JOINT INSURED BOND AGREEMENT
THIS JOINT INSURED BOND AGREEMENT (the "Agreement"), made as of this
15th day of March, 2021, by and between Nationwide Mutual Funds ("NMF")
and Nationwide Variable Insurance Trust ("NVIT") (NMF and NVIT hereinafter
referred to collectively as either the "Funds" or the "Joint Insureds").
WITNESSETH:
WHEREAS, each of NMF and NVIT are registered management investment
companies; and
WHEREAS, the board of trustees of each of NMF and NVIT (collectively,
the "Boards"), including a majority of the Trustees of each of the Boards
who are not "interested persons" of said investment company, as that term
is defined in Section 2(a)(19) of the Investment Company Act of 1940,
as amended (the "1940 Act") (said Trustees hereinafter referred to as the
"Independent Trustees"), has authorized and approved, pursuant to Rule 17g-1
under the 1940 Act, a joint insured bond (hereinafter, the "Joint
Insured Bond"); and
WHEREAS, the Funds are jointly named as insured parties pursuant to the Joint
Insured Bond, which consists of a one-year policy in the total amount of
$10,000,000 coverage for the period from March 15, 2021 to March 15, 2022,
for a total prepaid premium of $16,950; and
WHEREAS, the Boards have determined that the amount of the Joint Insured
Bond is at least equal to the total amount that each Fund would have been
required to provide and maintain individually under Rule 17g-1(d)(1) under
the 1940 Act had each such Fund not been named under the Joint Insured Bond; and
WHEREAS, in regard to the allocation among the Joint Insureds of said prepaid
premium under the Joint Insured Bond, the Independent Trustees have taken into
consideration all relevant factors in relation to the Joint Insured Bond,
including, but not limited to: (i) the number of other parties to the Joint
Insured Bond; (ii) the nature of the business activities of these parties;
(iii) the amount of the Joint Insured Bond; (iv) the amount of the premium
for the Joint Insured Bond; (v) the ratable allocation of the premium among
all parties named as Joint Insureds; and (vi) the extent to which the share
of the premium allocation to a Joint Insured is less than the premium the Joint
Insured would have had to pay if the Joint Insured had been provided and
maintained a single insured bond; and
WHEREAS, the Boards have determined that the Boards satisfy the fund
governance provisions of Rule 0-1(a)(7) under the 1940 Act; and
WHEREAS, the Joint Insureds, pursuant to Rule 17g-1(f) under the
1940 Act, are required to enter into an agreement dealing with, among
other things, their respective rights under the Joint Insured Bond in
the event of a loss thereunder.
NOW, THEREFORE, the parties hereto hereby agree as follows:
1. As often as their fiduciary duties require, but, in the case
of each registered management investment company, not less than
once every twelve (12) months, the Boards of the Joint Insureds,
including a majority of the Independent Trustees of each of the
Boards, with due consideration to all relevant factors, shall
approve the form, amount, and coverage of the Joint Insured Bond,
including, but not limited to, the portion of the premium to be
paid by said registered management investment companies, which
shall meet the requirements of Rule 17g-1 under the 1940 Act.
2. Accordingly, the parties hereby agree that:
i. the premium for the Joint Insured Bond shall
be paid one-hundred-percent (100%) by the Funds;
ii. in accordance with Rule 17g-1(e) under the 1940 Act,
the portion of the premium to be paid by the Funds under
the Joint Insured Bond shall be allocated to each Fund
on the basis of the proportionate share of the sum of the
premiums that would have been paid by the Fund if a
joint insured bond were purchased separately by each
Fund, and, in accordance with the recommendation by
Crystal & Company, Inc., the insurance broker for the
Funds, said premium shall be allocated relative to the
net asset amount of NMF on March 15, 2021 ($26,851,642,231),
and allocated relative to the net asset amount of NVIT on
March 15, 2021 ($75,325,764,070); and
iii. said allocation is fair and reasonable.
3. In the event that recovery is to be received under the Joint
Insured Bond as a result of a loss sustained by one or both of
the Joint Insureds, each Fund sustaining the loss shall receive
an equitable and proportionate share of the recovery but at least
equal to the amount which the Fund would have received had the
Fund provided and maintained a single insured bond with the minimum
coverage required by Rule 17g-1(d)(1) under the 1940 Act.
4. Each Joint Insured which is a registered management investment
company shall comply with the filing and notification requirements
of Rule 17g-1(g) under the 1940 Act during the term of this Agreement.
5. This Agreement is effective as of the date first written above.
6. Within sixty (60) days prior to the anniversary date of the Joint
Insured Bond, either Fund, upon written notice to the other Fund,
may terminate the terminating Fund's participation hereunder.
This Agreement shall terminate upon the mutual written consent
of each party hereto.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
signed on their behalf as of the day and year first written above.
NATIONWIDE MUTUAL FUNDS
By: /s/Xxxxxxx X. Xxxxxxxx
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Name: Xxxxxxx X. Xxxxxxx
Title: President
NATIONWIDE VARIABLE INSURANCE TRUST
By: /s/Xxxxxxx X. Xxxxxxxx
------------------------
Name: Xxxxxxx X. Xxxxxxxx
Title: President
