JOINT FIDELITY BOND AGREEMENT
Exhibit (v)
THIS AGREEMENT is made as of December 31, 2016, by and among certain registered investment companies (the "Funds") managed by Xxxxxxx Research and Management (“CRM”) each listed on Appendix A, as amended from time to time; and certain other non-Fund entities affiliated with CRM (collectively the “CRM Parties”), each listed on Appendix A, as amended from time to time; all of which are named insureds (the “Insureds”) under a joint insured fidelity bond (the “Bond”) issued by one or more insurance companies (the “Insurer”), which may from time to time be amended or replaced:
WHEREAS, CRM acts as investment adviser of the Funds, and may from time to time hereafter act as investment adviser of other funds; and Xxxxx Xxxxx Distributors, Inc. acts as principal underwriter for certain of the Funds, and may from time to time hereafter act as principal underwriter for certain other funds; and
WHEREAS, each Fund has registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a management investment company; and
WHEREAS, Rule 17g-1(f) under the 1940 Act requires registered management investment companies named as an insured on a joint fidelity bond to enter into certain agreements with the other named insureds; and
WHEREAS, the Insureds each will benefit from its participation in the Bond; and
WHEREAS, the Insureds desire to establish the criteria by which (i) the annual premium shall be allocated among the parties, (ii) parties may be added to the Bond, and (iii) losses in excess of the face amount of the Bond shall be allocated among the parties:
NOW, THEREFORE, it is agreed as follows:
1. Allocation of Premiums. The premium payable on the Bond shall be allocated between the Funds and the CRM Parties in the manner approved by the Board of Trustees/Directors of the Funds (the “Board”), including a majority of the Board who are not “interested persons” of the Funds as defined by Section 2 (a) (19) of the Investment Company Act of 1940, as amended (the “1940 Act”) (the “Independent Trustees/Directors”). The amount of premium allocated to the Funds shall then be allocated among the Funds in the manner approved by the Board, including a majority of the Independent Trustees/Directors. The amount of premium payable by the CRM Parties may be allocated among the CRM Parties as mutually agreed by them.
2. Additional Parties to the Agreement. If the Insurer is willing without additional premium to add as an Insured under the Bond (i) any registered investment company for which CRM hereafter is investment adviser, or (ii) any non-Fund party which qualifies as an insurable party pursuant to Rule 17g-1(b)(3) under the 1940 Act, the parties hereto agree that: (a) such addition may be made, (b) any such registered investment company may become a party to this Agreement and be included within the term “Funds”, and (c) that such affiliate or other party may become a party to this Agreement and be included within the term “CRM Parties”; provided that any party added during the term of the Agreement shall be bound by the terms of the Agreement.
3. Allocation of Claim Proceeds. In the event that the claims of loss of two or more Insureds under the Bond exceed the face amount of the Bond and are deemed to be a Single Loss as defined under the Bond, the following rules for determining, as among the claimants, the priority of satisfaction of the claims under the Bond shall apply:
| A. | All claims of the Funds that have been duly proved and established under the Bond shall be satisfied in full before satisfaction of any claims of any non-Fund Insured party. |
| B. | If the claims of the Funds exceed the face amount of the Bond, the insurance shall be applied to those claims in the following manner: |
(i) each Fund shall receive an equitable and proportionate share of the insurance, but in no event less than the amount it would have received had it provided and maintained a single bond with the minimum coverage required by paragraph (d)(1) of Rule 17g-1 under the 1940 Act (the “minimum coverage”); and
(ii) any remaining amount of recovery over the minimum coverage shall be applied to the unsatisfied claims of the Funds, in proportion to the relevant Funds’ contributions toward the allocation of the premium paid for the Bond as determined in accordance with Paragraph 1 above.
C. If after giving effect to Paragraph A there remains a portion of the insurance under the Bond available for the satisfaction of claims of parties other than the Funds, such remainder shall be applied as CRM shall determine.
4. Limitations of Liability. All parties hereto agree that any obligation assumed by a business or common law trust hereunder shall be limited to the assets of the trust, and the trustees, shareholders and agents of the trust shall not be liable thereon.
5. Effective Date. This Fidelity Bond Premium Sharing Agreement shall become effective as of December 31, 2016.
IN WITNESS WHEREOF, the parties have hereunto caused this Agreement to be executed by their officers, Directors or Trustees hereunto duly authorized all as of the day and year first above written.
XXXXXXX RESEARCH AND MANAGEMENT (as agent for the Insureds listed on Schedule A)
By: /s/ Xxxxx X. Xxxxxxxx
Name: Xxxxx X. Xxxxxxxx
Title: Vice President
Schedule A
Effective December 31, 2023
Xxxxxxx Research and Management Non-Funds
Xxxxx Xxxxx Management
Xxxxx Xxxxx Distributors, Inc.
Xxxxxxx Management Series, a series fund consisting of:
Xxxxxxx Emerging Markets Focused Growth
Xxxxxxx Flexible Bond Fund
Xxxxxxx Floating-Rate Advantage Fund
Xxxxxxx Global Equity
Xxxxxxx Global Real Estate Fund
Xxxxxxx Responsible Municipal Income Fund
Xxxxxxx Global Small-Cap Equity
Xxxxxxx Global Small/Mid-Cap Equity
The Xxxxxxx Fund, a series fund consisting of:
Xxxxxxx Short Duration Income Fund
Xxxxxxx Income Fund
Xxxxxxx High Yield Bond Fund
Xxxxxxx Core Bond Fund
Xxxxxxx Mortgage Access Fund
Xxxxxxx Ultra-Short Duration Income Fund
Xxxxxxx Responsible Index Series, Inc., a series fund consisting of:
Xxxxxxx International Responsible Index Fund
Xxxxxxx US Mid-Cap Core Responsible Index Fund
Xxxxxxx US Large-Cap Core Responsible Index Fund
Xxxxxxx US Large-Cap Growth Responsible Index Fund
Xxxxxxx US Large-Cap Value Responsible Index Fund
Xxxxxxx Impact Fund Inc., a series fund consisting of:
Xxxxxxx Global Water Fund
Xxxxxxx Small-Cap Fund
Xxxxxxx Global Energy Solutions Fund
Xxxxxxx Xxxxx Bond Fund
Xxxxxxx Social Investment Fund, a series fund consisting of:
Xxxxxxx Balanced Fund
Xxxxxxx Bond Fund
Xxxxxxx Conservative Allocation Fund
Xxxxxxx Equity Fund
Xxxxxxx Focused Value Fund
Xxxxxxx Growth Allocation Fund
Xxxxxxx Moderate Allocation Fund
Xxxxxxx World Values Fund Inc., a series fund consisting of:
Xxxxxxx Emerging Markets Advancement Fund
Xxxxxxx Emerging Markets Equity Fund
Xxxxxxx Mid-Cap Fund
Xxxxxxx International Equity Fund
Xxxxxxx International Opportunities Fund
Xxxxxxx Variable Series, Inc., a series fund consisting of:
Xxxxxxx XX SRI Balanced Portfolio
Xxxxxxx XX SRI Mid Cap Portfolio
Xxxxxxx Variable Products, Inc., a series fund consisting of:
Xxxxxxx XX S&P 500 Index Portfolio
Xxxxxxx XX S&P XxxXxx 400 Index Portfolio
Xxxxxxx XX Nasdaq 100 Index Portfolio
Xxxxxxx XX Xxxxxxx 2000 Small Cap Index Portfolio
Xxxxxxx XX EAFE International Index Portfolio
Xxxxxxx XX Investment Grade Bond Index Portfolio
Xxxxxxx XX Volatility Managed Moderate Portfolio
Xxxxxxx XX Volatility Managed Moderate Growth Portfolio
Xxxxxxx XX Volatility Managed Growth Portfolio
