JOINT FIDELITY BOND AGREEMENT
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AGREEMENT made effective this 1st day of April, 2020, by X.X. Xxxxxx
Exchange-Traded Fund Trust on behalf of each of its series (each
a "Registrant" and collectively, the "Registrants" and each an "Insured"
and collectively, the "Insureds").
WHEREAS, each Registrant is a series of a management
investment company registered under the Investment Company Act of 1940,
as amended (the "1940 Act"); and
WHEREAS, pursuant to the requirements of Rule 17g-1 under the
1940 Act, each Registrant is required to maintain a fidelity bond against
larceny and embezzlement covering certain of its officers and employees;
and
WHEREAS, Rule 17g-1 provides that a registered management
investment company may obtain a joint insured bond covering itself and
other persons, as specified in Rule 17g-1(b) under the 1940 Act, including
other registered investment companies that are managed and/or whose
shares are distributed by the same entities (or affiliates of such entities);
and
WHEREAS, each of the Registrants is managed by subsidiaries or
affiliates of JPMorgan Chase & Co. ("JPMorgan"); and
WHEREAS, the Insureds have entered into a Registered Management
Investment Company Bond issued by ICI Mutual Insurance Company ("Bond");
and
WHEREAS, the Insureds desire to provide for: (1) the method by
which the amount of coverage provided under the Bond will be determined
from time to time; and (2) an equitable and proportionate allocation of any
proceeds received under the Bond in the event that one or more Insureds
suffer loss and consequently are entitled to recover under the Bond;
NOW THEREFORE, it is hereby agreed among the parties hereto as follows:
1. Amount of Coverage Maintained. The amount of fidelity bond
coverage under the Bond shall at all times be at least equal in amount to the
total amount of coverage which each Registrant would have been required
to provide and maintain individually pursuant to the schedule set forth in
paragraph (d) of Rule 17g-1 under the 1940 Act had each Registrant not been a
named Insured under the Bond.
2. Allocation of Recovery. In the event recovery is received under the
Bond as a result of loss sustained by more than one of the Insureds, each such
Registrant shall receive an equitable and proportionate share of the recovery
which shall be at least equal to the amount which that Registrant would have
received had it provided and maintained a single insured bond with the
minimum coverage required by Rule 17g-1(d)(1).
3. Allocation of Premiums. No premium shall be paid by a Registrant
under the Bond unless that Registrant's Board of Trustees, including majority
of those Trustees who are not "interested persons" of the Registrant as defined
by Section 2(a)(19) of the 1940 Act, shall approve the portion of the premium
to be paid by that Registrant. The premium payable on the Bond shall be
allocated among the Insureds as determined by the Registrants' Board
of Trustees.
4. Amendment. This Agreement may not be amended or modified in
any manner except by a written agreement executed by the parties.
5. Applicable Law. This Agreement shall be construed and the
provisions thereof interpreted under and in accordance with the laws of the
State of New York.
6. Term. The term of this Agreement shall commence on the date
hereof and shall terminate upon the termination or cancellation of the Bond.
IN WITNESS WHEREOF, each of the parties has caused this Agreement
to be executed in its name and behalf by its authorized representative
effective as of the day and year first above written.
X.X. Xxxxxx Exchange-Traded Fund Trust
/s/ Xxxxxxxxx X. Xxxxxxxxx
____________________________
Name: Xxxxxxxxx X. Xxxxxxxxx
Title: Assistant Treasurer
