The definition of "acceptance" first references drawee, which is not a defined term. As it is not a defined term, we turn to a standard desk reference. Merriam Webster Online defines drawee as the party on which an order or bill of exchange is drawn, or the party (as in, a bank) on which a draft is drawn. Investopedia defines a drawee as the party directed by the depositor to pay a certain sum of money to the person presenting a check or draft to be paid. If an insured writes a check for $1,000 to someone, when that person goes to the bank to cash the check, the bank is the drawee. Check-cashing services, money order and wire transfer services are classified as drawees as well. A money order is a bill of exchange that when provided to the payee (the person cashing the money order); the money order is honored by the company that received the funds from the payer.

The form defines "acceptance" as the drawee's signed agreement to pay a written draft as presented. Since the drawee is in many circumstances a bank, an "acceptance" is a document signed by the bank agreeing to pay drafts when presented by someone with a check signed by another party.

"Account code" is a password allowing an individual to access the insured's "voice computer system" in order to make long-distance toll calls or use voice mailbox, or similar functions of a phone system.

An "automated teller machine" is everyone's favorite way of getting cash. By definition in the form, it is a machine located anywhere on behalf of the insured that dispenses "money", accepts deposits, cashes checks, drafts or similar documents, or makes credit card loans. Many credit cards provide a pin number so that the holder of the card can access cash from their credit or bank card.

A "cash letter" is a recording of deposits, drafts or similar items listed by accounts that the insured accepted for deposit, payment, collection or encashment, or an electronic image such as a picture or a scan of the same data. A "cash letter" can also be the same type of list of information transmitted electronically. Such letters are transmitted by the insured, the insured's correspondent financial institution, authorized representative or the Federal Reserve Bank.

Written instruments that contain an acknowledgement by a financial institution that an amount of "money" has been received by the institution are "certificates of deposit". The certificate includes a promise by the institution to repay the sum of "money", often with a small amount of interest after a certain period.

A "certificate of origin or title" is defined as a document issued by a manufacturer of personal property or a governmental agency showing that the property is owned by a certain party and is how ownership is transferred. A vehicle's title, for example, fits this definition.

Yet another certificate is a "certificated security" which is a share, participation or other interest in property or enterprise of the issuer. It can also be an obligation of the issuer, which is represented by a written instrument issued in bearer or registered form, commonly dealt with in securities exchanges or markets.  It is commonly recognized in any area where it is issued or dealt in as a medium for investment, and either one of a class or series, or by its terms divisible into a class or series of shares, participations, interests or obligations. A much simpler definition is that it is a term for a bond or share represented by an official instrument. It is securities in physical, registered form, for example a stock certificate. It represents a bond or share.

1. "Change of control" means:
   1. The acquisition of the first Named Insured, or of a parent company or holding company that owns or controls the Insured, by an entity other than another Insured, of more than 50% of the outstanding securities representing the present right to vote for the election of directors, trustees or functional equivalent thereof of the Insured, or of a parent company or holding company that owns or controls the Insured; or
   2. The acquisition of an Insured, other than the first Named Insured, by an entity other than another Insured, of more than 50% of that Insured's assets, or the merger or consolidation of that Insured into or with another entity other than another Insured, such that the acquired Insured is not the surviving entity.
2. "Computer program" means a set of related electronic instructions, which direct the operation and function of a computer or devices connected to it, which enables the computer or devices to receive, process, store or send "electronic data".
3. "Computer system" means any computer, including transportable or handheld devices, electronic storage devices and related peripheral components; any systems and applications software; and any related telecommunications networks connected to or used in conjunction with such computer or devices: |
   1. Which collects, transmits, processes, stores or retrieves "electronic data"; and
   2. Which is:
      1. Owned, leased or operated by the Insured;
      2. Owned and operated by an "employee" who has agreed in writing to the Insured's personal device use policy; or
      3. Operated by an authorized third party while performing services for the Insured, but only with respect to the Insured's "electronic data".
4. "Counterfeit" means a written imitation of an actual valid "original", which is intended to deceive and to be taken as the "original".
5. "Counterfeit money" means an imitation of "money", which is intended to deceive and to be taken as genuine.
6. "Customer" means a natural person or entity having an account with the Insured or for whom the Insured provides banking services.

Analysis

It is not uncommon for businesses to be bought and sold by larger organizations. When that happens, control of the organization changes from one party to another. The definition of "change of control" addresses this in more specific terms, and outlines that the acquisition of the first named insured or of a parent or holding company that owns or controls the insured, by an entity other than another insured of more than fifty percent of the outstanding securities that represent the right to vote for directors, trustees or functional equivalents of the insured or a parent company is a change of control. Likewise, the acquisition of an insured other than the first named insured by an entity other than the insured of more than fifty percent of the insured's assets, or a merger or consolidation of that insured into or with another entity so that the acquired insured is not the surviving entity is a change of control.

For example; Karen's Knitting Specialists own Hannah's Happy Knitting Store; Connie's Crazy Crafters Company comes in and buys sixty percent ownership of outstanding securities for Karen's Knitting Specialists. A change of control has occurred, and Connie's now controls Karen's Knitting Specialists.

The definitions of "computer program" and "computer system" are straightforward. A program is a set of electronic instructions that direct the operations of a computer or other devices. A "computer system" is any computer, including handheld devices, storage devices, systems and application software, and related telecommunications networks that collect, transmit, process, store or retrieve "electronic data" that is owned, leased or operated by the insured, or owned and operated by an employee under the insured's use policy, or operated by an authorized third party while performing services for the insured.

Another straightforward definition is "counterfeit", which is defined as a written imitation of a valid "original" intended to deceive and to be taken as an "original". "Counterfeit money" has its own definition and is basically the same, just pertaining to money. Therefore, a traveler may have a "counterfeit" passport and a wallet full of "counterfeit money" when trying to go to Spain for the running of the bulls. The traveler is not likely to get far with either, depending on the quality of the counterfeits.

"Customer" is self-explanatory; it is a person or entity having an account with the insured or for whom the insured provides banking services. For the purposes of the form, "customer" applies only to bank customers and not customers in general for such things as gas stations, grocery stores, or other retail stores.

1. "Data processor" means each natural person, partnership or corporation duly authorized by the Insured to perform services as data processor of the Insured's checks and accounting records related to such checks, but only while such "data processor" is performing such services and not creating, preparing, modifying or maintaining the Insured's computer software or "computer programs".

Each such "data processor" and the partners, members or managers (if a limited liability company), officers and employees of such "data processor" shall, collectively, be deemed to be one "employee" for all the purposes of this Bond, excepting, however, Condition L., Paragraph 3. A Federal Reserve Bank or clearinghouse shall not be construed to be a "data processor".

1. "Designated person" means:
2. Any insurance risk manager;
3. Any director or trustee;
4. Any elected, appointed or otherwise titled officer; or
5. The highest-ranking "employee" at the office or premises where such "employee" performs the majority of his or her duties;

of any Insured.

1. "Discovery", "discover" or "discovered" means the time when a "designated person" first becomes aware of facts which would cause a reasonable person to assume that a loss of a type covered by this Bond has been or will be incurred, regardless of when the act or acts causing or contributing to such loss occurred, even though the exact amount or details of loss may not then be known.

"Discovery", "discover" or "discovered" also means the time when a "designated person" first receives notice of an actual or potential claim in which it is alleged that the Insured is liable to a third party under circumstances which, if true, would constitute a loss under this Bond.

1. "Document of title" means a written bill of lading, dock warrant, dock receipt, warehouse receipt, order for the delivery of goods, or other written document that in the regular course of business or financing is treated as adequately evidencing that the person in possession of it is entitled to receive, hold and dispose of the document and the goods it covers, and must purport to be issued by or addressed to a bailee and purport to cover goods in the bailee's possession which are either identified or are fungible portions of an identified mass.
2. "Electronic data" means information, facts, images or sounds stored as or on, created or used on, or transmitted to or from computer software (including systems and applications software) on electronic storage devices including, but not limited to, hard or floppy disks, CD-ROMs, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment.
3. "Employee":
4. Means:
   1. Any natural person:

(1) While in the Insured's service and for the first 30 days immediately after termination of service, unless such termination is due to a dishonest or fraudulent act committed by the "employee";

(2) Whom the Insured compensates directly by salary, wages or commissions; and

(3) Whom the Insured has the right to direct and control while performing services for the Insured;

b. Any guest student or intern pursuing studies or duties;

c. Any attorney retained by the Insured and any employee of such attorney while either is performing legal services for the Insured;

d. Any natural person who is furnished temporarily to the Insured:

(1) To substitute for a permanent "employee", as defined in Paragraph 1.a. above, who is on leave; or

(2) To meet seasonal or short-term workload conditions; while that person is subject to the Insured's direction and control and performing services for the Insured;

e. Any natural person who is leased to the Insured under a written agreement between the Insured and a labor leasing firm to perform duties related to the conduct of the Insured's business, but does not mean a temporary "employee" as defined in Paragraph 1.d. above;

f. Any natural person employed by an institution merged or consolidated with the Insured prior to the effective date of this Bond;

g. Any natural person who is a former "employee", director or trustee retained by the Insured as a consultant while performing services for the Insured;

h. Any of the Insured's directors or trustees while:

(1) Performing acts within the scope of the usual duties of an "employee"; or

(2) Acting as a member of any committee duly elected or appointed by resolution of the Insured's board of directors or board of trustees to perform specific, as distinguished from general, directorial acts on the Insured's behalf;

i. Any natural person who is a director or trustee of the Insured while such director or trustee is engaged in handling "property" of any "employee benefit plan", or any natural person who is a trustee, administrator, manager, officer or employee of any such "employee benefit plan", except an administrator or manager who is an independent contractor; and

j. Any "data processor".

2. Does not mean:

1. Any agent, broker or other representative of the same general character not specified in Paragraph 1. above; or
2. Any independent contractor, except those contractors specified in Paragraphs 1.c., 1.g. and 1.j. above.

Analysis

A "data processor" is defined as the natural person or organization that the insured authorizes to process the insured's checks and accounting records related to such checks. The person or entity is not creating, preparing, or maintaining the insured's computer software or programs; the person is simply processing the records. Each processor and the partners, members or managers, officers or employees of the entity processing the data is collectively considered to be one "employee" for the purposes of this bond. There is one exception, that being a Federal Reserve Bank or clearinghouse shall not be construed to be a "data processor".

Insurance risk managers, directors or trustees, elected, appointed or otherwise titled officers, or the highest-ranking employee at the office or premises where the employee performs most of his duties of any insured are considered a "designated person".

When an insured is notified of or discovers a loss is critical in determining what policy may provide coverage. The policy defines "discovery", "discover" or "discovered" as the time when a "designated person" first becomes aware of information that would cause a reasonable person to assume that a loss covered by the bond either already has or will be incurred, regardless of when the acts causing or contributing to the loss occurred, even though the exact details are not known at the time of discovery. Acts that cause a loss under the bond may not manifest in a loss immediately; when the insured learns of a loss or a potential loss is important to the handling of a claim. "Discovery" also means the time when a "designated person" first receives notice of an actual or potential claim where it is alleged that the insured is liable to a third party under circumstances that if true would constitute a loss under this bond.

Certain types of property come with paperwork proving who has ownership of that property and who can rightly sell or dispose of said property. A common example is the title to a vehicle. In order to sell a vehicle, the seller must have legal title proving that he owns the vehicle and is entitled to sell it to someone else. The definition of "document of title" is a written bill of lading, dock warrant, dock receipt, warehouse receipt, order for the delivery of goods or other written document that in the regular course of business or finance indicates that the holder of the title is the owner of the property.

With the use of computers, "electronic data" needs a definition. The policy defines "electronic data" as any information including sound, images, or facts created, used on, stored or transmitted to or from computer software, including hard or floppy discs, CD-ROMs, tapes, drives, cells, and other media used with electronically controlled equipment. A company's stock inventory list, records, accounts, or any other information stored on a computer or component accessible by computer would be considered "electronic data".

Who qualifies as an employee is important as certain coverages do or do not apply to employees. First and foremost, an employee must be a natural person. A corporation or organization is not an employee. There are a number of criteria for an employee. Coverage will be extended to a natural person in the insured's service for the first thirty days immediately after termination, unless the termination is due to a dishonest or fraudulent act committed by the employee. Coverage will extend for other situations, but there is no good reason to provide coverage for someone who committed dishonest acts while employed by the insured. An employee is a natural person the insured pays by salary, wages or commission, and the insured has the right to direct and control the employee's actions while working for the insured. This separates an employee from an independent contractor, who works for the insured but on his own terms, using his equipment and setting his own hours. Students or interns pursuing their studies are considered employees, as are attorneys retained by the insured to perform legal services.

Likewise, workers provided on a temporary basis to fill in for permanent employees on leave or to assist with seasonal workloads or short-term assignments as long as they are under the insured's direction or control are also employees. Leased workers are also considered employees, when they are under a written agreement between the insured and the labor-leasing firm. Leased workers are not the same as temporary employees. Natural persons employed by the insured before the effective date of the policy are employees, as are former employees, directors or trustees hired as a consultant to the insured. Trustees or directors handling property of an employee benefit plan are also considered employees unless they are administrators or managers of the plan and are independent contractors; data processors are also considered employees. Again, any of these individuals must be a natural person; an organization or company of any sort is not considered an employee. An organization, even if it only consists of one or two people, is not a natural person.

There are certain specifications as to what an employee is not; an agent, broker or representative not represented by the above description is not considered an employee, nor is an independent contractor except as specified as an attorney, former employee acting as a consultant or a data processor.

1. "Employee benefit plan" means any welfare or pension benefit plan shown in the Declarations that the Insured sponsors and which is subject to the Employee Retirement Income Security Act of 1974 (ERISA) and any amendments thereto.
2. "Evidence of debt" means a written instrument, including a "negotiable instrument", executed, or purportedly executed, by a "customer" and held by the Insured, which in the regular course of business is treated as evidencing the "customer's" debt to the Insured.
3. "Forgery" means:
   1. The signing of the name of another person or organization in writing with intent to deceive; it does not mean a signature which consists in whole or in part of one's own name signed with or without authority, in any capacity, for any purpose; or
   2. A fraudulent reproduction of a handwritten signature (but not the unauthorized signing of a person's own signature).
4. "Funds" means "money" on deposit in an account.
5. "Funds transfer customer" means a natural person or entity:
   1. That has a written agreement with the Insured, authorizing the Insured to rely on telefacsimile, email, voice or on-line banking system transfer instructions to initiate transfers;
   2. Who has provided the Insured with the names of persons authorized to initiate such transfers; and
   3. With whom the Insured has established a "transfer instruction verification procedure".
6. "Guarantee" means a written undertaking obligating the signer to pay the debt of another, to the Insured or its assignee or to a financial institution from which the Insured has purchased participation in the debt, if the debt is not paid in accordance with its terms.
7. "Instruction" means a written order to the issuer of an "uncertificated security" requesting that the transfer, pledge or release from pledge of the "uncertificated security" specified therein be registered.
8. "Item of deposit" means a check or draft drawn upon a financial institution of the United States of America (including its territories and possessions) and Canada.
9. "Letter of credit" means an engagement in writing by a financial institution or other person made at the request of a "customer" that the financial institution or other person will honor drafts or other demands for payment upon compliance with the conditions specified in the "letter of credit".

Analysis

An "employee benefit plan" is a welfare or pension plan shown in the declarations sponsored by the insured for the benefit of the employees, and is subject to the Employee Retirement Income Security Act (ERISA).

"Evidence of debt" is a document that proves that a customer owes money to the insured. Included as "evidence of debt" is a written instrument, "negotiable instrument" that is executed by a "customer" and held by the insured in the normal course of business.

Fraud is an enormous issue, and forgery is a type of fraud. "Forgery" is defined as the signing of another person's or organization's name to a document with the intent to deceive. It does not include parts of the insured's name signed with or without authority for any purpose. A fraudulent reproduction of a handwritten signature is a common example of a forgery. However, the unauthorized signing of a person's own signature is not a forgery. An employee may sign a check for an amount above his authority limit; that is not a forgery. A third party who copies that employee's signature onto a blank check is a forgery; the intent of that third party is to deceive the bank or another party into believing the insured legitimately signed the check and funds are due to the nefarious third party.

The definition of "funds" is self-explanatory; it is "money" on deposit in an account. A "funds transfer customer" is a natural person that has an agreement with the insured that allows the insured to rely on fax, email, voice, or on-line banking instructions to transfer funds from one account to another, including accounts of other people. Likewise, such a customer includes a natural person or entity who has provided the insured with the names of people authorized to initiate such transfers, and with whom the insured has established a procedure to verify authorized transfer instructions.

The term "guarantee" as defined in this policy refers to a written undertaking obligating the signer to pay the debt of another to the insured, its assignee, or a financial institution from which the insured has bought participation in the debt if the debt is not paid according to its terms. If two parties agree to pay a particular debt, a car loan, for example, and one party defaults, the remaining party will be obligated to pay the remaining debt.

An "instruction" is just that; directions to the issuer of an "uncertified security" requesting the transfer, pledge or release from pledge on the security specified therein be registered. The direction must be a written order.

A check or draft drawn upon a financial institution of the United States of America, including territories and possessions and Canada is an "item of deposit". Being a check or draft, it can be deposited into a financial institution.

A "letter of credit" is a written agreement by a financial institution or other person made at the request of a "customer" that the institution or other person will honor drafts or other demands of payment upon compliance with the conditions in the "letter of credit". The "letter of credit" is basically verifying that the "customer" in question will make good on any payments that the institution or other person makes when presented with a draft or other demand of payment.

1. "Loan" means all extensions of credit by the Insured and all transactions creating a creditor relationship in the Insured's favor and all transactions by which the Insured assumes an existing creditor relationship.
2. "Messenger" means an "employee" while in possession of the Insured's "property" away from the Insured's premises and any other natural person acting as a custodian of the "property" during an emergency arising from the incapacity of the original "employee".
3. "Money" means a medium of exchange in current use authorized or adopted by a domestic or foreign government as a part of its currency.
4. "Negotiable instrument" means any writing that:
   1. Is signed by the maker or drawer;
   2. Contains an unconditional promise or order to pay a sum certain in "money" and no other promise, order, obligation or power given by the maker or drawer;
   3. Is payable on demand or at a definite time; and
   4. Is payable to order or bearer.

"Negotiable instrument" includes an "original" paper check that has been converted by the Insured into an electronic image as a substitute check as defined in the Check Clearing for the 21st Century Act and shall be treated the same as the "original" it replaced.

1. "Network" means any:
   1. Electronic or computer communication system, including Fedwire, Clearing House Interbank Payment System (CHIPS), Society for Worldwide Interbank Financial Telecommunication (SWIFT), National Automated Clearing House Association (NACHA) or similar interbank payment or settlement system;
   2. "Automated teller machine", point-of-sale terminal or other similar operating system; or
   3. On-line banking system;

including shared networks, Internet access facilities or other similar facilities for such systems, in which the Insured participates, allowing the input, output, examination, or transfer of "electronic data" or "computer programs" from a computer to the Insured's "computer system".

1. "Occurrence" means:
   1. Any one act or series of related acts of burglary, robbery or attempt threat in which no "employee" is implicated;
   2. Any one act or series of related unintentional or negligent acts or omissions on the part of any person (whether an "employee" or not) resulting in damage, destruction or misplacement of "property";
   3. All acts or omissions, other than those specified in Paragraphs 1. and 2. above, caused by any person (whether an "employee" or not) or in which such person is implicated;
   4. Any one casualty or event not specified in Paragraphs 1. through 3. above; or
   5. With regard to Insuring Agreement N., all toll call charges made on telephone lines directly controlled by one "voice computer system" occurring for a period of not more than 30 days inclusive of the date on which the first such toll call charges were made.
2. "Original" means:
   1. The first rendering or archetype of a written document on which words, numbers, symbols or marks are visible to the eye and does not include a photocopy or an electronic record or transmission even if received and printed.
   2. Notwithstanding Paragraph 1. above, under Insuring Agreement D., "original" shall be deemed to include:
   3. A substitute check as defined in the Check Clearing for the 21st Century Act; and
   4. An electronic image of a "negotiable instrument" transmitted by a "customer" for deposit in the "customer's account".

Analysis

The definition of "loan" is what one would expect, extensions of credit by the insured, all transactions creating a creditor relationship in the insured's favor, and all transactions by which the insured assumes an existing creditor relationship. As a creditor, the insured may charge interest for advancing funds to the borrower, and that interest will accumulate until the borrower has paid off the debt.

"Employees" who transport the insured's "property" away from the premises, and any other natural person acting in a custodial capacity of "property" during an emergency situation that arises from the incapacity of the original "employee" are "messengers". For example, an "employee" is transporting a local store's bank deposit to the bank at the end of the day. The "employee" passes out in front of a restaurant and the restaurant owner picks up the deposit and carries it to the bank. That restaurant owner became a "messenger" once he picked up the deposit after the "employee" fell ill.

The definition of "money" is straightforward. "Money" is defined as a medium of exchange in current use and authorized or adopted by a domestic or foreign government as part of its currency. At some point, if a government officially approves bitcoin, the bitcoins would become part of a country's currency.

A "negotiable instrument" is any writing signed by the maker or drawer that contains an unconditional promise or order to pay a sum certain in "money" and no other promise is made or power given by the maker or drawer, and is payable on demand or at a definite time and is payable to order or bearer. A check is a negotiable instrument. Not only is a paper check a "negotiable instrument", but a check that has been converted by the insured into an electronic image to substitute for the paper check in the Check Clearing for the 21st Century Act will be considered the same as the original.

When computers are linked together so that information can be passed from one to another, it is often referred to as a network. The policy defines "network" specifically to be any electronic or computer communication system, including various banking systems including but not limited to Fedwire, Clearing House Interbank Payment System (CHIPS), Society for Worldwide Interbank Financial Telecommunication (SWIFT), National Automated Clearing House Association (NACHA) or similar interbank payment or settlement system. "Automated teller machines", point-of-sale terminals or similar operating systems, on-line banking systems including shared networks, and internet facilities fall under the definition of "network". Included in the definition of "network" are internet access facilities or similar facilities for such systems where the insured participates and allows input, output, examination or transfer of "electronic data" or a "computer program" from a computer to the insured's "computer system".

"Occurrence" is a term that regularly appears in policy language. It is often defined as an accident or continuous, repeated exposure to the same harmful condition causing damage or injury. In this policy, however it is broken down a little more. It includes any one act or series of related acts of burglary, robbery or attempted threat in which no employee is implicated; any one or series of related, unintentional or negligent acts or omissions on the part of anyone, employee or not, resulting in damage or misplacement of "property"; acts or omissions other than those already listed caused by any person, employee or not, where such a person is implicated; and anything not already listed above. Under the coverage for toll charge fraud, all toll call charges made on phone lines controlled by one "voice computer system" occurring for a period of no more than thirty days inclusive of the date the calls were first made.

The definition of "original" is straightforward, and is the first rendering or archetype of a written document with words, numbers and symbols visible to the eye. It is not a photocopy, electronic record or transmission, even if it is received and printed. Having said that, it does include a substitute check as defined by the Check Clearing for the 21st Century Act; and an electronic image of a "negotiable instrument" transmitted by a "customer" for deposit in the "customer's account".

1. "Property" means:
   1. "Money", "certificated securities", "uncertificated securities", "negotiable instruments", "certificates of deposit", "documents of title", "acceptances", "evidences of debt", "security agreements", "withdrawal orders", "certificates of origin or title", "letters of credit", insurance policies, abstracts of title, deeds and mortgages on real estate, revenue and other stamps, tokens, unsold state lottery tickets, books of account and other records whether recorded in writing or recorded on electronic storage media, gems, jewelry and precious metals in any form;
   2. Furnishings, fixtures, safes, vaults, supplies and equipment;
   3. Tangible items of personal property not specified in Paragraph 1. above;
   4. "Electronic data"; and
   5. "Computer programs".
2. "Security agreement" means a written agreement which creates an interest in personal property or fixtures and which secures payment or performance of an obligation.
3. "Single loss" means all covered loss (including court costs and reasonable attorneys' fees paid by the Company as provided under General Agreement G., Paragraph 3.) resulting from an "occurrence" taking place at any time, which is "discovered" by a "designated person":
   1. During the Bond Period shown in the Declarations; or
   2. As provided under General Agreement H., Paragraph 6.
4. "System administration" means the performance of any security function including, but not limited to:
   1. Defining authorized persons to access the system;
   2. Adding, deleting or changing "account codes" or "system passwords";
   3. Installing or deleting any system option which directs telephone call routing or adds, drops or moves telephone lines; or
   4. Any other activity allowed by a hardware- or software-based system option that has been incorporated by a manufacturer or a vendor into a "voice computer system", provided that the system is not intended for the sole use of the manufacturer or vendor.
5. "System maintenance" means performing hardware and software installation, diagnostic testing and correction and similar activities, which are performed in the usual custom and practice by a manufacturer or vendor to establish or maintain the basic operational functionality of a "voice computer system".
6. "System password" means a confidential and protected string of characters that identifies or authenticates a person and permits that person to gain access to the Insured's "voice computer system" to perform "system administration" or "system maintenance" or a component thereof.
7. "Transfer instruction verification procedure" means a written procedure between the Insured and a "funds transfer customer" that provides a method of authenticating transfer instructions including, but not limited to, encryption, codes, algorithms, callbacks to a predetermined number or other established security procedure.
8. "Transportation company" means any organization which provides its own or leased vehicles for transportation or which provides freight forwarding or air express services.
9. "Uncertificated security" means a share, participation or other interest in property of, or an enterprise of, the issuer, or an obligation of the issuer, which is:
   1. Not represented by a written instrument and the transfer of which is registered upon books maintained for that purpose by or on behalf of the issuer;
   2. Of a type commonly dealt in on securities exchanges or markets; and
   3. Either one of a class or series or by its terms divisible into a class or series of shares, participations, interests or obligations.
10. "Voice computer system" means a computer system installed in one location, which functions as a private branch exchange (PBX), voice mail processor, automated call attendant or provides a similar capability, used for the directing or routing of telephone calls in a voice communications network.
11. "Withdrawal order" means a nonnegotiable written instrument, other than an "instruction", signed by a "customer" authorizing the Insured to debit the "customer's" account in the amount stated therein.

Analysis

A number of items fall under the definition of "property", much of which surrounds "money", title documents, credit letters, insurance policies, account records, various securities and instruments, gems, jewelry and precious metals, as well as furnishings, fixtures, safes, vaults, supplies, equipment, tangible personal property items not already listed as well as "electronic data" and "computer programs".

A "security agreement" is a written agreement creating an interest in personal property or fixtures, and secures payment or performance of an obligation. When there is a loan on a vehicle, the lienholder retains the security interest filing statement until the vehicle is paid off, at which time the document is released to the owner so the owner can prove that the debt has been paid and he is the sole owner of the property.

All covered loss, including court costs and attorney fees that arise from an "occurrence" during the bond period or as shown under the section addressing employee benefit plans fall under the definition of "single loss".

The performance of security functions, including but not limited to authorizing people to access the system, adding, deleting or changing "account codes" or "system passwords", installing or deleting options that direct telephone calls and lines, or any other activity dealing with the hardware or software controlling a "voice computer system" as long as the system is not solely for the use of the manufacturer or vendor falls under the definition of "system administration".

"System maintenance" is the general activity conducted to maintain the hardware and software systems, including diagnostics and maintenance of a "voice computer system". It is specific to a "voice computer system" and not the general computers of the firm.

"System password" is another term dealing only with the "voice computer system" and not the general computer systems of the firm. The password is a confidential and protected string of characters used to identify or authenticate a person and allows that person to access, administer and perform maintenance on the "voice computer system" or its components.

When dealing with funds transfers via computer or phone systems, verification of the identity of the customer is critical. "Transfer instruction verification procedure" is the written sent of procedures between the insured and the customer that allows transfers to be conducted securely between the two parties.

An "uncertificated security" is a security that is a share, participation or other interest in property of, or an enterprise of, the issuer, or an obligation of the issuer. It is not represented by a written instrument, and the transfer is registered upon books kept for that purpose by or on behalf of the issuer. These securities are commonly dealt in on securities exchanges or markets, and either one of a class or series by its terms is divisible into a class or series of shares, participations, interests or obligations.  There is no certificate or document that represents the value or share of the security; it is recorded in books only.

The "voice computer system" is a computer system in one location that acts as a private branch exchange (PBX), voice mail processor, automated call attendant or provides similar actions. It is used for directing calls in a voice communications network to the right area. This system would control an organizations phone system; calls between internal employees, calls made to external parties, voicemail, and interactive voice menus.

A "withdrawal order" is a written instrument other than an "instruction" signed by an insured's "customer" that authorizes the insured to debit the "customer's" account in the amount stated.