Common use of Tail Insurance Clause in Contracts

Tail Insurance. Unless notified in writing to the contrary, Shareholders and Merging Entity shall have delivered to Parent, in form reasonably satisfactory to Parent and Parent's counsel, evidence of insurability, to be effective as of the Effective Date, for an extended reporting period for errors and omissions of a minimum three year duration with deductible limits reasonably acceptable to Parent and Parent's counsel, which insurance, if bound, would insure Merging Entity its agents and employees for the extended reporting period for claims arising under errors and omissions occurring prior to the Effective Date. Such tail insurance shall be bound as soon after the Effective Date as possible. If such insurance is not purchased within one week after Closing, Parent shall have the right to purchase such tail insurance deemed acceptable to it. The cost for the tail insurance actually bound by, or on behalf of, Merging Entity shall be borne by Merging Entity and shall be reflected on the Merger Balance Sheet (as defined in Section 14.6) as if such coverage had been bound prior to the Effective Date and the Shareholders shall be responsible for any deductible amounts to be paid under such tail policy.

Appears in 1 contract

Samples: Merger Agreement (Hilb Rogal & Hamilton Co /Va/)

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Tail Insurance. Unless notified in writing to the contrary, Shareholders Shareholder and Merging Entity shall have delivered to Parent, in form reasonably satisfactory to Parent and Parent's counsel, evidence of insurability, to be effective as of the Effective Date, for an extended reporting period for errors and omissions of a minimum three year duration with deductible limits reasonably acceptable to Parent and Parent's counsel, which insurance, if bound, would insure Merging Entity its agents and employees for the extended reporting period for claims arising under errors and omissions occurring prior to the Effective Date. Such tail insurance shall be bound as soon after the Effective Date as possible. If such insurance is not purchased within one week after Closing, Parent shall have the right to purchase such tail insurance deemed acceptable to it. The cost for the tail insurance actually bound by, or on behalf of, Merging Entity shall be borne by Merging Entity and shall be reflected on the Merger Balance Sheet (as defined in Section 14.6) as if such coverage had been bound prior to the Effective Date and the Shareholders shall be responsible for any deductible amounts to be paid under such tail policy.. 6.13

Appears in 1 contract

Samples: Agreement of Merger (Hilb Rogal & Hamilton Co /Va/)

Tail Insurance. Unless notified in writing to the contrary, Shareholders and Merging Entity shall have delivered to Parent, in form reasonably satisfactory to Parent and Parent's counsel, evidence of insurability, to be effective as of the Effective Date, for an extended reporting period for errors and omissions of a minimum three year duration with deductible limits reasonably acceptable to Parent and Parent's counsel, which insurance, if bound, would insure Merging Entity its agents and employees for the extended reporting period for claims arising under errors and omissions occurring prior to the Effective Date. Such tail insurance shall be bound as soon after the Effective Date as possible. If such insurance is not purchased within one week after Closing, Parent shall have the right to purchase such tail insurance deemed acceptable to it. The cost for the tail insurance actually bound by, or on behalf of, Merging Entity shall be borne by Merging Entity and shall be reflected on the Merger Balance Sheet (as defined in Section 14.6) as if such coverage had been bound prior to the Effective Date and the Shareholders shall be responsible for any deductible amounts to be paid under such tail policy.

Appears in 1 contract

Samples: Agreement of Merger (Hilb Rogal & Hamilton Co /Va/)

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Tail Insurance. Unless notified in writing to the contrary, Shareholders and Merging Entity shall have delivered to Parent, in form reasonably satisfactory to Parent and Parent's counsel, evidence of insurability, to be effective as of the Effective Date, for an extended reporting period for errors and omissions of a minimum three year duration with deductible limits reasonably acceptable to Parent and Parent's counsel, which insurance, if bound, would insure Merging Entity its agents and employees for the extended reporting period for claims arising under errors and omissions occurring prior to the Effective Date. Such tail insurance shall be bound as soon after the Effective Date as possible. If such insurance is not purchased within one week after Closing, Parent shall have the right to purchase such tail insurance deemed acceptable to it. The cost for the tail insurance actually bound by, or on behalf of, Merging Entity shall be borne by Merging Entity and shall be reflected on the Merger Balance Sheet (as defined in Section 14.613.6) as if such coverage had been bound prior to the Effective Date and the Shareholders shall be responsible for any deductible amounts to be paid under such tail policy.

Appears in 1 contract

Samples: Agreement of Merger (Hilb Rogal & Hamilton Co /Va/)

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