Notice - Economic And Trade Sanctions Financial Institution Bond (Standard Form No. 14) Signature Page |
AXIS 104 0415 AXIS 906 0316 TSB 5062b 1087 AXIS 102AIC 0615 | |
1 | Audit Expense Insuring Agreement Rider | AXIS 1012153 0119 |
2 | Claim Expense Insuring Agreement Rider | AXIS 1012155 0119 |
3 | Destruction of Data or Programs by Hacker Insuring Agreement Rider | AXIS 1012157 0119 |
4 | Destruction of Data or Programs by Virus Insuring Agreement Rider | AXIS 1012158 0119 |
5 | Telefacsimile Transfer Fraud Insuring Agreement with Call Back for | AXIS 1012159 0119 |
Transfers in Excess of the Deductible Rider | ||
6 | Voice Initiated Funds Transfer Fraud Insuring Agreement with Call | AXIS 1012160 0119 |
Back for Transfers in Excess of the Deductible Rider | ||
7 | Amend Racketeering Exclusion Rider | AXIS 1012161 0119 |
8 | Amend Fidelity Insuring to Include Larceny and Embezzlement | AXIS 1012168 0119 |
Agreement Rider | ||
9 | Amend Representation of Insured Rider | AXIS 1012169 0119 |
10 | Amend Valuation Rider | AXIS 1012170 0119 |
11 | Amend Counterfeit Currency or Money Insuring Agreement Rider | AXIS 1012171 0119 |
12 | Governmental or Regulatory Authority Notification Rider | AXIS 1012175 0119 |
13 | Unauthorized Signatures Insuring Agreement Rider | AXIS 1012176 0119 |
14 | Protected Information Exclusion Rider | AXIS 1012180 0119 |
15 | Amend Securities Insuring Agreement Rider | AXIS 1012188 0119 |
16 | Notice of Loss by E-Mail Rider | AXIS 1012189 0119 |
17 | Change of Ownership or Control Notice Rider | AXIS 1012191 0119 |
18 | Amend Ownership or Covered Property Condition Rider | AXIS 1012199 0119 |
19 | Stop Payment Order Liability Insuring Agreement Rider | AXIS 1012200 0119 |
20 | Uncollectible Items of Deposit Insuring Agreement Rider | AXIS 1012202 0119 |
21 | Amend Definition of Employee to Include Affiliated Persons Rider | AXIS 1012203 0119 |
22 | Investment Company No Deductible Rider | AXIS 1012214 0119 |
23 | New York Statutory Rider | AXIS 1012253 0119 |
24 | New York Statutory Rider | SR 6180d 0709 |
25 | Computer Systems Fraud Insuring Agreement Rider | SR 6196 1293 |
Class Code: 2-14057 TSB 5062b 1087 | Copyright, The Surety Association of America, 1987 | Page 2 of 7 |
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, Insuring Agreements, General Agreements, Conditions and Limitations and other terms hereof, agrees to indemnify the Insured for:
INSURING AGREEMENTS
GENERAL AGREEMENTS
Class Code: 2-14057 TSB 5062b 1087 | Copyright, The Surety Association of America, 1987 | Page 3 of 7 |
CONDITIONS AND LIMITATIONS
Class Code: 2-14057 TSB 5062b 1087 | Copyright, The Surety Association of America, 1987 | Page 4 of 7 |
Class Code: 2-14057 TSB 5062b 1087 | Copyright, The Surety Association of America, 1987 | Page 5 of 7 |
Class Code: 2-14057 TSB 5062b 1087 | Copyright, The Surety Association of America, 1987 | Page 6 of 7 |
In witness whereof, the Underwriter has caused this bond to be executed on the Declarations page.
Class Code: 2-14057 TSB 5062b 1087 | Copyright, The Surety Association of America, 1987 | Page 7 of 7 |
SIGNATURE PAGE
IN WITNESS WHEREOF, the Insurer has caused this policy to be issued by affixing hereto the facsimile signatures of its President and Secretary.
Andrew Weissert, Secretary | Carlton W. Maner, President |
AXIS 102AIC 0615 | Page 1 of 1 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
1 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
AUDIT EXPENSE INSURING AGREEMENT RIDER
AUDIT EXPENSE INSURING AGREEMENT COVERAGE SCHEDULE | |
Audit Expense Insuring Agreement Single Loss Limit of Liability |
Audit Expense Insuring Agreement Single Loss Deductible |
$10,000 | $2,500 |
Information in the above schedule may also appear on the Declarations.
It is agreed that: | |
A. | The INSURING AGREEMENTS section is amended by the addition of the following new Insuring |
Agreement: AUDIT EXPENSE | |
Reasonable expenses incurred by the Insured for that part of the cost 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 under Insuring Agreement (A) FIDELITY. |
B. | The applicable Single Loss Limit of Liability and Single Loss Deductible for the Audit Expense Insuring Agreement are as set forth in the Declarations or in the above schedule. Such limit shall be part of, and not in addition to, the Single Loss Limit of Liability for Insuring Agreement (A) FIDELITY set forth in the Declarations. |
C. | Paragraph (1) of Exclusion (u) shall not apply to the Audit Expense Insuring |
Agreement. All other provisions of the bond remain unchanged. |
AXIS 1012153 0119 | Includes copyright material of The Surety Association of America | Page 1 of 1 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
2 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
CLAIM EXPENSE INSURING AGREEMENT RIDER
CLAIM EXPENSE INSURING AGREEMENT COVERAGE SCHEDULE | |
Claim Expense Insuring Agreement Single Loss Limit of Liability |
Claim Expense Insuring Agreement Single Loss Deductible |
$10,000 | $2,500 |
Information in the above schedule may also appear on the Declarations. | |
It is agreed that: | |
A. | The INSURING AGREEMENTS section is amended by the addition of the following new Insuring |
Agreement: CLAIM EXPENSE |
Reasonable expenses necessarily incurred and paid by the Insured in preparing any valid claim for loss covered under this bond. |
B. | The applicable Single Loss Limit of Liability and Single Loss Deductible for the Claim Expense Insuring Agreement are as set forth in the Declarations or in the above schedule. Such limit shall be part of, and not in addition to, the Single Loss Limit of Liability for the Insuring Agreement applicable to the loss that is the subject of the valid claim as set forth in the Claim Expense Insuring Agreement. |
C. | Paragraph (1) of Exclusion (u) shall not apply to the Claim Expense Insuring Agreement. |
All other provisions of the bond remain unchanged. |
AXIS 1012155 0119 | Includes copyright material of The Surety Association of America | Page 1 of 1 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
3 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
DESTRUCTION OF DATA OR PROGRAMS BY HACKER INSURING AGREEMENT RIDER
DESTRUCTION OF DATA OR PROGRAMS BY HACKER INSURING AGREEMENT COVERAGE SCHEDULE | |
Destruction of Data or Programs by Hacker Insuring Agreement Single Loss Limit of Liability |
Destruction of Data or Programs by Hacker Insuring Agreement Single Loss Deductible |
$450,000 | $15,000 |
Information in the above schedule may also appear on the Declarations. | |
It is agreed that: | |
A. | The INSURING AGREEMENTS section is amended by the addition of the following new Insuring |
Agreement: DESTRUCTION OF DATA OR PROGRAMS BY HACKER | |
Loss resulting directly from the malicious destruction of, or damage to, Electronic Data or Computer Programs owned by the Insured or for which the Insured is legally liable while stored within a Computer System. | |
The liability of the Underwriter shall be limited to the cost of duplication of such Electronic Data or Computer Programs from other Electronic Data or Computer Programs which shall have been furnished by the Insured. | |
In the event, however, that destroyed or damaged Computer Programs cannot be duplicated from other Computer Programs, the Underwriter will pay the cost incurred for computer time, computer programmers, consultants, or other technical specialists as is reasonably necessary to restore Computer Programs to substantially the previous level of operational capability. | |
B. | The applicable Single Loss Limit of Liability and Single Loss Deductible for the Destruction of Data or Programs by Hacker Insuring Agreement are as set forth in the Declarations or in the above schedule. |
C. | Solely for the purposes of the coverage provided by this Rider, the section of the Bond entitled Single Loss Defined is replaced with the following: |
Single Loss Defined | |
Under the Destruction of Data or Programs by Hacker Insuring Agreement, Single Loss means all covered costs incurred by the Insured between the time destruction or damage is discovered and the time the Computer System is restored to substantially the previous level of operational capability. Recurrence of destruction or damage after the Computer System is restored shall constitute a separate Single Loss. | |
All loss or series of losses involving fraudulent or destructive acts of one individual, or involving fraudulent or destructive acts in which one individual is implicated, whether or not that individual is specifically identified, shall be treated as a Single Loss and subject to the Single Loss Limit of Liability. | |
A series of losses involving unidentified individuals but arising from the same method of operation shall be deemed to involve the same individual and in that event shall be treated as a Single Loss and subject to the Single Loss Limit of Liability. | |
D. | For the purposes of the coverage provided by this rider, the following Definitions shall apply: |
Computer Program means a set of related electronic instructions which direct the operations and functions of a computer or devices connected to it which enable the computer or devices to receive, process, store, or send |
AXIS 1012157 0119 | Includes copyright material of The Surety Association of America | Page 1 of 2 |
Electronic Data. | ||
Computer System means: |
(1) | computers with related peripheral components, including storage components wherever located; | |
(2) | systems and applications software; | |
(3) | terminal devices; and | |
(4) | related communication networks; |
by which Electronic Data are electronically collected, transmitted, processed, stored, and retrieved, and which is operated by the Insured, whether owned or leased; or which is identified in the application for this bond. | ||
Computer System does not include any such computers, systems, software, devices, or networks acquired by the Insured through merger with or acquisition of another entity, or acquisition of the assets of another entity, unless the Insured: |
(a) | provides the Underwriter with written notice of such merger or acquisition prior to the proposed effective date of such transaction; | |
(b) | obtains the written consent of the Underwriter to extend coverage under this bond to such computers, systems, software, devices, or networks; and | |
(c) | pays such additional premium as required by the Underwriter. | |
Electronic Data means facts or information converted to a form usable in a Computer System by Computer Programs and which are stored on magnetic tapes or disks, or optical storage disks, or other bulk media. | ||
All other provisions of the bond remain unchanged. |
AXIS 1012157 0119 | Includes copyright material of The Surety Association of America | Page 2 of 2 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
4 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
DESTRUCTION OF DATA OR PROGRAMS BY VIRUS INSURING AGREEMENT RIDER
DESTRUCTION OF DATA OR PROGRAMS BY VIRUS INSURING AGREEMENT COVERAGE SCHEDULE | |
Destruction of Data or Programs by Virus Insuring Agreement Single Loss Limit of Liability |
Destruction of Data or Programs by Virus Insuring Agreement Single Loss Deductible |
$450,000 | $15,000 |
Information in the above schedule may also appear on the Declarations.
It is agreed that:
A. | The INSURING AGREEMENTS section is amended by the addition of the following new Insuring |
Agreement: DESTRUCTION OF DATA OR PROGRAMS BY VIRUS | |
Loss resulting directly from the malicious destruction of, or damage to, Electronic Data or Computer Programs owned by the Insured or for which the Insured is legally liable while stored within a Computer System if such destruction or damage was caused by a computer program or similar instruction which was written or altered to incorporate a hidden instruction designed to destroy or damage Electronic Data or Computer Programs in the Computer System in which the computer program or instruction so written or so altered is used. | |
The liability of the Underwriter shall be limited to the cost of duplication of such Electronic Data or Computer Programs from other Electronic Data or Computer Programs which shall have been furnished by the Insured. | |
In the event, however, that destroyed or damaged Computer Programs cannot be duplicated from other Computer Programs, the Underwriter will pay the cost incurred for computer time, computer programmers, consultants, or other technical specialists as is reasonably necessary to restore Computer Programs to substantially the previous level of operational capability. | |
B. | The applicable Single Loss Limit of Liability and Single Loss Deductible for the Destruction of Data or Programs by Virus Insuring Agreement are as set forth in the Declarations or in the above schedule. |
C. | Solely for the purposes of the coverage provided by this Rider, the section of the Bond entitled Single Loss Defined is replaced with the following: |
Single Loss Defined | |
Under the Destruction of Data or Programs by Virus Insuring Agreement, Single Loss means all covered costs incurred by the Insured between the time destruction or damage is discovered and the time the Computer System is restored to substantially the previous level of operational capability. Recurrence of destruction or damage after the Computer System is restored shall constitute a separate Single Loss. | |
All loss or series of losses involving fraudulent or destructive acts of one individual, or involving fraudulent or destructive acts in which one individual is implicated, whether or not that individual is specifically identified, shall be treated as a Single Loss and subject to the Single Loss Limit of Liability. | |
A series of losses involving unidentified individuals but arising from the same method of operation shall be deemed to involve the same individual and in that event shall be treated as a Single Loss and subject to the Single Loss Limit of Liability. | |
D. | For the purposes of the coverage provided by this rider, the following Definitions shall apply: |
Computer Program means a set of related electronic instructions which direct the operations and functions of a computer or devices connected to it which enable the computer or devices to receive, process, store, or send Electronic Data.
AXIS 1012158 0119 | Includes copyright material of The Surety Association of America | Page 1 of 2 |
Computer System means:
(1) | computers with related peripheral components, including storage components wherever located; | |
(2) | systems and applications software; | |
(3) | terminal devices; and | |
(4) | related communication networks; | |
by which Electronic Data are electronically collected, transmitted, processed, stored, and retrieved, and which is operated by the Insured, whether owned or leased; or which is identified in the application for this bond. | ||
Computer System does not include any such computers, systems, software, devices, or networks acquired by the Insured through merger with or acquisition of another entity, or acquisition of the assets of another entity, unless the Insured: | ||
(a) | provides the Underwriter with written notice of such merger or acquisition prior to the proposed effective date of such transaction; | |
(b) | obtains the written consent of the Underwriter to extend coverage under this bond to such computers, systems, software, devices, or networks; and | |
(c) | pays such additional premium as required by the Underwriter. | |
Electronic Data means facts or information converted to a form usable in a Computer System by Computer Programs and which are stored on magnetic tapes or disks, or optical storage disks, or other bulk media. | ||
All other provisions of the bond remain unchanged. |
AXIS 1012158 0119 | Includes copyright material of The Surety Association of America | Page 2 of 2 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
5 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
TELEFACSIMILE TRANSFER FRAUD INSURING AGREEMENT
WITH CALL BACK FOR TRANSFERS IN EXCESS OF THE DEDUCTIBLE RIDER
TELEFACSIMILE TRANSFER FRAUD INSURING AGREEMENT COVERAGE SCHEDULE | |
Telefacsimile Transfer Fraud Insuring Agreement Single Loss Limit of Liability |
Telefacsimile Transfer Fraud Insuring Agreement Single Loss Deductible |
$450,000 | $15,000 |
Information in the above schedule may also appear on the Declarations. | |
It is agreed that: | |
A. | The INSURING AGREEMENTS section is amended by the addition of the following new Insuring Agreement: |
TELEFACSIMILE TRANSFER FRAUD |
Loss resulting directly from the Insured having, in good faith, transferred or delivered Funds or securities through a Computer System 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) | 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) | contains the name of a person authorized to initiate such transfer; | |
provided that, if the transfer was in excess of the amount of the Telefacsimile Transfer Fraud Insuring Agreement Single Loss Deductible, the instruction was verified by a call-back according to a prearranged procedure. |
B. | The applicable Single Loss Limit of Liability and Single Loss Deductible for the Telefacsimile Transfer Fraud Insuring Agreement are as set forth in the Declarations or in the above schedule. |
C. | Solely with respect to the coverage provided by this Rider: |
1. | The following Definitions are added: |
Computer Program means a set of related electronic instructions which direct the operations and functions of a computer or devices connected to it which enable the computer or devices to receive, process, store, or send Electronic Data.
AXIS 1012159 0119 | Includes copyright material of The Surety Association of America | Page 1 of 2 |
Computer System means:
(1) | computers with related peripheral components, including storage components wherever located; |
(2) | systems and applications software; |
(3) | terminal devices; and |
(4) | related communications networks; |
by which Electronic Data are electronically collected, transmitted, processed, stored, and retrieved, and which is operated by the Insured, whether owned or leased; or which is identified in the application for this bond.
Computer System does not include any such computers, systems, software, devices, or networks acquired by the Insured through merger with or acquisition of another entity, or acquisition of the assets of another entity, unless the Insured:
(a) | provides the Underwriter with written notice of such merger or acquisition prior to the proposed effective date of such transaction; |
(b) | obtains the written consent of the Underwriter to extend coverage under this bond to such computers, systems, software, devices, or networks; and |
(c) | pays such additional premium as required by the Underwriter. |
Customer means an entity or individual which has a written 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.
Electronic Data means facts or information converted to a form usable in a Computer System by Computer Programs, and which is stored on magnetic tapes or disks, or optical storage disks, or other bulk media.
Funds means money on deposit in an account.
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.
2. The following Exclusion is added:
This bond 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.
D. | Proof of loss for a claim under the Telefacsimile Transfer Fraud Insuring Agreement must include a copy of the document reproduced by the Telefacsimile Device. |
All other provisions of the bond remain unchanged.
AXIS 1012159 0119 | Includes copyright material of The Surety Association of America | Page 2 of 2 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
6 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
VOICE
INITIATED FUNDS TRANSFER FRAUD INSURING AGREEMENT
WITH CALL BACK FOR TRANSFERS IN EXCESS OF THE DEDUCTIBLE RIDER
VOICE INITIATED FUNDS TRANSFER FRAUD INSURING AGREEMENT COVERAGE SCHEDULE | |
Voice
Initiated Funds Transfer Fraud Insuring Agreement Single Loss Limit of Liability |
Voice
Initiated Funds Transfer Fraud Insuring Agreement Single Loss Deductible |
$450,000 | $15,000 |
Information
in the above schedule may also appear on the Declarations.
It is agreed that:
A. | The INSURING AGREEMENTS section is amended by the addition of the following new Insuring Agreement: |
VOICE INITIATED FUNDS TRANSFER FRAUD
Loss resulting directly from the Insured having, in good faith, transferred Funds from a Customer’s account to another financial institution for credit to a designated account in reliance upon a fraudulent voice instruction transmitted by telephone which was purported to be from:
(1) | an officer, director, partner, or employee of a Customer who was authorized by such Customer to instruct the Insured to make such transfer; |
(2) | an individual person who is a Customer; or |
(3) | an Employee in another office of the Insured who was authorized by the Insured to instruct other Employees to transfer Funds, and was received by an Employee specifically designated to receive and act upon such instructions; |
but such voice instruction was, in fact, not from a person described in (1), (2), or (3) above; provided that
(i) | such voice instruction was electronically recorded by the Insured and any required passwords or code words were given; and |
(ii) | if the transfer was in excess of the amount of the Voice Initiated Funds Transfer Fraud Insuring Agreement Single Loss Deductible, such voice instruction was verified by a call-back according to a prearranged procedure. |
B. | The applicable Single Loss Limit of Liability and Single Loss Deductible for the Voice Initiated Funds Transfer Fraud Insuring Agreement are as set forth in the Declarations or in the above schedule. |
C. | Solely with respect to the coverage provided by this Rider: |
1. The following Definitions are added:
Customer means an entity or individual which has a written agreement with the Insured authorizing the Insured to rely on voice instructions to make transfers, and which 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.
Funds means money on deposit in an account.
AXIS 1012160 0119 | Includes copyright material of The Surety Association of America | Page 1 of 2 |
2. The following Exclusion is added:
This bond 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 Voice Initiated Funds Transfer Fraud Insuring Agreement and would be imposed on the Insured regardless of the existence of the contract.
D. | Proof of loss for a claim under the Voice Initiated Funds Transfer Fraud Insuring Agreement must include electronic recordings of such voice instructions and the verification call-back, if such call-back was required. |
All other provisions of the bond remain unchanged.
AXIS 1012160 0119 | Includes copyright material of The Surety Association of America | Page 2 of 2 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
7 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
AMEND RACKETEERING EXCLUSION RIDER
It is agreed that Exclusion 2(j) of the EXCLUSIONS section is replaced with the following:
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;
All other provisions of the bond remain unchanged.
AXIS 1012161 0119 | Includes copyright material of The Surety Association of America | Page 1 of 1 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
8 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
AMEND FIDELITY INSURING AGREEMENT TO INCLUDE LARCENY AND EMBEZZLEMENT RIDER
It is agreed that:
A. | Insuring Agreement (A) FIDELITY is replaced with the following: |
Loss resulting directly from dishonest or fraudulent acts, including Larceny or Embezzlement, committed by an Employee acting alone or in collusion with others. Such dishonest or fraudulent acts must be committed by the Employee with the manifest intent:
(1) to cause the Insured to sustain such loss; and
(2) to obtain an improper financial benefit for the Employee or another person or entity.
Notwithstanding the foregoing, however, it is agreed that with regard to Loans and/or Trading, this bond covers only loss resulting directly from dishonest or fraudulent acts committed by an Employee with the intent to cause the Insured to sustain such loss and which results in a financial benefit for the Employee.
As used in this Insuring 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.
The term Loans, as used in this Insuring Agreement, means all extensions of credit by the Insured and all transactions creating a creditor relationship in favor of the Insured and all transactions by which the Insured assumes an existing creditor relationship.
The term Trading, as used in this Insuring Agreement, means trading or other dealing in securities, commodities, futures, options, swaps, foreign or Federal Funds, currencies, foreign exchange and the like.
B. | Solely with respect to the coverage provided by this Rider, the term Larceny and Embezzlement shall have the same meaning set forth in Section 37 of The Investment Company Act of 1940. |
All other provisions of the bond remain unchanged.
AXIS 1012168 0119 | Includes copyright material of The Surety Association of America | Page 1 of 1 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
9 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
AMEND REPRESENTATION OF INSURED RIDER
It is agreed that the second paragraph of the REPRESENTATION OF INSURED section of the GENERAL AGREEMENTS is replaced with the following:
Any intentional misrepresentation, omission, concealment, or incorrect statement in the application or otherwise, shall be grounds for the rescission of this bond.
All other provisions of the bond remain unchanged.
AXIS 1012169 0119 | Includes copyright material of The Surety Association of America | Page 1 of 1 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
10 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
AMEND VALUATION RIDER
It is agreed that the paragraph in the VALUATION condition addressing loss of Money, or loss payable in Money, is replaced with the following:
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 or in the United States of America dollar equivalent thereof determined at the rate of
exchange published in The Wall Street Journal on the day immediately preceding the date the loss was discovered.
All other provisions of the bond remain unchanged.
AXIS 1012170 0119 | Includes copyright material of The Surety Association of America | Page 1 of 1 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
11 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
AMEND COUNTERFEIT CURRENCY OR MONEY INSURING AGREEMENT RIDER
It is agreed that Insuring Agreement (F) COUNTERFEIT CURRENCY or COUNTERFEIT MONEY, as applicable, is replaced with the following:
Loss resulting directly from the receipt by the Insured, in good faith, of any Counterfeit Money of the United States of America, Canada, or any other country.
All other provisions of the bond remain unchanged.
AXIS 1012171 0119 | Includes copyright material of The Surety Association of America | Page 1 of 1 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
12 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
GOVERNMENTAL OR REGULATORY AUTHORITY NOTIFICATION RIDER
SCHEDULE OF GOVERNMENTAL OR REGULATORY AUTHORITIES
Securities and Exchange Commission (“SEC”)
It is agreed that:
A. | In the event that this bond is cancelled, terminated, or Substantially Modified, the Underwriter agrees to use its best efforts to notify each governmental or regulatory authority identified in the above Schedule within 60 days following such cancellation, termination, or modification, whether such cancellation, termination, or modification is at the request of the Insured or the Underwriter. Failure on the part of the Underwriter to provide such notice shall not impair or delay the effectiveness of such cancellation, termination, or modification, nor shall the Underwriter be held liable in any way for such failure. |
B. | For the purposes of this Rider, Substantially Modified means a change in the type or amount of fidelity bond coverage, or a change in the exclusions of this bond, or any change in the bond such that it no longer meets the requirements of the applicable laws or regulations of a governmental or regulatory authority identified in the above Schedule. |
All other provisions of the bond remain unchanged.
AXIS 1012175 0119 | Includes copyright material of The Surety Association of America | Page 1 of 1 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
13 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
UNAUTHORIZED SIGNATURES INSURING AGREEMENT RIDER
UNAUTHORIZED SIGNATURES INSURING AGREEMENT COVERAGE SCHEDULE | |
Unauthorized
Signatures Insuring Agreement Single Loss Limit of Liability |
Unauthorized
Signatures Insuring Agreement Single Loss Deductible |
$25,000 | $2,500 |
Information in the above schedule may also appear on the Declarations.
It is agreed that:
A. | The INSURING AGREEMENTS section is amended by the addition of the following new Insuring |
Agreement: UNAUTHORIZED SIGNATURES
Loss resulting directly from the Insured having in good faith and in the ordinary course of business accepted from, paid to, or cashed for a person present on the premises of the Insured, any check, withdrawal order, or draft, made or drawn on a customer’s account, which bears the signature or endorsement of one other than a person whose name and signature is on the application on file with the Insured as a signatory on such account.
It shall be a condition precedent to the Insured’s right of recovery under this Insuring Agreement that the Insured shall have on file signatures of all persons who are authorized signatories on such account; and the Insured must maintain written instructions outlining the acceptance.
B. | The applicable Single Loss Limit of Liability and Single Loss Deductible for the Unauthorized Signatures Insuring Agreement are as set forth in the Declarations or in the above schedule. |
All other provisions of the bond remain unchanged.
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Rider Number | Effective Date of Rider | Bond Number | Premium |
14 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
PROTECTED INFORMATION EXCLUSION RIDER
It is agreed that this bond shall not apply to any loss resulting directly or indirectly from the: (i) theft, disappearance, or destruction of; (ii) unauthorized use or disclosure of; (iii) unauthorized access to; or (iv) failure to protect any:
A. | confidential or non-public; or |
B. | personal or personally identifiable; |
information that any person or entity has a duty to protect under any law, rule or regulation, agreement, or industry guideline or standard; provided that this shall not apply to the extent that any unauthorized use or disclosure of a password enables a theft by an Employee of the Insured of tangible Property of the Insured or tangible Property that the Insured is holding for a third party.
Theft of tangible Property does not include the use of confidential or non-public information or personal or personally identifiable information to enable the theft of or disclosure of information.
All other provisions of the bond remain unchanged.
AXIS 1012180 0119 | Includes copyright material of The Surety Association of America | Page 1 of 1 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
15 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
AMEND SECURITIES INSURING AGREEMENT RIDER
It is agreed that:
A. | Wherever the phrase ‘“Statement of Uncertificated Security of any Federal Reserve Bank of the United States” appears in this bond, it is deleted and replaced with the defined term “Statement of Uncertificated Security.” |
B. | The phrase “Instruction to a Federal Reserve Bank of the United States” in paragraph (1) in Insuring Agreement E – Securities is deleted and replaced with the defined term “Instruction.” |
C. | The definition of Property is amended by deleting the phrase “Uncertificated Securities of any Federal Reserve Bank of the United States” and replacing it with “Uncertificated Securities.” |
The Exclusion for loss involving any Uncertificated Security is deleted.
All other provisions of the bond remain unchanged.
AXIS 1012188 0119 | Includes copyright material of The Surety Association of America | Page 1 of 1 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
16 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
NOTICE OF LOSS BY E-MAIL RIDER
It is agreed that the CONDITIONS AND LIMITATIONS, Section 5. NOTICE/PROOF – LEGAL PROCEEDINGS AGAINST UNDERWRITER, paragraph (a), is amended by the addition of the following:
The Insured may provide the Underwriter with such notice of loss by e-mail to the e-mail address set forth below. The date of the Underwriter’s receipt of such e-mailed notice shall constitute the date of notice.
Alternatively, the Insured may provide notice of loss to the Underwriter by mailing or faxing such notice to the address or fax number set forth below.
All notices must reference the Bond No. of this bond.
AXIS
Insurance
Claims Department
P.O. Box 4470
Alpharetta, GA 30023-4470
Email:
USFNOL@axiscapital.com
Phone (Toll-Free): (866) 259-5435
Phone: (678) 746- 9000
Fax: (866) 770-5629
AXIS 1012189 0119 | Includes copyright material of The Surety Association of America | Page 1 of 1 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
17 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
CHANGE OF OWNERSHIP OR CONTROL NOTICE RIDER
It is agreed that the GENERAL AGREEMENTS, CHANGE OF OWNERSHIP – NOTICE or CHANGE OF CONTROL – NOTICE, as applicable, is replaced with the following:
When the Insured learns of a change in ownership by a single stockholder, partner or member, or by a group of affiliated stockholders, partners, or members, of more than 10% of its voting stock or total ownership interest, or of the voting stock or total ownership interest of a holding company or parent corporation which itself owns or controls the Insured, it shall give written notice to the Underwriter, as soon as practicable but not later than within 30 days of learning of such change in ownership. Failure to give the required notice shall result in termination of coverage for any loss involving a transferee of such stock or ownership interest, to be effective upon the date of the stock transfer or transfer of ownership interest.
All other provisions of the bond remain unchanged.
AXIS 1012191 0119 | Includes copyright material of The Surety Association of America | Page 1 of 1 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
18 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
AMEND OWNERSHIP OR COVERED PROPERTY CONDITION RIDER
It is agreed that the CONDITIONS AND LIMITATIONS, the OWNERSHIP section or COVERED PROPERTY section, as applicable, is deleted and replaced with the following:
This bond shall apply to loss of Property (1) owned by the Insured, (2) held by the Insured in any capacity, or (3) owned and held by someone else under circumstances which make the Insured responsible for the Property prior to
the occurrence of the loss. This bond shall be for the sole use and benefit of the Insured named in the Declarations.
All other provisions of the bond remain unchanged.
AXIS 1012199 0119 | Includes copyright material of The Surety Association of America | Page 1 of 1 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
19 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
STOP PAYMENT ORDER LIABILITY INSURING AGREEMENT RIDER
STOP PAYMENT ORDER LIABILITY INSURING AGREEMENT COVERAGE SCHEDULE | |
Stop
Payment Order Liability Insuring Agreement Single Loss Limit of Liability |
Stop
Payment Order Liability Insuring Agreement Single Loss Deductible |
$25,000 | $2,500 |
Information in the above schedule may also appear on the Declarations.
It is agreed that:
A. | The Section entitled INSURING AGREEMENTS is amended by the addition of the following new Insuring Agreement: |
STOP PAYMENT ORDER LIABILITY
Loss resulting directly from the Insured’s legal liability for:
(1) | compliance with or failure to comply with a request by a customer of the Insured, or such customer’s authorized agent, to stop payment on any draft made or drawn upon or against the Insured by such customer or such customer’s authorized agent; or | |
(2) | refusal to pay any draft made or drawn upon or against the Insured by a customer of the Insured or such customer’s authorized agent. |
B. | The applicable Single Loss Limit of Liability and Single Loss Deductible for the Stop Payment Order Liability Insuring Agreement are as set forth in the Declarations or in the above schedule. |
All other provisions of the bond remain unchanged.
AXIS 1012200 0119 | Includes copyright material of The Surety Association of America | Page 1 of 1 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
20 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
UNCOLLECTIBLE ITEMS OF DEPOSIT INSURING AGREEMENT RIDER
UNCOLLECTIBLE ITEMS OF DEPOSIT INSURING AGREEMENT COVERAGE SCHEDULE | |
Uncollectible
Items of Deposit Insuring Agreement Single Loss Limit of Liability |
Uncollectible
Items of Deposit Insuring Agreement Single Loss Deductible |
$25,000 | $2,500 |
Information
in the above schedule may also appear on the Declarations.
It is agreed that:
A. | The INSURING AGREEMENTS schedule is amended by the addition of the following new Insuring Agreement: |
UNCOLLECTIBLE ITEMS OF DEPOSIT
Loss resulting directly from the Insured having, in good faith, credited its customer’s, shareholder’s or subscriber’s account of any item of deposit which proves to be uncollectible, provided that:
(1) | the item was held for a minimum of 5 days before any redemption, withdrawal, dividend payment or share issuance occurs with respect to that item of deposit; and |
(2) | there was a redemption, withdrawal, dividend payment or share issuance with respect to that item of deposit. Items of Deposit shall not be deemed uncollectible until the Insured’s collection procedures have failed. |
For the purposes of this Insuring Agreement, Item of Deposit means any one or more checks or drafts drawn upon a financial institution in the United States of America.
B. | The applicable Single Loss Limit of Liability and Single Loss Deductible for the Uncollectible Items of Deposit Insuring Agreement are as set forth in the Declarations or in the above schedule. |
All other provisions of the bond remain unchanged.
AXIS 1012202 0119 | Includes copyright material of The Surety Association of America | Page 1 of 1 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
21 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
AMEND DEFINITION OF EMPLOYEE TO INCLUDE AFFILIATED PERSONS RIDER
It is agreed that the CONDITIONS AND LIMITATIONS, the DEFINITIONS section, the Definition of Employee, is amended by the addition of the following:
Employee also means a natural person partner, officer or employee of an investment adviser, underwriter (distributor), transfer agent or shareholder accounting recordkeeper, or administrator for the Insured, but only while performing acts coming within the usual and customary duties of an officer or employee of the Insured or acting as a member of any committee duly elected or appointed to examine, audit or have custody of or access to Property of the Insured; provided that the adviser, underwriter, transfer agent, recordkeeper or administrator is an affiliated person (as defined in Section 2(a) of the Investment Company Act of 1940) of the Insured.
All other provisions of the bond remain unchanged.
AXIS 1012203 0119 | Includes copyright material of The Surety Association of America | Page 1 of 1 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
22 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
INVESTMENT COMPANY NO DEDUCTIBLE RIDER
It is agreed that the CONDITIONS AND LIMITATIONS are amended as follows:
A. The DEFINITIONS section is amended by the addition of the following Definition:
Investment Company means any investment company registered under the Investment Company Act of 1940.
B. The DEDUCTIBLE AMOUNT section is amended by the addition of the following:
Notwithstanding the foregoing, there shall be no Deductible Amount applicable to any loss under Insuring Agreement A sustained by any Investment Company named as an Insured under this bond.
All other provisions of the bond remain unchanged.
AXIS 1012214 0119 | Includes copyright material of The Surety Association of America | Page 1 of 1 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
23 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
NEW YORK STATUTORY RIDER
It is agreed that:
1. | The second paragraph of the Termination or Cancelation Condition is amended by the addition of the following at the end of such paragraph: |
Provided, however, this paragraph does not apply as to an Employee of an Insured that is located in New York or any partner, officer or employee of any Processor that is located in New York, if: (a) the dishonest act was committed by such person prior to becoming employed by the Insured or such Processor, (b) the dishonest act resulted in a conviction; and (c) the Insured or such Processor made a determination to hire or retain such person utilizing the factors set out in Correction Law Article 23-A.
2. | This Rider does not apply to any Employees of an Insured or any partners, officers or employees of a Processor or loss caused by any persons for whom there is a bar to employment established by law and the Insured or Processor has hired such person despite the bar. |
All other provisions of the bond remain unchanged.
AXIS 1012253 0119 | Includes copyright material of The Surety Association of America | Page 1 of 1 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
24 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
NEW YORK STATUTORY RIDER
It is agreed that:
1. Part (a) of the section entitled “Termination or Cancellation” of this bond/policy is deleted and cancellation of this bond/policy by the Underwriter/Company issubject to the following provisions:
a. | If this bond/policy has been in effect for 60 days or less, the underwriter/company may cancel this bond/policy by mailing or delivering to the first named Insured written notice of cancellation at least: |
(1) | 20 days before the effective date of cancellation if the underwriter/company cancels for any reason not included in paragraph (2) below. |
(2) | 15 days before the effective date of cancellation if the underwriter/company cancels for any of the following reasons: |
(i) | Nonpayment of premium provided, however, that a notice of cancellation for this reason shall inform the Insured of the amount due; |
(ii) | Conviction of a crime arising out of acts increasing the hazard insured against; |
(iii) | Discovery of fraud or material misrepresentation in the obtaining of the bond/policy or in the presentation of a claim; |
(iv) | After issuance of the bond/policy or after the last renewal date, discovery of an act or omission, or a violation of a bond/policy condition, that substantially and materially increases the hazard insured against, and that occurred subsequent to inception of the current bond/policy period; |
(v) | Material physical change in the property insured, occurring after issuance or last annual renewal anniversary date of the bond/policy, that results in the property becoming uninsurable in accordance with our objective, uniformly applied underwriting standards in effect at the time the bond/policy was issued or last renewed; or material change in the nature or extent of the risk, occurring after issuance or last annual renewal anniversary date of the bond/policy, that causes the risk of loss to be substantially and materially increased beyond that contemplated at the time the bond/policy was issued or last renewed; |
(vi) | Required pursuant to a determination by the Superintendent that continuation of our present premium volume would jeopardize our solvency or be hazardous to the interest of our policyholders, our creditors or the public; |
(vii) | A determination by the Superintendent that the continuation of the bond/policy would violate, or would place us in violation of, any provision of the Insurance Code; or |
(viii) | Where the underwriter/company has reason to believe, in good faith and with sufficient cause, that there is a probable risk of danger that an insured will destroy, or permit to be destroyed, the insured property for the purpose of collecting the insurance proceeds. If the underwriter/company cancels for this reason, the first named Insured may make a written request to the Insurance Department, within 10 days of receipt of this notice, to review the cancellation decision. Also, the underwriter/company will simultaneously send a copy of the cancellation notice to the Insurance Department. |
b. | If this bond/policy has been in effect for more than 60 days, or if this bond/policy is a renewal or continuation of a bond/policy the underwriter/company issued, the underwriter/company may cancel only for any of the reasons listed in paragraph (2) above, provided the underwriter/company mails the first named Insured written notice at least 15 days before the effective date of cancellation. If cancellation is for nonpayment of premium, the notice of cancellation shall inform the Insured of the amount due. |
SR 6180d 0709 | Includes copyright material of The Surety Association of America | Page 1 of 2 |
c. | The underwriter/company will mail or deliver notice, including the reason for cancellation, to the first named Insured at the address shown in the bond/policy and to the authorized agent or broker. |
d. | If this bond/policy is canceled, the underwriter/company will send the first named Insured any premium refund due. If the underwriter/company cancels, the refund will be pro rata. If the first named Insured cancels, the refund may be less than pro rata. However, when the premium is advanced under a premium finance agreement, the cancellation refund will be pro rata. Under such financed policies, the underwriter/company will be entitled to retain a minimum earned premium of 10% of the total premium or $60, whichever is greater. The cancellation will be effective even if the underwriter/company has not made or offered a refund. |
e. | If one of the reasons for cancellation in paragraph a.(2) exists, the underwriter/company may cancel this entire bond/policy, even if the reason for cancellation pertains only to a new coverage or endorsement initially effective subsequent to the original issuance of this bond/policy. |
2. Renewal or nonrenewal of this bond/policy by the Underwriter/Company is subject to the following provisions:
a. | If the underwriter/company decides not to renew this bond/policy, it will send notice as provided in paragraph c. below. | |
b. | If the underwriter/company conditionally renews this bond/policy subject to a change of limits, change in type of coverage, reduction of coverage, increased deductible, addition of exclusion, or increased premiums in excess of 10% (exclusive of any premium increase due to insured value added, increased exposure units, or as a result of experience rating, loss rating, retrospective rating or audit) the underwriter/company will send notice as provided in paragraph c. below. | |
c. | If the underwriter/company decides not to renew this bond/policy, or to conditionally renew this bond/policy as provided in paragraph 2.b. above, the underwriter/company will mail or deliver written notice to the first named Insured shown in the Declarations at least 60 days, but not more than 120 days, before the expiration date of the bond/policy or, the anniversary date if this is a continuous bond/policy. | |
d. | Notice will be mailed or delivered to the first named Insured at the address shown in the bond/policy and to the authorized agent or broker. If notice is mailed, proof of mailing will be sufficient proof of notice. | |
e. | Notice will include the availability of loss information and the specific reason(s) for nonrenewal or conditional renewal, including the amount of any premium increase for conditional renewal and a description of any other changes. | |
f. | If the underwriter/company violates the provisions of paragraph c. above by sending the first named Insured an incomplete or late conditional renewal notice or a late nonrenewal notice: |
(1) | prior to the expiration date of the bond/policy, coverage will remain in effect at the same terms and conditions of this bond/policy at the lower of the current rates or the prior period’s rates until 60 days after such notice is mailed or delivered, unless the first named Insured, during this 60 day period, has replaced the coverage or elects to cancel; provided, however, that if the insured elects to renew on the basis of a conditional renewal notice and the notice was provided at least thirty (30) days prior to the expiration date of this Policy, then the terms, conditions and rates set forth in the conditional renewal notice shall apply as of the renewal date; or |
(2) | on or after the expiration date of this bond/policy, coverage will remain in effect at the same terms and conditions of this bond/policy for another required bond/policy period, at the lower of the current rates or the prior period’s rates, unless the first named Insured, during this additional required bond/policy period, has replaced the coverage or elects to cancel. |
g. | The underwriter/company need not send notice of nonrenewal or conditional renewal if the first named Insured, its authorized agent or broker or another insurer of the first named Insured mails or delivers notice that the bond/policy has been replaced or is no longer desired. |
All other provisions of the bond remain unchanged.
SR 6180d 0709 | Includes copyright material of The Surety Association of America | Page 2 of 2 |
Rider Number | Effective Date of Rider | Bond Number | Premium |
25 | 12:01 a.m. on 07/01/2020 | P-001-000157255-01 | N/A |
COMPUTER SYSTEMS FRAUD INSURING AGREEMENT RIDER
COMPUTER SYSTEMS FRAUD INSURING AGREEMENT COVERAGE SCHEDULE | |
Computer
Systems Fraud Insuring Agreement Single Loss Limit of Liability |
Computer
Systems Fraud Insuring Agreement Single Loss Deductible |
$450,000 | $15,000 |
Information in the above schedule may also appear on the Declarations.
It is agreed that:
1. | The attached bond is amended by adding an Insuring Agreement as follows: |
COMPUTER SYSTEMS FRAUD
Loss resulting directly from a fraudulent
(1) entry of Electronic Data or Computer Program into, or
(2) change of Electronic Data or Computer Program within
any Computer System operated by the Insured, whether owned or leased; or any Computer System identified in the application for this bond; or a Computer System first used by the Insured during the Bond Period, as provided by General Agreement B of this bond;
provided that the entry or change causes
(i) Property to be transferred, paid or delivered,
(ii) an account of the Insured, or of its customer to be added, deleted, debited or credited, or
(iii) an unauthorized account or a fictitious account to be debited or credited.
In this Insuring Agreement, fraudulent entry of change shall include such entry or change made by an Employee of the Insured acting in good faith on an instruction from a software contractor who has a written agreement with the Insured to design, implement or service programs for a Computer System covered by this Insuring Agreement.
2. | In addition to the Conditions and Limitations in the bond, the following, applicable to the Computer Systems Fraud Insuring Agreement, are added: |
DEFINITIONS
(A) | Computer Program means a set of related electronic instructions which direct the operations and functions of a computer or devices connected to it which enable the computer or devices to receive, process, store or send Electronic Data; |
(B) | Computer System means |
(1) | computers with related peripheral components, including storage components wherever located, |
SR 6196 1293 | Page 1 of 2 |
(2) | systems and applications software, |
(3) | terminal devices, and |
(4) | related communications networks |
by which Electronic Data are electronically collected, transmitted, processed, stored and retrieved;
(C) | Electronic Data means facts or information converted to a form usable in a Computer System by Computer Programs, and which is stored on magnetic tapes or disks, or optical storage disks or other bulk media. |
EXCLUSIONS
(A) | 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 Computer Systems Fraud Insuring Agreement and would be imposed on the Insured regardless of the existence of the contract: |
(B) | loss resulting directly or indirectly from negotiable instruments, securities, documents or other written instruments which bear a forged signature, or are counterfeit, altered or otherwise fraudulent and which are used as source documentation in the preparation of Electronic Data or manually keyed into a data terminal; |
(C) | loss resulting directly or indirectly from |
(1) | mechanical failure, faulty construction, error in design, latent defect, fire, wear or tear, gradual deterioration, electrical disturbance or electrical surge which affects a Computer System, or |
(2) | failure or breakdown of electronic data processing media, or |
(3) | error omission in programming or processing; |
(D) | loss resulting directly or indirectly from the input of Electronic Data into a Computer System terminal device either on the premises of a customer of the Insured or under the control of such a customer by a person who had authorized access to the customer’s authentication mechanism; |
(E) | loss resulting directly or indirectly from the theft of confidential information. |
SERIES OF LOSSES
All loss or series of losses involving the fraudulent acts of one individual, or involving fraudulent acts in which one individual is implicated, whether or not that individual is specifically identified, shall be treated as a Single Loss and subject to the Single Loss Limit of Liability. A series of losses involving unidentified individuals but arising from the same method of operation shall be deemed to involve the same individual and in that event shall be treated as a Single Loss and subject to the Single Loss Liability.
3. | The exclusion below, found in financial institution bonds forms 14, and 25, does not apply to the Computer Systems Fraud Insuring Agreement. |
“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);”
4. | The applicable Single Loss Limit of Liability and Single Loss Deductible for the Computer Systems Fraud Insuring Agreement are as set forth in the Declarations or in the above schedule. |
All other provisions of the bond remain unchanged.
SR 6196 1293 | Page 2 of 2 |