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<br /> refusal of the Responsible Entity or the representatives for Recoverable Insurance to settle your
<br /> substantiated Protective Claim, we will pay the portion of your Protective Loss in excess of the
<br /> available collectible Recoverable Insurance.
<br /> The costs we incur in performing the activities described in Paragraphs 1.through 3.,above,shall be borne
<br /> by us and shall not erode the Limits of Liability described in Section VI. of this Policy.
<br /> E. Your Duties(All Coverages)
<br /> As a condition precedent to this insurance, in the event of any First Party Claim, Claim or reported
<br /> circumstance:
<br /> 1. You shall promptly forward to us all documents that you send or receive in connection with the First
<br /> Party Claim, Claim or circumstance, and you will direct all inquiries regarding a Claim or
<br /> circumstance to us or to our designated attorney.
<br /> 2. You shall cooperate fully with us and our designees in the investigation, defense and settlement of any
<br /> First Party Claim, Claim or circumstance, the conduct of suit or any other proceeding, and in
<br /> securing and enforcing any right of contribution, indemnity, or other recovery that you potentially may
<br /> have; such cooperation includes but is not limited to, when requested, attending any proceedings,
<br /> assisting in securing evidence and obtaining the attendance and testimony of witnesses, whether in a
<br /> legal proceeding or in an examination by us; and such cooperation will be without charge to us, except
<br /> as provided otherwise in the Supplemental Coverage for Litigation Attendance Reimbursement. Such
<br /> cooperation is agreed by us and you to be in furtherance of our common interest in the First Party
<br /> Claim or Claim, such that all such communications shall be protected by all applicable privileges and
<br /> protections.
<br /> 3. You shall not voluntarily make any payment, assume or admit any liability, consent to any judgment,
<br /> settle any First Party Claim or Claim, or incur any Claim Expense or Mitigation Cost, for which
<br /> coverage may be sought under this Policy, without our prior written consent, except for Emergency
<br /> Expense. We shall not be liable for any payment, assumed or admitted liability, consent judgment,
<br /> settlement, or Claim Expense to which we have not consented. You shall not release or compromise
<br /> any right you may have with respect to a First Party Claim or Claim without our prior written consent.
<br /> We shall not be liable for any Loss attributable to a release without such consent.
<br /> 4. You shall obtain our written consent before exercising any right, assuming any obligation, or making
<br /> any agreement, with respect to any dispute resolution mechanism or process for a First Party Claim
<br /> or Claim, including but not limited to rejecting or demanding arbitration.
<br /> IV. DEFINITIONS
<br /> Words stated in the singular will be construed as also being stated in the plural and vice versa. For purposes of
<br /> this Policy:
<br /> A. Advertising means material which promotes your products, services or business.
<br /> B. Bodily Injury means physical injury, sickness,disease, building-related illness, mental anguish, emotional
<br /> distress, or shock sustained by any person, including death resulting therefrom. Furthermore, Bodily
<br /> Injury shall extend to include the monitoring of medical conditions.
<br /> C. Claim means Professional Claim, Pollution Claim, Cyber Claim, and Media and Personal Injury
<br /> Claim.
<br /> D. Claim Expense means reasonable and necessary fees and costs incurred by us to investigate and defend
<br /> any Claim for which coverage is provided under this Policy, including fees and costs charged by adjusters
<br /> appointed by us to investigate a Claim. Claim Expense includes reasonable and necessary fees in
<br /> defending such a Claim, for attorneys, investigators, arbitrators, mediators, consultants and expert
<br /> testimony, as well as court and arbitration costs and expenses, but shall not include any remuneration,
<br /> salaries, regular or overtime wages, benefits, fees or other payment of directors, officers, managers and
<br /> employees of you or us, or fees and expenses of independent adjusters. Claim Expense alsn incltuips
<br /> premiums for the covered portion of appeal bonds, attachment bonds or any sin\
<br /> are not obligated to apply for,secure or furnish any such bond. o '"'" RiskManag mentDivislon
<br /> REviEWED&APPROVED BY:A.gu Acevedo
<br /> ui
<br /> MIZBEENa
<br /> Risk Management Specialist
<br /> Policy Form: PERFORM-10002(11-20)
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