CUSTOMER NUMBER
DATE ISSUED
239168
06/03/2008
POLICY NUMBER
COVERAGE IS PROVIDED BY
PRODUCER NO.
287185216
Columbia Casualty Company 700401
(herein called 'Underwriter')
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NAMED INSURED AND ADDRESS
PRODUCER
Item 1.
MyShares, LLC
Frank Crystal & Co., Inc.
(herein called 'Insured') Financial Square
210 Summit Avenue 32 Old Slip
Suite C-11 New York, NY 10005
Montvale, NJ 07645 ATTN: Keith Bouder
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Item 2. Policy Period: From 12:01 a.m. on 11/7/2007 to
12:01 a.m. on 11/7/2008 standard time.
Item 3. Limit of Liability: $ 1,000,000 per Loss.
Provided, however that if specific limits, either greater or lesser,
are inserted opposite any specified INSURING CLAUSE, such specific
limits shall be applicable to such INSURING CLAUSES in lieu of, and
not in addition to, such bond limit. If "NOT COVERED" is inserted
below opposite any specified INSURING CLAUSE, such INSURING CLAUSE
and any other reference to such INSURING CLAUSE shall be deemed to
be deleted from this bond.
LIMIT OF
INSURING CLAUSE LIABILITY DEDUCTIBLE
Fidelity - Blanket
$1,000,000
$25,000
Premises
$1,000,000
$25,000
Transit
$1,000,000
$25,000
Forgery or Alteration
Securities
$1,000,000
$25,000
Counterfeit Currency
$1,000,000
$25,000
Computer Systems
Fraud
$1,000,000
$25,000
Voice Initiated
Transfer Fraud
$1,000,000
$25,000
Uncollectible Items
of Deposit
$100,000
$10,000
Audit Expense
$25,000
$5,000
Provided, that there shall be no deductible applicable to any loss
under INSURING CLAUSE 1. sustained by any Investment Company.
Item 4. The liability of the Underwriter is also subject to the terms of the
following endorsements executed simultaneously herewith:
PRO9482 Ed. 07/07 Trade and Economic Sanctions Endorsement
PRO-4144-A Ed. 01/00 Investment Company Bond-Growth in
Size Provisions
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Item 5. Notice of claim should be sent to the Underwriter at:
CNA Global Specialty Lines
Fidelity-Bonding
40 Wall Street
New York, NY 10005
IN WITNESS WHEREOF, the Underwriter has caused this bond to be signed by its
Chairman and Secretary, at Chicago, Illinois, but the same shall not be binding
upon the Underwriter unless countersigned by a duly authorized representative or
of the Underwriter
Countersigned By: /s/ Daniel S. Fortin
Authorized Representative
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The UNDERWRITER, in consideration of the required premium, and in reliance on
the APPLICATION and all other statements made and information furnished to the
UNDERWRITER by the INSURED, and subject to the DECLARATIONS made a part of this
bond and to all other terms and conditions of this bond, agrees to pay the
INSURED for:
INSURING CLAUSES
1. EMPLOYEE COVERAGE
Loss resulting directly from Larceny or Embezzlement committed by any
Employee, alone or in collusion with others.
2. PREMISES COVERAGE
A. PROPERTY
Loss of Property resulting directly from robbery, burglary, common-law
or statutory larceny, hold-up, misplacement, mysterious unexplainable
disappearance, damage, destruction or abstraction or removal from the
possession, custody or control of the INSURED, while such Property is
lodged or deposited within any offices or premises located anywhere.
B. OFFICES AND EQUIPMENT
Loss of, or damage to furnishings, fixtures, stationery, supplies,
equipment, safes or vaults (but excluding all electronic data processing
equipment) within any of the INSURED'S offices resulting directly from
robbery, burglary, common law or statutory larceny or hold-up of such
offices, or attempt thereat, or by vandalism or malicious mischief, or
loss through damage to any office resulting directly from robbery,
burglary, common law or statutory larceny or hold-up of such office, or
attempts 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, equipment,
safes or vaults or is legally liable for such loss or damage always
excepting, however, a loss or damage through fire.
3. TRANSIT COVERAGE
Loss of Property resulting directly from robbery, common law or
statutory larceny, misplacement, mysterious unexplainable disappearance,
damage to or destruction of, while the Property is in transit anywhere:
a. in an armored motor vehicle, including loading and unloading
thereof,
b. in the custody of a natural person acting as a messenger of the
INSURED, or
c. in the custody of a Transportation Company and being transported
in a conveyance other than an armored motor vehicle provided,
however, that covered Property transported in such manner is
limited to the following:
I. written records,
II. securities issued in registered form which are not
endorsed or are restrictively endorsed, or
III. negotiable instruments not payable to bearer, which are
not endorsed or are restrictively endorsed.
Coverage under this INSURING CLAUSE begins immediately on the receipt of
such Property by the natural person acting as a messenger or
Transportation Company and ends immediately on delivery to the premises
of the addressee or to any representative of the addressee located
anywhere.
4. FORGERY OR ALTERATION COVERAGE
Loss resulting directly from:
a. Forgery or fraudulent material alteration of, on or in any bills
of exchange, checks, drafts, acceptances, certificates of
deposits, promissory notes, due bills, money orders, orders upon
public treasuries, letters of credit, other written promises,
orders or directions to pay sums certain in money, or receipts
for the withdrawal of Property, or
b. transferring, paying or delivering any funds or other Property,
or establishing any credit or giving any value in reliance on
any written instructions, advices, or applications directed to
the INSURED authorizing or acknowledging the transfer, payment,
delivery or receipt of funds or other Property, which
instructions, advices or applications purport to bear the
handwritten signature of any customer of the INSURED, or
shareholder or subscriber to shares of an Investment Company, or
of any banking institution, stockbroker or Employee but which
instructions or applications either bear a Forgery or a
fraudulent material alteration without the knowledge and consent
of such customer, shareholder, subscriber to shares, banking
institution, stockbroker, or Employee;
excluding, however, under this INSURING CLAUSE any loss covered under
INSURING CLAUSE 5. of this bond, whether or not coverage for INSURING
CLAUSE 5. is provided for in the DECLARATIONS of this bond.
A mechanically reproduced facsimile signature is treated the same as a
handwritten signature.
5. EXTENDED FORGERY COVERAGE
Loss resulting directly from the INSURED having in good faith, and in
the ordinary course of business, whether for its own account or for the
account of others, in any capacity:
a. acquired, accepted or received, sold or delivered, given value,
extended credit, or assumed liability in reliance upon any
original Securities, documents or other written instruments
which prove:
I. to bear a Forgery or fraudulent material alteration,
II. to have been lost or stolen, or
III. to be Counterfeit, or
b. guaranteed in writing or witnessed any signatures upon any
transfers, assignments, bills of sale, powers of attorney,
guarantees, endorsements or other obligations upon or in
connection with any Securities, documents or other written
instruments which pass or purport to pass title to them.
Actual physical possession, and continued actual physical possession,
of such Securities, documents or other written instruments by an
Employee, Custodian, or a Federal or State chartered deposit institution
is a condition precedent to the INSURED having relied on such items.
Release or return of such items is an acknowledgment by the INSURED that
it no longer relies on such items.
A mechanically reproduced facsimile signature is treated the same as a
handwritten signature.
6. COUNTERFEIT CURRENCY COVERAGE
Loss resulting directly from the receipt by the INSURED, in good faith,
of any Counterfeit money orders, currencies or coin of any country.
7. THREATS TO PERSONS COVERAGE
Loss resulting directly from surrender of Property away from an office
of the INSURED as a result of a threat communicated to the INSURED to do
bodily harm to an Employee as defined in paragraphs (1), (2) and (5) of
the definition, a Relative or invitee of such Employee, or a resident of
the household of such Employee, who is, or allegedly is, being held
captive provided, however, that prior to the surrender of such Property:
a. the Employee who receives the threat has made a reasonable
effort to notify an officer of the INSURED who is not involved
in such threat, and
b. the INSURED has made a reasonable effort to notify the Federal
Bureau of Investigation and local law enforcement authorities
concerning such threat.
It is agreed that for purposes of the INSURING CLAUSE, any Employee of
the INSURED, as set forth in the preceding paragraph, shall be deemed
to be an INSURED hereunder, but only with respect to the surrender of
money, securities and other tangible personal property in which such
Employee has a legal or equitable interest.
8. COMPUTER SYSTEMS COVERAGE
Loss resulting directly from fraudulent entry of data into or change
of data elements or programs within the INSURED'S proprietary Computer
System or a Computer System operated or used by the INSURED and
declared in the APPLICATION, provided that the fraudulent entry or
change causes:
a. Property to be transferred, paid or delivered,
b. an account of the INSURED, or of its customer, to be added,
deleted, debited, or credited, or
c. an unauthorized account or a fictitious account to be debited
or credited.
9. VOICE INITIATED TRANSACTION COVERAGE
Loss resulting directly from a Voice Initiated Transaction directed to
the INSURED authorizing the transfer of dividends or redemption proceeds
of Investment Company shares from a Customer's account, provided such
Voice Initiated Transaction was:
a. received at the INSURED'S offices by those Employees of the
INSURED specifically authorized to receive the Voice Initiated
Transaction,
b. made by a person purporting to be a Customer, and
c. made by said person for the purpose of causing the INSURED
or Customer to sustain a loss or making an improper personal
financial gain for such person or any other person.
In order for coverage to apply under this INSURING CLAUSE, all Voice
Initiated Transactions must be received and processed in accordance
with the Designated Procedures outlined in the APPLICATION furnished
to the UNDERWRITER.
10. UNCOLLECTIBLE ITEMS OF DEPOSIT COVERAGE
Loss resulting directly from the INSURED having credited an account of
a customer, shareholder or subscriber on the faith of any Items of
Deposit which prove to be uncollectible, provided that the crediting
of said account causes:
a. redemptions or withdrawals to be permitted,
b. shares to be issued, or
c. dividends to be paid,
from an account of an Investment Company.
In order for coverage to apply under this INSURING CLAUSE, the
INSURED must hold Items of Deposit for the minimum number of days stated
in the APPLICATION before permitting any redemptions or withdrawals,
issuing any shares or paying any dividends with respect to such Items of
Deposit.
Items of Deposit shall not be deemed uncollectible until the INSURED'S
standard collection procedures have failed.
11. AUDIT EXPENSE COVERAGE
Reasonable expense incurred by the INSURED for that part of an audit
or examination required by any governmental regulatory authority or
self-regulatory organization and actually conducted by such authority,
organization or their appointee by reason of the discovery of loss
sustained by the INSURED and covered by this bond.
CONDITIONS AND LIMITATIONS
1. EXCLUSIONS
A. GENERAL EXCLUSIONS APPLICABLE TO ALL INSURING CLAUSES
This bond does not directly or indirectly cover:
(1) loss not reported to the UNDERWRITER in writing within
thirty (30) days after termination of this bond as an
entirety;
(2) loss due to riot or civil commotion outside the United States
of America and Canada, or any loss due to military, naval or
usurped power, war or insurrection. However, this exclusion
shall not apply to loss which occurs in transit in the
circumstances recited in INSURING CLAUSE 3., provided that when
such transit was initiated there was no knowledge on the part
of any person acting for the INSURED of such riot, civil
commotion, military, naval or usurped power, war or
insurrection;
(3) loss resulting from dishonest acts by any member of the Board
of Directors or Board of Trustees of the INSURED who is not an
Employee, acting alone or in collusion with others;
(4) loss, or that part of any loss, resulting solely from any
violation by the INSURED or by any Employee of any law, or rule,
or regulation pursuant to any law regulating:
a. the issuance, purchase or sale of securities,
b. transactions on security or commodity exchanges or the
over-the-counter markets,
c. investment companies, or
d. investment advisors;
(5) loss of potential income including, but not limited to, interest
and dividends not realized by the INSURED or by any customer of
the INSURED;
(6) loss resulting from indirect or consequential loss of any nature;
(7) damages of any type for which the INSURED is legally liable,
except compensatory damages (but not multiples thereof) arising
from a loss covered under this bond;
(8) loss resulting from the effects of nuclear fission or fusion or
radioactivity;
(9) loss resulting from the theft of confidential information,
material or data;
(10) costs, fees and expenses incurred by the INSURED in establishing
the existence or amount of loss under this bond, provided
however, this EXCLUSION shall not apply to INSURING CLAUSE 11.;
(11) loss resulting from voice requests or instructions received over
the telephone, provided however, this EXCLUSION shall not apply
to INSURING CLAUSE 7. or 9.
B. SPECIFIC EXCLUSIONS APPLICABLE TO ALL INSURING CLAUSES EXCEPT
INSURING CLAUSE 1.
This bond does not directly or indirectly cover:
(1) loss caused by an Employee, provided, however, this EXCLUSION
shall not apply to loss covered under INSURING CLAUSE 2. or 3.
which results directly from misplacement, mysterious
unexplainable disappearance, or damage to or destruction of
Property;
(2) loss through the surrender of Property away from an office of
the INSURED as a result of a threat:
a. to do bodily harm to any person, except loss of Property
in transit in the custody of any person acting as
messenger of the INSURED, provided that when such
transit was initiated there was no knowledge by the
INSURED of any such threat, and provided further that
this EXCLUSION shall not apply to INSURING CLAUSE 7., or
b. to do damage to the premises or property of the INSURED;
(3) loss involving Items of Deposit which are not finally paid for
any reason provided however, that this EXCLUSION shall not
apply to INSURING CLAUSE 10.;
(4) loss resulting from payments made or withdrawals from any
account involving erroneous credits to such account;
(5) loss of Property while in the mail:
(6) loss of Property while in the custody of a Transportation
Company, provided however, that this EXCLUSION shall not
apply to INSURING CLAUSE 3.;
(7) loss resulting from the failure for any reason of a financial
or depository institution, its receiver or other liquidator to
pay or deliver funds or other Property to the INSURED provided
further that this EXCLUSION shall not apply to loss of Property
resulting directly from robbery, burglary, hold-up,
misplacement, mysterious unexplainable disappearance, damage,
destruction or abstraction from the possession, custody or
control of the INSURED.
C. EXCLUSIONS APPLICABLE TO ALL INSURING CLAUSES EXCEPT INSURING
CLAUSES 1., 4., 5.
This bond does not directly or indirectly cover:
(1) loss resulting from forgery or any alteration;
(2) loss resulting from the complete or partial non-payment of or
default on any loan whether such loan was procured in good
faith or through trick, artifice, fraud or false pretenses;
(3) loss involving a counterfeit provided, however, this EXCLUSION
shall not apply to INSURING CLAUSE 5. or 6.
2. DISCOVERY
This bond applies only to loss first discovered by any partner,
director, trustee, officer or supervisory employee of the INSURED
during the BOND PERIOD. Discovery occurs at the earlier of such
individuals being aware of;
a. facts which may subsequently result in a loss of a type covered
by this bond, or
b. an actual or potential claim in which it is alleged that the
INSURED is liable to a third party, regardless of when the act
or acts causing or contributing to such loss occurred, even
though the amount of loss does not exceed the applicable
DEDUCTIBLE AMOUNT or the exact amount or details of loss may
not then be known.
3. NOTICE TO UNDERWRITER - PROOF - LEGAL PROCEEDINGS AGAINST UNDERWRITER
a. At the earliest practicable moment, not to exceed thirty (30)
days after discovery of loss, the INSURED shall give the
UNDERWRITER notice thereof.
b. Within six (6) months after such discovery, the INSURED shall
furnish to the UNDERWRITER proof of loss, duly sworn to, with
full particulars.
c. Securities listed in a proof of loss shall be identified by
certificate or bond numbers, if issued with them.
d. Legal proceedings for the recovery of any loss under this bond
shall not be brought prior to the expiration of sixty (60) days
after the proof of loss is filed with the UNDERWRITER or after
the expiration of twenty-four (24) months from the discovery of
such loss.
e. This bond affords coverage only in favor of the INSURED. No
claim, suit, action or legal proceedings shall be brought under
this bond by anyone other than the INSURED.
4. LIMIT OF LIABILITY/NON - REDUCTION AND NON-ACCUMULATION OF LIABILITY
At all times prior to termination of this bond, this bond shall continue
in force for the limit stated in the applicable sections of ITEM 3. of
the DECLARATIONS, notwithstanding any previous loss for which the
UNDERWRITER may have paid or be liable to pay under this bond provided,
however, that the liability of the UNDERWRITER under this bond with
respect to all loss resulting from:
a. any one act of burglary, robbery or hold-up, or attempt thereat,
in which no Employee is concerned or implicated, or
b. any one unintentional or negligent act on the part of any one
person resulting in damage to or destruction or misplacement of
Property, or
c. all acts, other than those specified in a. above, of any one
person, or
d. any one casualty or event other than those specified in a., b.,
or c. above,
shall be deemed to be one loss and 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.
All acts, as specified in c. above, of any one person which
i. directly or indirectly aid in any way wrongful acts of any other
person or persons, or
ii. permit the continuation of wrongful acts of any other person or
persons
whether such acts are committed with or without the knowledge of the
wrongful acts of the person so aided, and whether such acts are
committed with or without the intent to aid such other person, shall be
deemed to be one loss with the wrongful acts of all persons so aided.
5. DEDUCTIBLE
The UNDERWRITER shall not be liable under any INSURING CLAUSES of this
bond on account of loss unless the amount of such loss, after deducting
the net amount of all reimbursement and/or recovery obtained or made by
the 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 4. of the DECLARATIONS,
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.
There shall be no deductible applicable to any loss under INSURING
CLAUSE 1 sustained by any Investment Company.
6. COURT COSTS AND ATTORNEYS' FEES
The UNDERWRITER will indemnify the INSURED for 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 claim, suit or legal proceeding with
respect to which the INSURED would be entitled to recovery under this
bond. However, with respect to INSURING CLAUSE 1. this Section shall
only apply in the event that:
a. an Employee admits to being guilty of Larceny or Embezzlement,
b. an Employee is adjudicated to be guilty of Larceny or
Embezzlement, or
c. in the absence of a. or b. above, an arbitration panel agrees,
after a review of an agreed statement of facts between the
UNDERWRITER and the INSURED, that an Employee would be found
guilty of Larceny or Embezzlement if such Employee were
prosecuted.
The INSURED shall promptly give notice to the UNDERWRITER of any such
suit or legal proceeding and at the request of the UNDERWRITER shall
furnish copies of all pleadings and pertinent papers to the UNDERWRITER.
The UNDERWRITER may, at its sole option, elect to conduct the defense of
all or part of such legal proceeding. The defense by the UNDERWRITER
shall be in the name of the INSURED through attorneys selected by the
UNDERWRITER. The INSURED shall provide all reasonable information and
assistance as required by the UNDERWRITER for such defense.
If the amount demanded in any such suit or legal proceeding is greater
than the LIMIT OF LIABILITY stated in ITEM 3. of the DECLARATIONS for
the applicable INSURING CLAUSE, or if a DEDUCTIBLE AMOUNT is applicable,
or both, the UNDERWRITER'S liability for court costs and attorneys' fees
incurred in defending all or part of such legal proceeding is limited to
the proportion of such court costs and attorneys' fees incurred that the
LIMIT OF LIABILITY stated in ITEM 3. of the DECLARATIONS for the
applicable INSURING CLAUSE bears to the total of the amount demanded in
such suit or legal proceeding.
Amounts paid by the UNDERWRITER for court costs and attorneys' fees
shall be in addition to the LIMIT OF LIABILITY stated in ITEM 3. of the
DECLARATIONS.
If the UNDERWRITER declines to defend the INSURED, no settlement without
the prior written consent of the UNDERWRITER nor judgment against the
INSURED shall determine the existence, extent or amount of coverage under
this bond, and the UNDERWRITER shall not be liable for any costs, fees
and expenses incurred by the INSURED.
7. VALUATION OF PROPERTY
The value of any loss of Property other than books of account or other
records used by the INSURED in the conduct of its business, for which a
claim is made shall be determined by the average market value of such
Property on the business day immediately preceding discovery of such
loss provided, however, that the value of any Property replaced by the
INSURED with the consent of the UNDERWRITER and prior to the settlement
of any claim for such Property shall be actual market value at the time
of replacement.
In the case of a loss of interim certificates, warrants, rights or other
securities, the production of which is necessary to the exercise of
subscription, conversion, redemption or deposit privileges, the value of
them shall be the market value of such privileges immediately preceding
their expiration if said loss is not discovered until after their
expiration. If no market price is quoted for such Property or for such
privileges, the value shall be fixed by agreement between the parties.
The value of any loss of Property consisting of books of account or
other records used by the INSURED in the conduct of its business shall
be the amount paid by the INSURED for blank books, blank pages, or other
materials which replace the lost books of account or other records, plus
the cost of labor paid by the INSURED for the actual transcription or
copying of data to reproduce such books of account or other records.
8. VALUATION OF PREMISES AND FURNISHINGS
In the case of loss or damage to any office of the INSURED or to the
furnishings, fixtures, stationery, supplies, equipment, safes or vaults,
the UNDERWRITER shall not be liable for more than the actual cash value
thereof, or for more than the actual cost of 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 the actual cash value or the cost of replacement or
repair, it shall be determined by arbitration.
9. SECURITIES SETTLEMENT
In the event of a loss of securities covered under this bond, the
UNDERWRITER may, at its sole discretion, purchase replacement securities,
tender the value of the securities in money, or issue its indemnity to
effect replacement securities.
The indemnity required from the INSURED under the terms of this Section
against all loss, cost or expense arising from the replacement of
securities by the UNDERWRITER'S indemnity shall be:
a. for securities having a value less than or equal to the
applicable DEDUCTIBLE AMOUNT one hundred (100% percent);
b. for securities having a value in excess of the DEDUCTIBLE AMOUNT
but within the applicable LIMIT OF LIABILITY- the percentage
that the DEDUCTIBLE AMOUNT bears to the value of the securities;
c. for securities having a value greater than the applicable LIMIT
OF LIABILITY the percentage that the DEDUCTIBLE AMOUNT and
portion in excess of the applicable LIMIT OF LIABILITY bears to
the value of the securities.
The value referred to in a., b., and c. above is the value in accordance
with SECTION 8, VALUATION OF PROPERTY, regardless of the value of such
securities at the time the loss under the UNDERWRITER'S indemnity is
sustained.
The UNDERWRITER is not required to issue its indemnity for any portion
of a loss of securities which is not covered by this bond; however, the
UNDERWRITER may do so as a courtesy to the INSURED and at its sole
discretion.
The INSURED shall pay the proportion of the UNDERWRITER'S premium charge
for the UNDERWRITER'S indemnity as set forth in a., b., and c. above.
No portion of the LIMIT OF LIABILITY shall be used as payment of premium
for any indemnity purchased by the INSURED to obtain replacement
securities.
10. SUBROGATION - ASSIGNMENT-RECOVERY
In the event of a payment under this bond, the UNDERWRITER shall be
subrogated to all of the INSURED'S rights of recovery against any person
or entity to the extent of such payment. On request, the INSURED shall
deliver to the UNDERWRITER an assignment of the INSURED'S rights, title
and interest and causes of action against any person or entity to the
extent of such payment.
Recoveries, whether effected by the UNDERWRITER or by the INSURED, shall
be applied net of the expense of such recovery, first to the
satisfaction of the INSURED'S loss which would otherwise have been paid
but for the fact that it is in excess of the applicable LIMIT OF
LIABILITY, second, to the UNDERWRITER in satisfaction of amounts paid in
settlement of the INSURED'S claim and third, to the INSURED in
satisfaction of the applicable DEDUCTIBLE AMOUNT. Recovery from
reinsurance and/or indemnity of the UNDERWRITER shall not be deemed a
recovery under this section.
11. COOPERATION OF INSURED
At the UNDERWRITER'S request and at reasonable times and places
designated by the UNDERWRITER the INSURED shall submit to examination
by the UNDERWRITER and subscribe to the same under oath, produce for
the UNDERWRITER'S examination all pertinent records, and cooperate with
the UNDERWRITER in all matters pertaining to the loss.
The INSURED shall execute all papers and render assistance to secure to
the UNDERWRITER the rights and causes of action provided for under this
bond. The INSURED shall do nothing after loss to prejudice such rights
or causes of action.
12. OTHER INSURANCE
Coverage under this bond shall apply only as excess over any valid and
collectible insurance, indemnity or suretyship obtained by or on behalf
of the INSURED, a Transportation Company, or another entity on whose
premises the loss occurred or which employed the person causing the
loss or engaged the messenger conveying the Property involved.
13. ADDITIONAL COMPANIES INCLUDED AS INSURED
If more than one corporation, or Investment Company, or any
combination of them is included as the INSURED herein:
a. The total liability of the UNDERWRITER under this bond 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 under this bond if all such losses were sustained by any
one of them.
b. Only the first named INSURED shall be deemed to be the sole
agent of the others for all purposes under this bond,
including but not limited to the giving or receiving of any
notice or proof required to be given and for the purpose of
effecting or accepting any amendments to or termination of this
bond. The UNDERWRITER shall furnish each Investment Company
with a copy of the bond and with any amendment thereto, together
with a copy of each formal filing of claim by any other named
INSURED and notification of the terms 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 the first named
INSURED.
d. Knowledge possessed or discovery made by any partner, director,
trustee, officer or supervisory employee of any INSURED shall
constitute knowledge or discovery by all the INSUREDS for the
purposes of this bond.
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 purpose of
this bond.
14. ADDITIONAL OFFICES OR EMPLOYEES - CONSOLIDATION, MERGER OR PURCHASE OR
ACQUISITION OF ASSETS OR LIABILITIES - NOTICE TO UNDERWRITER
If the INSURED, other than an Investment Company, while this bond is
in force, merges or consolidates with, or purchases or acquires assets
or liabilities of another institution, the INSURED shall not have the
coverage afforded under this bond for loss which:
a. has occurred or will occur in offices or on premises, or
b. has been caused or will be caused by an employee or employees,
or
c. has arisen or will arise out of the assets or liabilities
acquired unless the INSURED
i. gives the UNDERWRITER written notice of the proposed
consolidation, merger or purchase or acquisition of
assets or liabilities prior to the proposed effective
date of such action, and
ii. obtains the written consent of the UNDERWRITER to
extend some or all of the coverage provided by this
bond to such additional exposure, and
iii. on obtaining such consent pays to the UNDERWRITER an
additional premium.
15. CHANGE OF CONTROL - NOTICE TO UNDERWRITER
When the INSURED learns of a change in control (other than in an
Investment Company), as set forth in Section 2(a) (9) of the Investment
Company Act of 1940, the INSURED shall within thirty (30) days 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 registered in
another name),
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
c. the total number of outstanding voting securities.
Failure to give the required notice shall result in termination of
coverage for any loss involving a transferee, to be effective on the
date of such change in control.
16. REPRESENTATIONS MADE BY INSURED
The INSURED represents that all information it has furnished in the
APPLICATION for this bond or otherwise is complete, true and correct.
Such APPLICATION and other information constitute part of this bond.
The INSURED must promptly notify the UNDERWRITER of any change in any
fact or circumstance which materially affects the risk assumed by the
UNDERWRITER under this bond.
Any misrepresentation, omission, concealment or incorrect statement
of a material fact, in the APPLICATION or otherwise, shall be grounds
for rescission of this bond.
17. TERMINATION - CANCELLATION
If the bond is for a sole INSURED, it shall not be terminated or
canceled unless written notice shall have been given by the acting
party to the affected party and to the Securities and Exchange
Commission,
Washington, D.C., not less than sixty (60) days prior to the effective
date of such termination or cancellation.
If the bond is for a joint INSURED, it shall not be terminated or
canceled unless written notice shall have been given by the acting
party to the affected party, and by the UNDERWRITER to all INSURED
Investment Companies and to the Securities and Exchange Commission,
Washington, D.C., not less than sixty (60) days prior to the effective
date of such termination or cancellation.
This bond will terminate as to any one INSURED, other than an Investment
Company, immediately on the taking over of such INSURED by a receiver or
other liquidator or by State or Federal officials, or immediately on the
filing of a petition under any State or Federal statute relative to
bankruptcy or reorganization of the INSURED, or assignment for the
benefit of creditors of the INSURED, or immediately upon such INSURED
ceasing to exist, whether through merger into another entity,
disposition of all of its assets or otherwise.
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.
Coverage will terminate as to any Employee:
a. immediately on any partner, director, trustee, or officer or
supervisory employee not acting in collusion with such Employee,
learning of any dishonest act committed by such Employee at any
time, whether in the employment of the INSURED or otherwise,
whether or not such act is of the type covered under this bond,
and whether against the INSURED or any other person or entity,
or
b. sixty (60) days after the receipt by each INSURED and by the
Securities and Exchange Commission, Washington, D.C., of a
written notice from the UNDERWRITER of its desire to terminate
this bond as to such Employee.
18. CHANGE OR MODIFICATION
This bond or any instrument amending or affecting this bond may not be
changed or modified orally. No change in or modification of this bond
shall be effective except when made by written endorsement to this bond
signed by an authorized representative of the UNDERWRITER.
If this bond is for a sole INSURED, no change or modification which
would adversely affect the rights of the INSURED shall be effective
prior to sixty (60) days after written notice has been furnished to the
Securities and Exchange Commission, Washington, D.C., by the acting
party.
If this bond is for a joint INSURED, no change or modification which
would adversely affect the rights of the INSURED shall be effective
prior to sixty (60) days after written notice has been furnished to all
insured Investment Companies and to the Securities and Exchange
Commission, Washington, D.C., by the UNDERWRITER.
DEFINITIONS
As used in this bond:
Computer System means:
1. computers, with related peripheral and storage
components, wherever located,
2. systems and applications software,
3. terminal devices, and
4. related communication networks by which data are
electronically collected, transmitted, processed,
stored, and retrieved.
Counterfeit means an imitation of an actual valid original which is
intended to deceive and be taken as the original.
Custodian means the institution designed by an Investment Company to
maintain possession and control of its assets.
Customer means an individual, corporate, partnership or trust customer
shareholder or subscriber of an Investment Company which has a written
agreement with the INSURED for Voice Initiated Transactions.
Employee means:
1. an officer of the INSURED,
2. a natural person while in the regular service of the
INSURED at any of the INSURED'S offices and compensated
directly by the INSURED through its payroll system and
subject to the United States Internal Revenue Service
Form W-2 or equivalent income reporting plans of other
countries, and whom the INSURED has the right to control
and direct both as to the result to be accomplished and
details and means by which such result is accomplished
in the performance of such service,
3. an attorney retained by the INSURED and an employee of
such attorney while either is performing legal services
for the INSURED,
4. a person provided by an employment contractor to perform
clerical, premises maintenance or security duties for
the INSURED under the INSURED'S supervision at any of
the INSURED'S offices or premises,
5. an employee of an institution merged or consolidated
with the INSURED prior to the effective date of this
bond,
6. a guest student pursuing studies or performing duties
in any of the INSURED'S offices,
7. each natural person, partnership or corporation
authorized by written agreement with the INSURED to
perform services as electronic data processor of checks
or other accounting records related to such checks but
only while such person, partnership or corporation is
actually performing such services and not:
a. creating, preparing, modifying or maintaining
the INSURED'S computer software or programs, or
b. acting as transfer agent or in any other agency
capacity in issuing checks, drafts or securities
for the INSURED,
8. a director or trustee of the INSURED, but only while
performing acts within the scope of the customary and
usual duties of any officer or employee of the INSURED
or while acting as a member of any committee duly
elected or appointed to examine or audit or have custody
of or access to Property of the INSURED, or
9. any partner, officer or employee of an investment
adviser, an underwriter (distributor), a transfer agent
or shareholder accounting recordkeeper, or an
administrator, for an Investment Company while
performing acts coming within the scope of the customary
and usual duties of an officer or
employee of an Investment Company or acting as a member
of any committee duly elected or appointed to examine,
audit or have custody of or access to Property of an
Investment Company.
The term Employee shall not include any partner, officer or
employee of a transfer agent, shareholder accounting
recordkeeper or administrator:
a. which is not an "affiliated person" (as defined in
Section 2(a) of the Investment Company Act of 1940) of
an Investment Company or of the investment adviser or
underwriter (distributor) of such Investment Company, or
b. which is a "bank" (as defined in Section 2(a) of the
Investment Company Act of 1940).
This bond does not afford coverage in favor of the employers of persons
as set forth in 4. and 7. above, and upon payment to the INSURED by the
UNDERWRITER resulting directly from Larceny or Embezzlement committed by
any of the partners, officers or employees of such employers, whether
acting alone or in collusion with others, an assignment of such of the
INSURED'S rights and causes of action as it may have against such
employers by reason of such acts so committed shall, to the extent of
such payment, be given by the INSURED to the UNDERWRITER, and the
INSURED shall execute all papers necessary to secure to the UNDERWRITER
the rights provided for herein.
Each employer of persons as set forth in 3., 4. and 7. above and the
partners, officers and other employees of such employers shall
collectively be deemed to be one person for all the purposes of this
bond, excepting, however, the last paragraph of Section 18.
Independent contractors not specified in 3., 4.,7. above,
intermediaries, agents, brokers or other representatives of the same
general character shall not be considered Employees.
Forgery means the signing of the name of another person or organization
with the intent to deceive but does not mean a signature which consists
in whole or in part of one's own name, with or without authority, in
any capacity, for any purpose.
Investment Company means an investment company registered under the
Investment Company Act of 1940 and as listed under the NAME OF INSURED
on the DECLARATIONS.
Items of Deposit means one or more checks or drafts drawn upon a
financial institution in the United States of America.
Larceny or Embezzlement means larceny or embezzlement as set forth in
Section 37 of the Investment Company Act of 1940.
Property means money (i.e., currency, coin, bank notes, or Federal
Reserve notes); postage and revenue stamps; U.S. Savings Stamps;
securities, including any note, stock, treasury stock, bond,
debenture, evidence of indebtedness, certificate of deposit,
certificate of interest or participation in any profit-sharing
agreement, collateral trust certificate, preorganization certificate
or subscription, transferable share, investment contract, voting
trust certificate, certificate of deposit for a security, fractional
undivided interest in oil, gas, or other mineral rights, any
interest or instruments commonly known as security under the
Investment Company Act of 1940, any other certificate of interest
or participation in, temporary or interim certificate for, receipt
for, guarantee of, or warrant or right to subscribe to or purchase
any of the foregoing; bills of exchange; acceptances; checks;
withdrawal orders; money orders; travelers' letters of credit;
bills of lading; abstracts of title; insurance policies; deeds;
mortgages on real estate and/or upon chattels and interests therein;
assignments of such policies, mortgages and instruments; other
valuable papers, including books of accounts and other records used
by the INSURED in the conduct of its business (but excluding all
electronic data processing records); and, all other instruments
similar to or in the nature of the foregoing in which the INSURED
acquired an interest at the time of the INSURED'S consolidation
or merger with, or purchase of the principal assets of, a 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.
Relative means the spouse of an Employee or partner of the INSURED and
any unmarried child supported wholly by, or living in the home of, such
Employee or partner and being related to them by blood, marriage or
legal guardianship.
Securities, documents or other written instruments means original
(including original counterparts) negotiable or non-negotiable
instruments, or assignments thereof, which in and of themselves
represent an equitable interest, ownership, or debt and which are in
the ordinary course of business transferable by delivery of such
instruments with any necessary endorsements or assignments.
Transportation Company means any organization which provides its own
or leased vehicles for transportation or which provides freight
forwarding or air express services.
Voice Initiated Election means any election concerning dividend options
available to Investment Company shareholders or subscribers which is
requested by voice over the telephone.
Voice Initiated Redemption means any redemption of shares issued by an
Investment Company which is requested by voice over the telephone.
Voice Initiated Transaction(s) means any Voice Initiated Redemption or
Voice Initiated Election.
/s/ Jonathan D. Kantor /s/ Stephen W. Lilienthal
Secretary Chairman of the Board
|
Trade and Economic Sanctions Endorsement
In consideration of the premium paid, a new condition is added to the policy as
follows:
This policy does not provide coverage for an Named Entity Insured transaction
or that part of Loss that is uninsurable under the laws or regulations of the
United States concerning trade or economic sanctions.
All other terms and conditions of the Policy remain unchanged.
This endorsement, which forms a part of and is for attachment to the Policy
issued by the designated Insurers, takes effect on the effective date of said
Policy at the hour stated in said Policy and expires concurrently with said
Policy unless another effective date is shown below.
By Authorized Representative /s/ Daniel S. Fortin
________________________________________________________________________
(No signature is required if issued with the Policy or if it is effective
on the Policy Effective Date)
|
INVESTMENT COMPANY BOND
GROWTH IN SIZE PROVISIONS
In consideration of the premium paid, it is understood and agreed that
CONDITIONS AND LIMITATIONS, Section 14. ADDITIONAL OFFICES OR EMPLOYEES-
CONSOLIDATION, MERGER OR PURCHASE OR ACQUISITION OF ASSETS OR LIABILITIES-
NOTICE TO UNDERWRITER is amended by the addition of the following:
14. INCREASE IN SIZE
If an INSURED, other than an Investment Company as defined in the Policy,
merges or consolidates with or purchases or acquires assets or liabilities of
another entity, there is no coverage under this bond for loss which involves any
assets or employees acquired as a result of that transaction unless the INSURED
gives the UNDERWRITER written notice of the proposed transaction prior to its
proposed effective date and obtains the written consent of the UNDERWRITER to
include those assets or employees under this bond and pays the UNDERWRITER any
additional premium charged.
If an INSURED creates, other than by acquisition, a new investment company
required by the SEC Reg 17g-1 to have coverage of the type afforded by this
bond, that investment company will be automatically insured hereunder, provided
that the total combined limit of liability for all INSURED covered hereunder,
as required by SEC Reg 17g-1, including the newly created investment company
does not exceed $2,000,000. If the coverage required for the newly created
investment company will exceed that limit, no coverage will be provided
hereunder for the investment company without the written consent of the
UNDERWRITER.
If an Investment Company requires an increase in limits to comply with SEC
Reg. 17g-1 due to an increase in asset size, whether by growth of current funds
insured under the bond or by the addition of new funds, that increase in limits
shall take place automatically and will be covered until the next Annual Period
without payment of additional premium, provided that the total combined limit
of liability for all INSUREDS under this bond does not exceed $2,000,000 after
including the increase in limits needed due to the increase in asset size. If
the increase in limits needed as a result of the increase in assets will exceed
$2,000,000, then the increase will not occur unless written consent of the
UNDERWRITER is obtained.
Within 15 days of the end of each Annual Period, each Investment Company
insured hereunder shall advise the UNDERWRITER, in writing, of its current
asset size as of the conclusion of that Annual Period and shall pay to the
UNDERWRITER any additional premium required by it for any newly created
investment companies or any increase in limits that will carry into the current
Annual Period.
DEFINITIONS
Annual Period means each consecutive twelve month period commencing on the
effective date of this bond.
This endorsement, which forms a part of and is for attachment to the following
described Policy issued by the designated Insurers takes effect on the
effective date of said Policy, unless another effective date is shown below,
at the hour stated in said Policy and expires concurrently with said Policy.
Must be Completed
ENDT. NO.
POLICY NO.
2 287185216
Complete Only When This Endorsement Is Not Prepared with the bond/policy
or is Not to be Effective with the bond/policy
ISSUED TO EFFECTIVE DATE OF
THIS ENDORSEMENT
Countersigned by /s/ Daniel S. Fortin
Authorized Representative
|
CHANGE OF NAME OR ADDRESS RIDER
It is agreed that:
1. The Underwriter gives its consent to the change of the Name
or Principal Address of the Insured from
MyShares, LLC
to
FocusShares, LLC
PROVIDED, however, that the liability of the Underwriter under the attached
bond and under the attached bond as changed by this rider shall not be
cumulative.
Accepted: FocusShares, LLC
Insert new name of Insured.
By: Jonathan D. Kantor Secretary
Title
|
FocusShares, LLC
Insert old name of Insured, if name changed.
By: Stephen W. Lilienthal Chairman of the Board
Title
CHANGE OF NAME OR ADDRESS RIDER
FOR USE WITH ALL FORMS OF STANDARD BONDS,
CONSENT TO THE CHANGE IN NAME OR ADDRESS OF THE INSURED.
REVISED TO MAY, 1957.
This endorsement, which forms a part of and is for attachment to the following
described Policy issued by the designated Insurers takes effect on the
effective date of said Policy, unless another effective date is shown below,
at the hour stated in said Policy and expires concurrently with said Policy.
Must be Completed
ENDT. NO.
POLICY NO.
3 287185216
Complete Only When This Endorsement Is Not Prepared with the bond/policy
or is Not to be Effective with the bond/policy
ISSUED TO EFFECTIVE DATE OF
THIS ENDORSEMENT
FocusShares, LLC 11/13/2007
|
Countersigned by /s/ Daniel S. Fortin
Authorized Representative
|
Page 1 of 1
CHANGE OF NAME OR ADDRESS RIDER
It is agreed that:
1. The Underwriter gives its consent to the change of the Name
or Principal Address of the Insured from
FocusShares, LLC
to
FocusShares Trust
PROVIDED, however, that the liability of the Underwriter under the attached
bond and under the attached bond as changed by this rider shall not be
cumulative.
Accepted: FocusShares Trust
Insert new name of Insured.
By: Jonathan D. Kantor Secretary
Title
|
FocusShares, Trust
Insert old name of Insured, if name changed.
By: Stephen W. Lilienthal Chairman of the Board
Title
CHANGE OF NAME OR ADDRESS RIDER
FOR USE WITH ALL FORMS OF STANDARD BONDS,
CONSENT TO THE CHANGE IN NAME OR ADDRESS OF THE INSURED.
REVISED TO MAY, 1957.
TMust be Completed
ENDT. NO.
POLICY NO.
4 287185216
Complete Only When This Endorsement Is Not Prepared with the bond/policy
or is Not to be Effective with the bond/policy
ISSUED TO EFFECTIVE DATE OF
THIS ENDORSEMENT
FocusShares Trust 11/13/2007
|
Countersigned by /s/ Daniel S. Fortin
Authorized Representative
|
Page 1 of 1
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