Who We Are

2. Who We Are Ranked among the largest specialty insurance brokers in the United States. 400 insurance professionals in 11 offices. Colemont has been independent since it was founded in 1992. Colemont launched an international expansion in 2005 and now nearly 300 employees overseas with offices in 15 countries. Premium Volume Growth

3. Why We’re Different • Totally Independent: Colemont was founded on the premise that the insurance marketplace would always need – even demand – a truly independent wholesale specialty broker. Independent in that we were not affiliated with a U.S. retail operation. • Passion for Service: We understand that quick reaction times and a work product that is comprehensively responsive to your client’s needs make you look good; and when you look good, we look good. • Product and Coverage Expertise: Colemont’s brokers are routinely asked to find just the right answer to difficult or even one-of-a-kind coverage needs. Generally, each of our brokers specializes in a particular product area – e.g. property, professional liability, etc. – and are well-versed in the intricacies and nuances different coverage parts provide. By virtue of being a national firm, brokers are encouraged to reach out to other Colemont brokers to question and collaborate. Also, many of our brokers have prior retail and/or underwriting experience, which allows them to better communicate with their clients. • Unmatched Market Access: Colemont’s brokers have access to more than 400 markets – domestically and internationally. More choices mean more options for your insured. • Culture: Integrity, urgency, creativity, service, teamwork, and intensity. • Proprietary Market Intelligence Systems: Allows us to quickly identify the best markets meeting the needs of your customers.

4. Your Colemont Brokers Gary Grindle, CPCU, CRIS, ASLIgary.grindle@colemont.com Products:  Casualty . Property & Inland/Ocean Marine Specialties: Construction, Manufacturing & International Philip Chesterphilip.chester@colemont.com Products:  Financial Services Specialties: Medical Malpractice Mike O'Brienmichael.obrien@colemont.com Products:  Financial Services CALL: (877) 644-3284

5. Jeffrey J. Vita is a founding partner of Saxe Doernberger & Vita, P.C., a Connecticut-based firm dedicated to the representation of policyholders in insurance coverage disputes. In the last several years, Mr. Vita has focused his practice on the representation of business policyholders in insurance coverage matters implicating coverage under comprehensive general liability, directors & officers, professional liability, commercial property, and health insurance related policies. Mr. Vita has handled coverage cases related to construction, professional malpractice, healthcare, business interruption, employment, disability, and environmental claims. He has successfully tried numerous court trials and commercial arbitrations. Currently, Mr. Vita is representing healthcare providers in connection with disputes arising out of the provider/payer relationship against several large HMOs. He also has authored numerous articles on insurance coverage issues and has lectured frequently on a variety of insurance coverage topics including additional insured issues, bad faith claims, allocation of coverage, and the duty to defend. jjv@sdvlaw.com Tobias J. Cushing represents clients in insurance coverage disputes involving commercial general liability, commercial property , directors & officers and professional liability insurance. In particular, he has handled cases involving environmental liability, construction defects and healthcare provider reimbursement disputes. Mr. Cushing has also consulted with a number of clients to improve their existing insurance programs and has represented them in renewal negotiations with insurance carriers. Since joining SDV he has argued various motions, tried cases and represented clients in a number of settlement negotiations and commercial transactions. During law school he worked at the Connecticut Attorney General's Office and was an extern in the Federal District Court of Connecticut and the New Haven Superior Court. Mr. Cushing's LLM in Insurance Law from the University of Connecticut School of Law has provided him with a broad based knowledge in: Insurance Regulation, Insurance Finance, Property Insurance, Liability Insurance, Insurance Litigation, Life and Health Insurance, and Reinsurance. tjc@sdvlaw.com

6. Jeffrey J. Vita and Edwin L. Doernberger Saxe, Doernberger & Vita, P.C. Coverage for Contractual Risk Transfer and Additional Insured Issues Jeffrey J. Vita Tobias J. Cushing Harrisburg, PA 9/10/08

7. Outline • Introduction • Contractual Indemnity • Additional Insured Coverage • Co-Insurance Issues re: AI Coverage • Certificates of Insurance • Waiver of Subrogation • Case Studies • Discussion

8. Risk Transfer

9. Risk Transfer 3rd Party Liability Insurance 1st Party Insurance Additional Insured Coverage CGL Professional Pollution Builders Risk Subcontractor Default Insurance Commercial Property Subcontractor Indemnity Contractual Rights

10. Effect of Indemnity Provisions • May shift payment of defense to sub/indemnitor • May shift indemnification to sub/indemnitor

11. Risk Allocation through Contract • GC/CM contract, subcontract, side agreement • Specific paragraphs for indemnity • Hidden provisions throughout contract Contract Language Policy Language Insured Contract

12. Contract Language “…the Subcontractor agrees to indemnify and save [GC] harmless of all loss, cost, expense, liability, damage or injury, including legal fees and disbursements …” Risk Allocation Policy Language Insured Contract

13. Policy Language This exclusion does not apply to liability for damages: (1) Assumed in a contract or agreement that is an “insured contract,” provided the “bodily injury” or “property damage” occurs subsequent to the execution of the contract or agreement; or (2) That the insured would have in the absence of the contract or agreement Risk Allocation Contract Language Insured Contract

14. Insured Contract That part of any other contract or agreement…under which you assume the tort liability of another party to pay for “bodily injury” or “property damage” to a third person Risk Allocation Contract Language Policy Language

15. Not Covered Covered Indemnity: What is Covered? Liability Indemnity

16. Contractual Indemnity v. AI Coverage • AI coverageand indemnity operate independently • Indemnity covered as contractual liability • AI coverage determined by policy and AI endorsement • AI coverage not limited by states’ anti-indemnity laws

17. Ten MinuteBreak

18. Benefits of AI Status • Supplement to contractual indemnity • Protects GC from own negligence and vicarious liability • Prohibits subrogation • Avoids impact to GC’s loss history

19. AI Issues • Who is an “Insured”? • Blanket Endorsement • Specifically Named • Notice to Insurer

20. Evolution of the AI Endorsement 1985 1993 2001 2004 CG 20 10 11 85 “Arising out of” CG 20 10 10 93 Limits coverage to “ongoing operations” CG 20 10 10 01 Excludes coverage for completed operations CG 20 10 07 04 Replaces “arising out of” with “caused in whole or in part.” Excludes completed operations CG 20 37 10 01 Reinstates completed operations coverage

21. CG 20 10 11 85 but only with respect to liability arising out of “your work” for that insured by or for you

22. CG 20 10 10 93 but only with respect to liability arising out of your ongoing operations performed for that insured.

23. CG 20 10 10 01 This insurance does not apply to “bodily injury” or “property damage” occurring after: (1) All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the site of the covered operations has been completed;

24. CG 20 37 10 01 but only with respect to liability arising out of “your work” at the location designated and described in the schedule of this endorsement performed for that insured and included in the “products-completed operations hazard”.

25. CG 20 10 07 04 Section II – Who Is an Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for “bodily injury”, “property damage”… caused, in whole or in part, by: 1. Your acts or omissions; or 2.The acts or omissions of those acting on your behalf; In the performance of your ongoing operations for the additional insured(s) at the location(s) at This insurance does not apply to “bodily injury” or “property damage” occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed;

26. AI Insurance - Primary v. Excess • As AI, GC is entitled to same protection as named insured • Make sure contract and policy are clear that sub’s insurance (primary and excess) will act as primary with GC’s insurance as excess

27. Ten MinuteBreak

28. Co-Insurance Issues • “Other Insurance” • Horizontal v. Vertical exhaustion • Horizontal is more common • Vertical exhaustion a/k/a targeted tender

29. Horizontal v. Vertical Exhaustion-Example

30. Horizontal v. Vertical Exhaustion-Example Trial Court Apportionment of AI Coveragefor Bovis

31. Horizontal v. Vertical Exhaustion-Example Appellate Court Apportionment of AI Coverage for Bovis

32. Ongoing Operations • “Ongoing operations” language in endorsement does not limit AI coverage to losses that occurred while contractor was onsite or while work was in progress • SeeValley Ins. Co. v. Wellington Cheswick, 2006 WL 3030282 (W.D. Wash.) (in property damage claim for alleged defective construction of condominium, while property damage may not have occurred during ongoing operations, the alleged liability did)

33. Completed Operations • Completed Operations coverage addresses continuing liability for an additional insured from the named insured’s work after that work is completed

34. Certificates of Insurance • Do not rely on certificate of insurance as evidence that you are an AI • Obtain all policies and endorsements at start of each project from the subcontractors including all renewals • At a minimum obtain declaration page, AI endorsement and certificate of insurance

35. Subrogation • Subrogation allows a party who has paid a loss or debt on the part of another to succeed to the rights of that other party to pursue recovery from a third party who was responsible for causing the loss • The right to subrogation can be waived prior to loss

36. Waiver of Subrogation • Allocate the risk of property damage and do not permit reallocation through subrogation • Contractually waive subrogation and/or • Include party and all of its subcontractors as insureds since insurers can not subrogate against their own insureds

37. Texas High School

38. Florida Condominium

39. Connecticut Hospital

40. New York Synagogue