Common use of COVERAGE AGREEMENT Clause in Contracts

COVERAGE AGREEMENT. Employment practices liability. We will pay those sums that the Named Member is legally required to pay as damages for covered employment injury that: • results from a wrongful employment practice offense first committed on or after the retroactive date and before the ending date of this agreement; and • results in a claim first made or brought against a Named Member and reported to us while this agreement is in effect, or during the extended reporting period, if it applies. We will consider each wrongful employment practice offense in a series of related wrongful employment practice offenses to be committed on the date the first wrongful employment practice offense in the series of related wrongful employment practice offenses is committed. Any and all claims based on or arising out of the same Sexual Harassment or a series of Sexual Harassments by a Member, or Members acting in concert, will be considered as arising out of one act of Sexual Harassment and deemed to be a single claim, and will be considered first made when the first of such claims is made regardless of: • The number of persons sexually harassed; • The number of locations where the Sexual Harassment occurred; • The number of acts of Sexual Harassment prior to or after the first claim is made; or • The period of time over which the Sexual Harassment took place, whether the Sexual Harassment is during, before, or after the agreement period. However, only acts of Sexual Harassment that take place after the retroactive date shown in the Declarations and before the end of the Agreement Period are covered. We will have the right and duty to defend any claim or suit seeking those damages. However, we will have no duty to defend the member against any suit seeking damages for covered employment injury to which this insurance does not apply. We may at our discretion investigate any claim and settle any claim or suit that may result. But our right and duty to defend any claim ends when the Liability Limits that apply have been exhausted. It is agreed that we shall make all final decisions, regarding the legal defense of claims and shall have absolute and conclusive authority with regard to a defense, settlement and payment of all claims. Should you at any time request that we not settle any claim when such settlement has been recommended by us and you elect to contest the claim on your own or continue any legal proceedings in connection with such claim, our liability for the claim shall not exceed the amount which we had previously reached agreement to settle the claim at with the opposing party or the applicable limit or liability, whichever is less. In the event you instruct us not to settle a claim, we shall have no further obligation to defend you at that time. We will consider damages to include attorneys’ fees of the person or organization making or bringing the claim if the protected person is legally required to pay such fees under the law which the wrongful employment practice offense violated. The Limits of Liability shown in the Declarations and the rules below, fix the most we will pay regardless of the number of:

COVERAGE AGREEMENT. Employment practices liability. a. We will pay those sums that the Named Member is becomes legally required obligated to pay as damages for covered employment injury that: • results from a wrongful employment practice offense first committed on or after the retroactive date and before the ending date because of this agreement; and • results in a claim first made or brought against a Named Member and reported to us while this agreement is in effectan act, error, omission, misstatement, or during misleading statement of the extended reporting periodMember or any persons for whose acts the Member is legally liable, if it applies. We will consider each wrongful employment practice offense in a series of related wrongful employment practice offenses to be committed on the date the first wrongful employment practice offense in the series of related wrongful employment practice offenses is committed. Any and all claims based on or arising out of the same Sexual Harassment or a series performance of Sexual Harassments by a Member, or Members acting in concert, will be considered as arising out of one act of Sexual Harassment and deemed duties for the Named Member to be a single claim, and will be considered first made when the first of such claims is made regardless of: • The number of persons sexually harassed; • The number of locations where the Sexual Harassment occurred; • The number of acts of Sexual Harassment prior to or after the first claim is made; or • The period of time over which the Sexual Harassment took place, whether the Sexual Harassment is during, before, or after the agreement period. However, only acts of Sexual Harassment that take place after the retroactive date shown in the Declarations and before the end of the Agreement Period are coveredthis Coverage Part applies. We will have the right and duty to defend any claim or suit seeking those damages. However, we will have no duty to defend the member against any suit seeking damages for covered employment injury to which this insurance coverage part does not apply. We may at our discretion investigate any claim and settle any claim or suit that may result. But our But: (1) The amount we will pay for damages is limited as described in Section IV of this coverage agreement entitled Limits of Liability; and (2) Our right and duty to defend any claim ends when the applicable limit of liability has been used up in the payment of judgments or settlements under Coverage E, or after the end of the Agreement Period or any approved extension of the Agreement Period by an amendment to this coverage agreement. No other obligations or liability to pay sums or perform acts or services is covered unless explicitly provided for under Supplementary Payments. b. This Coverage Part applies to acts, errors, omissions, misstatements, or misleading statements committed by a Member only if: (1) The act, error, omission, misstatement, or misleading statement takes place in the coverage territory; and (2) The act, error, omission, misstatement, or misleading statement takes place after the retroactive date, if any, shown in the Declarations– Limits of Liability, under School Leaders Liability Limits (Claims Made), Section A – Errors & Omissions and before the end of the Agreement Period; and (3) The claim is first made against the Member and reported to us during the Agreement Period as specified in the Declarations or any applicable Extended Claims Reporting Period that apply have been exhausted. may be provided under this Coverage Part. c. It is agreed that we shall make all final decisions, decisions regarding the legal defense of claims and shall have absolute and conclusive authority with regard to a defense, settlement settlement, and payment of all claims. Should you at any time request that we not settle any claim when such settlement has been recommended by us and you elect to contest the claim on your own or continue any legal proceedings in connection with such claim, our liability for the claim shall not exceed the amount which we had previously reached agreement to settle the claim at with the opposing party or the applicable limit or liability, whichever is less. In the event you instruct us not to settle a claim, we shall have no further obligation to defend you at that time. We will consider damages to include attorneys’ fees of the person or organization making or bringing the claim if the protected person is legally required to pay such fees under the law which the wrongful employment practice offense violated. The Limits of Liability shown in the Declarations and the rules below, fix the most we will pay regardless of the number of:.

COVERAGE AGREEMENT. Employment practices liability. a. We will pay those sums that the Named Member is becomes legally required obligated to pay as damages because of their liability for covered employment injury that: • results from the Sexual Abuse of others. We will have the right and duty to defend any suit actually seeking those damages. However, we will have no duty to defend any Member against any suit seeking damages for Sexual Abuse to which this coverage does not apply. The right and duty of us to defend a wrongful employment practice offense first committed on suit does not begin until we are asked to defend the suit. We may at our discretion investigate any allegations or claims of Sexual Abuse to which this coverage may apply and settle any claim or suit that may result. However, (1) The amount we will pay for defense and damages is limited as described in Section IV of this coverage agreement entitled Limits of Liability; and (2) Legal fees, cost and expenses incurred in the defense of any suit for Sexual Abuse is within the limits of liability, and (3) The right and duty of us to defend ends when you have used up the applicable limit of coverage in the payment of: (a) Legal defense fees and expenses; or (b) Settlements or judgments under this coverage part. b. This coverage applies to Sexual Abuse only if: (1) The sexual abuse takes place in the coverage territory; and (2) The sexual abuse takes place after the retroactive date date, if any, shown in the Declarations – Limits of Liability under School Leaders Liability (Claims Made), Section B – Sexual Abuse and before the ending date end of this agreementthe Agreement Period; and • results in a the claim is first made or brought against a Named the Member and reported to us while this agreement is in effect, or during the extended reporting period, if it applies. We will consider each wrongful employment practice offense in a series of related wrongful employment practice offenses to be committed on the date the first wrongful employment practice offense Agreement Period as specified in the series of related wrongful employment practice offenses is committed. Any and all General Coverage Declarations. c. All claims based on or arising out of the same Sexual Harassment Abuse or a series of Sexual Harassments Abuses by a Member, or Members acting in concert, will be considered as arising out of one act of Sexual Harassment and Abuse, deemed to be a single claimclaim or occurrence, and will be considered first made when the first of such claims is made regardless of: • : (1) The number of persons sexually harassed; • abused; (2) The number of locations where the Sexual Harassment Abuse occurred; • ; (3) The number of acts of Sexual Harassment Abuse prior to or after the first claim is made; or • or (4) The period of time over which the Sexual Harassment Abuse took place, whether the Sexual Harassment Abuse is during, before, or after the agreement period. However, only acts of Sexual Harassment Abuse that take place after the retroactive date shown in the Declarations and before the end of the Agreement Period are covered. We will have the right and duty to defend any claim or suit seeking those damages. However, we will have no duty to defend the member against any suit seeking damages for covered employment injury to which this insurance does not apply. We may at our discretion investigate any claim and settle any claim or suit that may result. But our right and duty to defend any claim ends when the Liability Limits that apply have been exhausted. It is agreed that we shall make all final decisions, decisions regarding the legal defense of claims and shall have absolute and conclusive authority with regard to a defense, settlement and payment of all claims. Should you at any time request that we not settle any claim when such settlement has been recommended by us and you elect to contest the claim on your own or continue any legal proceedings in connection with such claim, our liability for the claim shall not exceed the amount which we had previously reached agreement to settle the claim at with the opposing party or the applicable limit or liability, whichever is less. In the event you instruct us not to settle a claim, we shall have no further obligation to defend you at that time. We will consider damages to include attorneys’ fees of the person or organization making or bringing the claim if the protected person is legally required to pay such fees under the law which the wrongful employment practice offense violated. The Limits of Liability shown in the Declarations and the rules below, fix the most we will pay regardless of the number of:.