Common use of Excess Coverage Clause in Contracts

Excess Coverage. For a period of 36 months after the Closing, Seller or Seller Parent shall maintain $150 million of insurance coverage that will be excess over the $5 million ($1 million for occurrences prior to December 1, 2013) primary general liability insurance coverage and $1 million of primary automobile and primary employer’s liability insurance coverage being maintained by or for the Company as of the date of this Agreement as listed in Annex I to Schedule 4.19 (the “Excess Coverage”). Seller or Seller Parent shall make the Excess Coverage available to the Company solely for claims associated with covered events that occur prior to the Effective Time. Purchaser and the Company shall be solely responsible for maintaining any and all insurance (including primary and excess liability insurance) for events that occur after the Effective Time. In consideration of the foregoing, the Closing Assets included in the Closing Statement shall include a prepaid expense equal to the actual cost of the Excess Insurance (up to a maximum of $89,000).