$10,000 Business Surety Bond Endorsement

In consideration of the agreed premium, certain Underwriters at Lloyd's of London (the "Surety") hereby agrees to indemnify any Client of the
Named Insured, (herein after the "Principal") against any loss of money or other tangible property which the Client shall sustain or incur by reason of a Fraudulent or Dishonest Act committed during the Retroactive Period by any Employee of the Principal acting alone or in collusion with others, and reported to the Surety within the Period of Insurance, the amount of the Surety's indemnity obligation hereunder being limited for the entire Period of Insurance to an aggregate of TEN THOUSAND DOLLARS ($10,000) for which the Principal shall be fully liable to reimburse the Surety for any and all amounts paid out to any Client hereunder. The foregoing agreement is subject to the following definitions, conditions and limitations:

1. Definitions. The following words and phrases set out in bold type have special meaning. Whenever the singular form of any of these terms is used, the same shall include the plural when required by the context.
1. "Client" means any person or entity to which the Principal has provided Professional Services, as defined in the Policy, for a fee under a written contract or agreement signed by both the Principal and the Client.
2. "Retroactive Period" means the period of time extending from the date the Principal was first bonded by the Surety to the earlier of the end of the Period of Insurance or the date of bond cancellation, either in its entirety or with respect to a particular Employee as provided herein below.
3. "Employee" means any natural person governed, directed and compensated in wage or salary by the Principal with respect to the service of Clients during thePeriod of Insurance within the United States of America in the ordinary course of the Principal's business while working:
1. for the Principal on a regular, full-time basis; or
2. at the Principal's premises on a temporary or part-time basis; or
3. at a Client's premises on a temporary or part-time basis while accompanied by a supervisor who is in the regular full-time employ of the Principal.
Employee does not mean:
1. the Principal, unless the Principal is a sole proprietor and has provided a co-indemnitor or such additional security as may be required by the Surety;
2. any partner within the Principal, if a partnership, unless such partner is engaged in the operations of the Principal on a regular full-time basis; and
3. any directors or trustees of the Principal, if a corporation, unless such persons are also officers or employees of the Principal, engaged in its operations on a regular full-time basis.
4. "Fraudulent or Dishonest Act" means an act which is punishable under the criminal code of the jurisdiction within which the act occurred, whether on the Principal's premises or that of a Client, for which the Employee is convicted by a court of competent jurisdiction.
2. Merger or Consolidation. If any natural persons shall be taken into the regular service of the Principal through merger or consolidation with some other concern, the Principal shall give the Surety written notice thereof and shall pay an additional premium on any increase in the number of Employees covered under this bond as a result of such merger or consolidation computed pro rata from the date of such merger or consolidation to the end of the current Period of Insurance.
3. Limit of Liability. With regard to the Surety's liability under this bond, the following apply:
1. Regardless of the number of years this bond shall continue in force and the amount of premium which shall be payable or paid, the liability of the Surety under this bond shall not be cumulative in amounts from year to year or from period to period.
2. With respect to the losses caused by an Employee which are chargeable to such Employee as provided above and which occur partly under this bond and partly under other bonds or policies issued by the Surety to the Principal or to any predecessor in interest of the Principal and terminated or canceled or allowed to expire and in which the period for discovery has not expired at the time any such loss or losses thereunder are discovered, the total liability of the Surety under this bond and under such other bonds or policies shall not exceed, in the aggregate, the amount carried under this bond on such loss or losses or the amount available to the Principal under such other bonds or policies, as limited by the terms and conditions thereof, for any such loss or losses, if the latter amount be larger.
4. Bond Cancellation. This bond shall be deemed canceled:
1. as to any Employee:
1. immediately upon discovery by the Principal, or by any partner or officer thereof not in collusion with such Employee, of any Fraudulent or Dishonest Act on the part of such Employee; or
2. at 12:01 a.m. standard time at the location identified in item 1 of the Declarations Page, upon the effective date specified in a written notice of cancellation served upon the Principal by the Surety.
2. in its entirety upon the effective date specified in a written notice served by the Principal upon the Surety or by the Surety upon the Principal.
Any cancellation date, if specified in a notice personally served, shall be not less than ten days after such service, or if sent by mail, not less than fifteen days after the date of mailing. The mailing by the Surety of notice, as aforesaid, to the Principal at its principal office shall be sufficient proof of notice. If a State has a specified time requirement for cancellation notice different than the periods mentioned above, notice will be sent according to that State's requirements, if controlling. The Surety shall refund to the Principal the unearned premium computed pro rata if this bond be canceled in its entirety at the instance of theSurety, or at short rates if canceled in its entirety at the instance of the Principal.
5. Loss -- Notice -- Proof -- Legal Proceedings. At the earliest practical moment, and at all events not later than fifteen days after discovery of any Fraudulent or Dishonest Act on the part of any Employee by the Principal, or by any partner or officer thereof not in collusion with such Employee, the Principal shall give the Surety written notice thereof and within four months after such discovery shall file with the Surety affirmative proof of loss, itemized and duly sworn to and shall upon request of the Surety render every assistance, not pecuniary, to facilitate the investigation and adjustment of any loss. No suit for the recovery of any loss hereunder shall be brought prior to the expiration of sixty days after the proof of loss is filed, nor after the expiration of fifteen months from the discovery as aforesaid of the Fraudulent or Dishonest Actcausing such loss. If any limitation in this bond forgiving notice, filing claim or bringing suit is prohibited or made void by any law controlling the construction of this bond, such limitation shall be deemed to be amended so as to be equal to the minimum period of limitation permitted by such law.
6. Principal's Warranty and Acknowledgement. By acceptance of this bond, the Principal warrants that no Employee, to the best of the knowledge of the Principal, or of any partner or officer thereof not in collusion with such Employee, has committed any Fraudulent or Dishonest Act in the service of the Principal or otherwise. The Principal acknowledges that if prior to the issuance of this bond, any fidelity insurance in favor of the Principal or any predecessor in interest of the Principal and covering one or more of the Principal's Employees shall have been canceled as to any such Employee by reason of (a) the discovery of any Fraudulent or Dishonest Act on the part of such Employee, or (b) the giving of written notice of cancellation by the insurer issuing said fidelity insurance or superseding fidelity insurance, the Surety shall not be liable under this bond on account of such Employee unless the Surety shall expressly agree in writing to include such Employee within the coverage of this bond.
   
   

   $10,000 Business Services Bond Endorsement (11/10)