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g. All interest on the full amount of any judgment So long as the above conditions are met, that accrues after entry of the judgment and attorneys' fees incurred by us in the defense of before we have paid, offered to pay, or that indemnitee, necessary litigation expenses deposited in court the part of the judgment that incurred by us and necessary litigation expenses is within the applicable limit of insurance. incurred by the indemnitee at our request will be paid as Supplementary Payments. These payments will not reduce the limits of Notwithstanding the provisions of Paragraph insurance. 2.b.(2) of Section I – Coverage A – Bodily Injury 2. If we defend an insured against a "suit" and an And Property Damage Liability, such payments will indemnitee of the insured is also named as a party not be deemed to be damages for "bodily injury" to the "suit", we will defend that indemnitee if all of and "property damage" and will not reduce the the following conditions are met: limits of insurance. a. The "suit" against the indemnitee seeks Our obligation to defend an insured's indemnitee damages for which the insured has assumed and to pay for attorneys' fees and necessary the liability of the indemnitee in a contract or litigation expenses as Supplementary Payments agreement that is an "insured contract"; ends when we have used up the applicable limit of insurance in the payment of judgments or b. This insurance applies to such liability settlements or the conditions set forth above, or assumed by the insured; the terms of the agreement described in c. The obligation to defend, or the cost of the Paragraph f. above, are no longer met. defense of, that indemnitee, has also been SECTION II – WHO IS AN INSURED assumed by the insured in the same "insured contract"; 1. If you are designated in the Declarations as: d. The allegations in the "suit" and the information a. An individual, you and your spouse are we know about the "occurrence" are such that insureds, but only with respect to the conduct no conflict appears to exist between the of a business of which you are the sole owner. interests of the insured and the interests of the b. A partnership or joint venture, you are an indemnitee; insured. Your members, your partners, and e. The indemnitee and the insured ask us to their spouses are also insureds, but only with conduct and control the defense of that respect to the conduct of your business. indemnitee against such "suit" and agree that c. A limited liability company, you are an insured. we can assign the same counsel to defend the Your members are also insureds, but only with insured and the indemnitee; and respect to the conduct of your business. Your f. The indemnitee: managers are insureds, but only with respect to their duties as your managers. (1) Agrees in writing to: d. An organization other than a partnership, joint (a) Cooperate with us in the investigation, venture or limited liability company, you are an settlement or defense of the "suit"; insured. Your "executive officers" and directors (b) Immediately send us copies of any are insureds, but only with respect to their demands, notices, summonses or legal duties as your officers or directors. Your papers received in connection with the stockholders are also insureds, but only with "suit"; respect to their liability as stockholders. (c) Notify any other insurer whose coverage e. A trust, you are an insured. Your trustees are is available to the indemnitee; and also insureds, but only with respect to their (d) Cooperate with us with respect to duties as trustees. coordinating other applicable insurance available to the indemnitee; and (2) Provides us with written authorization to: (a) Obtain records and other information related to the "suit"; and (b) Conduct and control the defense of the indemnitee in such "suit". CG 00 01 04 13 © Insurance Services Office, Inc.,2012 Page 9of 16