Continuing Insurance Coverage Clause Samples

Continuing Insurance Coverage. (a) From and after the Closing, Parent and Seller agrees (i) to cause the Group Companies to be afforded continuing coverage under, and subject to the terms of, the Seller Group Insurance Policies, but solely for exposures, claims, losses, occurrences, or other covered perils taking place or alleged to have taken place prior to the Closing (whether reported prior to, on or after the Closing but subject to the terms and conditions of the applicable Seller Group Insurance Policy), and (ii) to provide reasonable assistance to the Group Companies to notify the insurers under such Seller Group Insurance Policies of any claims related to any occurrences prior to the Closing and to use commercially reasonable efforts to assist, and to cause any third party claims administrator retained by Seller from time to time to assist, the Group Companies in administering such claims and obtaining (at the Group Companies’ expense) the proceeds related to such claims. (b) From and after the Closing Date, Buyer shall, and shall cause the Group Companies and any counsel representing them or insurance administrator to, keep Internal Counsel reasonably informed of the status of all claims asserted or reasonably expected to be asserted against the Seller Group Insurance Policies from time to time, and, subject to the execution of a customary joint defense agreement, shall consult with Internal Counsel regarding the defense or settlement of any such claim and allow Seller, through Internal Counsel, to have the right to participate, at its own expense, in the defense thereof and to be present at and participate in any meeting or Action with respect to any such claim. It is understood and agreed that, at all times, Internal Counsel will be representing solely Seller and its Affiliates, and no attorney-client relationship shall be deemed to exist or be created between Buyer or any Group Company, on the one hand, and Internal Counsel, on the other, as a result of any participation of Internal Counsel in connection with any such insured claim or Action as contemplated hereby.
Continuing Insurance Coverage. 28 6.11 CMHC Cash and Intercompany Accounts at Closing. . . . . . . . . . . . . . . . . . . . . 30 6.12
Continuing Insurance Coverage. (a) From and after the Closing Date, the Purchaser and CMHC shall jointly and severally procure at their own expense and shall maintain in full force and effect (with reputable and financially sound U.S. domestic insurance companies having a rating of A or better by A.K. Best & Company as of their respective latest evaluation dates and otherwise acceptable to CEC, or with such other insurance companies acceptable to CEC) the insurance coverage in the amounts, of the types and with the characteristics set forth in this Section 5.09 and
Continuing Insurance Coverage. In addition to the “tail” policy referenced in Section 6.6(b), prior to or contemporaneously with the Closing, Seller shall use its reasonable best efforts to cause the Company to (a) obtain “tail” policies for the insurance policies set forth in Schedule 6.7 that cover the Group Companies for a period of six (6) years beginning on the Closing Date with respect to matters occurring prior to the Closing, and (b) renew the Company’s existing cyber insurance policy with Lloyd’s, which policy shall include an aggregate coverage limit of at least $10,000,000.00 and no material changes to the terms and conditions of the existing policy (including self-insured retentions and any sublimits) (the policies referenced in clauses (a) and (b), each a “Buyer Requested Insurance Policy”), provided that the costs of such Buyer Requested Insurance Policies shall be deemed post-Closing expenses of the Company. Such provisions shall provide coverage that is at least equal to the coverage provided under the Group Companies’ corresponding policy of insurance; provided, that notwithstanding anything contained in this Agreement, the obtaining of any such Buyer Requested Insurance Policy shall not be a condition to Closing.
Continuing Insurance Coverage. Parent and Buyer shall be reasonably satisfied with the continuing arrangements of Seller with regard to its insurance coverage.
Continuing Insurance Coverage. (a) From and after the Closing Date, Buyer shall procure, or shall caused to be procured, at its own expense and shall maintain in full force and effect (with reputable and financially sound U.S. domestic insurance companies having a rating of A or better by A.M. Best & Company as of their respective latest evaluation dates and otherwise acceptable to Terex, or with such other insurance companies acceptable to Terex) the insurance coverage in the amounts, of the types and the characteristics set forth in this Section 6.10 and Schedule 6.10 attached hereto (each an "Insurance Policy", and collectively, the "Insurance Policies"). (b) Buyer shall deliver to Terex, on the Closing Date and at least 45 days prior to each anniversary of the Closing Date, a certificate of authorized officers of Buyer (i) confirming that all of the Insurance Policies are in full force and effect on and as of such date and, with respect to such certificates being delivered in respect of an anniversary date, that all of such Insurance Policies will be in full force and effect on and as of such anniversary date, (ii) confirming the names of the companies issuing such Insurance Policies, (iii) confirming the amounts, the effective dates and the expiration dates of such Insurance Policies, (iv) confirming that all premiums in respect of such Insurance Policies have been paid in full and (v) certifying that such Insurance Policies fully comply with the requirements of this Section 6.
Continuing Insurance Coverage. (a) From and after the Closing Date, Buyer shall procure, or shall caused to be procured, at its own expense and shall maintain in full force and effect (with reputable and financially sound U.S. domestic insurance companies having a rating of A or better by A.M. Best &

Related to Continuing Insurance Coverage

  • Insurance Coverage The Company and each Subsidiary maintains in full force and effect insurance coverage that is customary for comparably situated companies for the business being conducted and properties owned or leased by the Company and each Subsidiary, and the Company reasonably believes such insurance coverage to be adequate against all liabilities, claims and risks against which it is customary for comparably situated companies to insure.

  • Insurance Coverages The Consultant shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement including any extension thereof, the following policies of insurance which shall cover all elected and appointed officers, employees and agents of City: (a) General Liability Insurance (Occurrence Form CG0001 or equivalent). A policy of comprehensive general liability insurance written on a per occurrence basis for bodily injury, personal injury and property damage. The policy of insurance shall be in an amount not less than $1,000,000.00 per occurrence or if a general aggregate limit is used, then the general aggregate limit shall be twice the occurrence limit.

  • REINSURANCE COVERAGE Reinsurance under this Agreement will apply to insurance issued by Ceding Company on the Plans of Insurance shown in Schedule A. Such Plans of Insurance shall be reinsured with the Reinsurer on an automatic basis, subject to the requirements set forth in Section A below or on a facultative basis, subject to the requirements set forth in Section B below. The specifications for all reinsurance under this Agreement are provided in Schedule A. A. Requirements for Automatic Reinsurance For risks which meet the requirements for automatic reinsurance as set forth below, Reinsurer will participate in a reinsurance pool whereby Reinsurer will automatically reinsure a portion of the insurance risks as indicated in Schedule A. The requirements for automatic reinsurance are as follows: 1. Each life must be a resident of the United States or Canada at the time of application. 2. Each life must be underwritten according to the Ceding Company's standard underwriting practices and guidelines. Any life falling into the category of special underwriting programs will be excluded from this Agreement unless previously agreed to by the Reinsurer via a written amendment. 3. Any risk offered on a facultative basis by the Ceding Company to the Reinsurer or any other company will not qualify for automatic reinsurance under this Agreement for the same risk and same life. 4. The maximum issue age on any risk will be age 85. 5. The mortality rating on each risk must not exceed Table 16, Table P, or 500%, or its equivalent, as shown in the Ceding Company's retention schedule, on a flat extra premium basis. However, one life may be uninsurable if the other life meets the preceding requirements. 6. The total face amount of insurance for the Plans of Insurance in Schedule A to be reinsured on an automatic basis must not exceed the Automatic Issue Limits in Exhibit II. 7. The total amount of insurance issued and applied for in all companies on each life must not exceed the jumbo limits as stated in Exhibit II. 8. The Ceding Company shall retain it's maximum limit of retention for the age and risk classification of each life, as shown in Exhibit II, either on previous insurance or insurance currently applied for.

  • Required Insurance Coverages The Contractor also agrees to purchase insurance and have the authorized agent state on the insurance certificate that the Contractor has purchased the following types of insurance coverages, consistent with the policies and requirements of O.C.G.A. §50-21-37. The minimum required coverages and liability limits are as follows:

  • Required Insurance Coverage As a condition of this Contract with DIR, Vendor shall provide the listed insurance coverage within 5 business days of execution of the Contract if the Vendor is awarded services which require that Vendor’s employees perform work at any Customer premises and/or use employer vehicles to conduct work on behalf of Customers. In addition, when engaged by a Customer to provide services on Customer premises, the Vendor shall, at its own expense, secure and maintain the insurance coverage specified herein, and shall provide proof of such insurance coverage to the related Customer within five (5) business days following the execution of the Purchase Order. Vendor may not begin performance under the Contract and/or a Purchase Order until such proof of insurance coverage is provided to, and approved by, DIR and the Customer. All required insurance must be issued by companies that have an A rating and a Financial Size Category Class of VII from A.M. Best, and are licensed in the State of Texas and authorized to provide the corresponding coverage. The Customer and DIR will be named as Additional Insureds on all required coverage. Required coverage must remain in effect through the term of the Contract and each Purchase Order issued to Vendor there under. The minimum acceptable insurance provisions are as follows: