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CNA CNA Paramount Excess and Umbrella Liability Policy 2. such crisis management expenses are incurred within 180 days after the crisis management event and reported to the Insurer as soon as reasonably practicable; and, 3. such crisis management expenses are approved in advance by the Insurer. The period of time for which the Insurer will pay crisis management expenses will not be limited by the expiration of the policy period. D. Coverage D — Key Employee The Insurer will reimburse the Named Insured for Icey employee replacement expenses due to the Named Insured's permanent loss of the services of a Icey employee provided that: 1. the Named Insured would not have incurred such Icey employee replacement expenses if the Named Insured had not lost the services of the Icey employee; 2. such Icey employee replacement expenses are incurred by the Named Insured within 180 days of the covered accident and reported to the Insurer as soon as reasonably practicable; 3. such loss of service is caused by a covered accident; 4. the covered accident occurs during the policy period; and 5. a replacement for such Icey employee is hired within 180 days after the covered accident. The period of time for which the Insurer will pay Icey employee replacement expenses will not be limited by the expiration of the policy period. II. DEFENSE COSTS PAYMENT AND RELATED DUTIES A. The Insurer has the right and duty to defend any suit, and the right to assume control of the investigation and settlement of any claim, against the Insured, as follows: 1. with respect to the Coverage A - Excess Follow Form Liability, upon exhaustion through payment in legal currency of the full amount of the applicable underlying limits over which Coverage A applies. 2. with respect to the Coverage B - Umbrella Liability, upon receipt by the Insurer of a claim to which Coverage B applies. When the Insurer has the duty to defend any suit and the right to investigate any claim but is prevented by law from doing so, the Insured will undertake such defense and investigation, and the Insurer will reimburse the Insured for the defense costs. The Insurer's obligation to defend any suit, investigate any claim, or reimburse for any defense costs does not apply if any other insurer has a duty to defend. Further, any obligation to defend any suit, investigate any claim, or reimburse for any defense costs ceases upon exhaustion of the applicable limits of insurance of this Policy. B. The Insurer may, at the Insurer's sole discretion and at the Insurer's own cost, elect to participate in the investigation, settlement or defense of any claim against any of the Insureds for matters covered by this Policy even if the applicable underlying limit has not been exhausted. C. The Insurer will pay defense costs as follows: with respect to the Coverage A - Excess Follow Form Liability, defense costs are paid within or excess of the limits of insurance as set forth in the applicable underlying insurance. 2. with respect to the Coverage B - Umbrella Liability, defense costs are paid in excess of and do not erode the limits of insurance or the retained amount. D Where the Insurer investigates a claim or defends a suit, the Insurer will do so even if the allegations of a claim are groundless, false, or fraudulent. If Insurer investigates a claim or defends a suit, Insurer will Form No: CNA75504XX (03-2015) Pc Policy Page: 3 of 32 P( Underwriting Company: The Continental Insurance Company, 151 N Franklin St, Chicago, IL 60606 Pc Copyright CNA All Rights Reserved. �oRaN Risk Mwag mendDiAsian REVIEWED & APPROVED BY. - Risk Management Analyst