Appendix_E_-_Retirement_&_Pension_Plan_Documentation.pdf

LTR-4035 Ed. 06-09 © 2009 The Travelers Indemnity Company. All rights reserved.

PO Box 2950 Hartford, CT 06104-2950

September 28, 2023

CITY OF HOLLY HILL POLICE OFFICERS' RETIREMENT TRUST FUND

1065 RIDGEWOOD AVENUE

DAYTONA BEACH, FL 32117

Re: Important Information about Claims Information Line

Dear CITY OF HOLLY HILL POLICE OFFICERS' RETIREMENT TRUST FUND

Travelers Bond & Specialty Insurance is pleased to announce its 1-800-842-8496 Claims Information Line. This line is designed to provide insureds with an additional resource on how to report claims or those circumstances or events which may become claims.

Policyholders will be able to obtain assistance on the following topics from the Claims Information Line:

• The information that needs to be included with the claim notice

• The address, electronic mail address and/or facsimile number to which the policyholder can send claims related information

• Get questions on the claim process answered

The Declarations Page of your policy sets forth where you should report claims and claims related information. You should also review the policy's reporting requirements to be aware of how much time you have to report a claim to Travelers. The sooner Travelers is notified, the sooner we can become involved in the process and offer assistance to our policyholder. A delay in reporting may result in all or part of a matter to fall outside of the coverage provided.

The Claims Information Line should streamline the claim reporting process and allow policyholders to ask questions on what information is needed as well as other questions which will assist them in working with Travelers. While the Claims Information Line provides policyholders a valuable resource by answering questions and providing information, the line does not replace the reporting requirements contained in the Policy.

We hope this improvement to customer service is something our policyholders will find helps them understand the claim process and provides them a resource for reporting.

LTR-4027 Rev. 10-17 © 2017 The Travelers Indemnity Company. All rights reserved. Page 1 of 1

P.O. Box 2950 Hartford, CT 06104-2950

RE: Risk Management PLUS+ Online® from Travelers Bond & Specialty Insurance (www.rmplusonline.com)

As a Travelers Bond & Specialty Insured you receive risk management services, at no additional cost, to help protect you and your business.

Risk Management PLUS+ Online, is a robust website to assist you in the mitigation of risk relative to employment practices, directors and officers, fiduciary liability, cyber, crime, kidnap & ransom, and identity fraud exposures.

Highlights of Risk Management PLUS+ Online include:

� Thousands of articles on a variety of risk management topics � Topical webinars and podcasts on current issues � Checklists to assist in managing risk � Web based training � Model Employee Handbook, including policies and forms for downloading or printing that reduce risks in the workplace.

The following Risk Management PLUS+ Online Registration Instructions contain easy, step-by-step instructions to register for this valuable tool. For more information, call 1-888-712-7667 and ask for your Risk Management PLUS+ Online representative. It’s that simple.

Thank you for choosing Travelers Bond & Specialty Insurance for your insurance needs. Travelers is a market leader in providing management liability and crime coverages that are specifically customized for your organization.

Instructions for Registration & Orientation to Risk Management PLUS+ Online®

Registration for Site Administrators:

The Site Administrator is the person in your organization who will oversee Risk Management PLUS+ Online for the organization. The Site Administrator is typically a person who leads human resources and/or financial functions or is responsible for legal matters pertaining to personnel. The Site Administrator may add other Site Administrators later to assist with their responsibilities. To register:

1. Go to www.rmplusonline.com.

2. In the Sign-In box, click Register.

3. Enter the password/passcode: TRVP120000

4. Fill in the Registration Information and click Submit.

5. Your organization is registered, and you are registered as Site Administrator.

Learning to Navigate the Site:

1. Go to www.rmplusonline.com. On each page, you will see a box outlined in blue that contains the instructions for use of that page.

2. If you have any questions, just click on Contact Us on the front page . Enter your question in the form provided, and the System

Administrator will get back to you quickly with the answer.

3. You can also schedule a live walk-through of the site by sending a request for a walk-through via the contact link on the front page.

CITY OF HOLLY HILL POLICE OFFICERS' RETIREMENT TRUST FUND

1065 RIDGEWOOD AVENUE

DAYTONA BEACH, FL 32117

09/28/2023

LTR-4025 Rev. 10-21 Page 1 of 1 © 2021 The Travelers Indemnity Company. All rights reserved.

PO Box 2950 Hartford, CT 06104-2950

Toll-Free ERISA HelpLine

As part of the services provided through Risk Management PLUS+ Online®, Travelers Bond & Specialty Insurance is pleased to provide its Fiduciary Liability policyholders with access to the ERISA HelpLine, a toll-free hotline designed for quick, practical guidance on day-to-day workplace issues.

To utilize the HelpLine, call 1-888-401KLAW (1-888-401-5529).

Through the ERISA HelpLine, policyholders are eligible for a consultation with an ERISA attorney from the law firm of Jackson Lewis P.C. at no charge. Jackson Lewis P.C., one of the largest law firms in the country, is exclusively dedicated to representing management on workplace issues. With more than 950 attorneys throughout the U.S. and Puerto Rico, the firm has both a recognized expertise in workplace-related issues and a dedicated ERISA practice.

The ERISA HelpLine is designed to provide general guidance on issues relating to employee benefits and ERISA law. From reviewing potential compliance pitfalls to defending employers and plan sponsors in adversary proceedings and appeals under internal agency procedures, attorneys from Jackson Lewis P.C. are there to help you. The ERISA HelpLine is available toll-free from anywhere in the United States.

We encourage policyholders to take advantage of this no-cost hotline. For more information about the hotline, go to www.rmplusonline.com/ERISAHelpLine.

This material does not amend, or otherwise affect, the provisions or coverages of any insurance policy or bond issued by Travelers. It is not a representation that coverage does or does not exist for any particular claim or loss under any such policy or bond. Coverage depends on the facts and circumstances involved in the claim or loss, all applicable policy or bond provisions, and any applicable law.

Availability of coverage referenced in this document can depend on underwriting qualifications and state regulations.

Travelers Casualty and Surety Company of America, and its property casualty affiliates, PO Box 2950, Hartford, CT 06104-2950.

NTC-19036 Rev. 01-19 © 2019 The Travelers Indemnity Company. All rights reserved.

This notice provides no coverage, nor does it change any policy terms. To determine the scope of coverage and the insured’s rights and duties under the policy, read the entire policy carefully. For more information about the content of this notice, the insured should contact their agent or broker. If there is any conflict between the policy and this notice, the terms of the policy prevail.

Independent Agent And Broker Compensation Notice

For information on how Travelers compensates independent agents, brokers, or other insurance producers, please visit this website: www.travelers.com/w3c/legal/Producer_Compensation_Disclosure.html.

Or write or call:

Travelers, Agency Compensation P.O. Box 2950 Hartford, Connecticut 06104-2950

(866) 904.8348

NTC-19068 Ed. 01-19

This notice provides no coverage, nor does it change any policy terms. To determine the scope of coverage and the insured’s rights and duties under the policy, read the entire policy carefully. For more information about the content of this notice, the insured should contact their agent or broker. If there is any conflict between the policy and this notice, the terms of the policy prevail. Florida Insurer Contact Information Notice

For information about this policy, contact the insurance agent or broker listed in the policy. If additional information is needed, contact Travelers at the following address:

Travelers P.O. Box 2950 Hartford, Connecticut 06104-2950

Or call Travelers at 800.328.2189

DBP-15001 Ed. 11-12 ©2012 The Travelers Indemnity Company. All Rights Reserved

DESIGNATED BENEFIT PLAN

FIDUCIARY LIABILITY COVERAGE

DECLARATIONS

POLICY NO. 106325088

Travelers Casualty and Surety Company of America Hartford, Connecticut

(A Stock Insurance Company, herein called the Company)

THIS LIABILITY COVERAGE IS WRITTEN ON A CLAIMS-MADE BASIS. THIS LIABILITY

COVERAGE COVERS ONLY CLAIMS FIRST MADE AGAINST INSUREDS DURING THE POLICY

PERIOD. THE LIMIT OF LIABILITY AVAILABLE TO PAY SETTLEMENTS OR JUDGMENTS WILL

BE REDUCED BY DEFENSE EXPENSES, AND DEFENSE EXPENSES WILL BE APPLIED

AGAINST THE RETENTION. THE COMPANY HAS NO DUTY TO DEFEND ANY CLAIM UNLESS

DUTY-TO-DEFEND COVERAGE HAS BEEN SPECIFICALLY PROVIDED HEREIN.

ITEM 1 BENEFIT PLAN:

CITY OF HOLLY HILL POLICE OFFICERS' RETIREMENT TRUST FUND

Principal Address:

1065 RIDGEWOOD AVENUE

DAYTONA BEACH, FL 32117

ITEM 2 INSURANCE REPRESENTATIVE:

LT CHRIS YATES

D/B/A:

Principal Address:

1065 RIDGEWOOD AVENUE

HOLLY HILL, FL 32117

ITEM 3 POLICY PERIOD:

Inception Date: October 01, 2023 Expiration Date: October 01, 2026 12:01 A.M. standard time both dates at the Principal Address stated in ITEM 1.

ITEM 4 ALL NOTICES OF CLAIM OR LOSS MUST BE SENT TO THE COMPANY BY EMAIL, FACSIMILE, OR

MAIL AS SET FORTH BELOW:

Email: BSIclaims@travelers.com Fax: 1-888-460-6622

Mail: Travelers Bond & Specialty Insurance Claim P.O. Box 2989

Hartford, CT 06104-2989

Overnight Mail: Travelers Bond & Specialty Insurance Claim One Tower Square, S202A Hartford, CT 06183

For questions related to claim reporting or handling, please call 1-800-842-8496.

ITEM 5 Only those coverage features marked “ Applicable” are included in this Policy.

DESIGNATED BENEFIT PLAN FIDUCIARY LIABILITY COVERAGE

Limit of Liability: $1,000,000 for all Claims

Settlement Program Limit of Liability $250,000 for each Settlement Program Notice, which amount is included within, and not in addition to, any applicable limit of liability HIPAA Limit of Liability $1,000,000 which amount is included within, and not in addition to, any applicable limit of liability

502(c) Penalties Limit of Liability $250,000 which amount is included within, and not in addition to, any applicable limit of liability

Additional Defense Coverage:

Applicable Not Applicable

Additional Defense Limit of Liability: Not Covered for all Claims

Retention: $5,000 for each Claim under Insuring Agreement A

Prior and Pending Proceeding Date: June 16, 2015 Continuity Date: June 16, 2015

ITEM 6 PREMIUM FOR THE POLICY PERIOD:

Policy Premium$9,003.00

Annual Installment Premium $3,001.00

ITEM 7 TYPE OF COVERAGE:

Reimbursement

Duty-to-Defend

Only the type of coverage marked “ ” is included in this Policy.

ITEM 8 EXTENDED REPORTING PERIOD:

Additional Premium Percentage: 75%

Additional Months: 12

(If exercised in accordance with section V. CONDITIONS, M. EXTENDED REPORTING PERIOD, of the Designated Benefit Plan Fiduciary Liability Coverage)

ITEM 9 RUN-OFF EXTENDED REPORTING PERIOD:

Additional Premium Percentage: Not Applicable

Additional Months: Not Applicable

(If exercised in accordance with section V. CONDITIONS, K. CHANGE OF CONTROL, of the Designated Benefit Plan Fiduciary Liability Coverage)

ITEM 10 ANNUAL REINSTATEMENT OF THE LIMIT OF LIABILITY:

Applicable

Not Applicable

Only those coverage features marked “ Applicable” are included in this Policy.

ITEM 11 FORMS AND ENDORSEMENTS ATTACHED AT ISSUANCE:

AFE-19038-1119; AFE-19029-0719; AFE-19030-0920; DBP-17055-1112; DBP-16001-1112;

DBP-19001-1112; DBP-19002-1112; DBP-19003-1112; DBP-19083-0315; DBP-17009-1112

THE DECLARATIONS, THE APPLICATION, THE DESIGNATED BENEFIT PLAN FIDUCIARY LIABILITY COVERAGE, AND ANY ENDORSEMENTS ATTACHED THERETO, CONSTITUTE THE ENTIRE AGREEMENT BETWEEN THE

COMPANY AND THE INSURED.

Countersigned By

IN WITNESS WHEREOF, the Company has caused this Policy to be signed by its authorized officers.

President Corporate Secretary

AFE-19038 Ed. 11-19 Page 1 of 1

This form is part of the Declarations. Premium, Tax, And Surcharge Disclosure

The following premium, tax, and surcharge amounts apply to this Policy as of the inception date.

Issuing Company: Travelers Casualty and Surety Company of America Policy Number: 106325088

Year 1 Year 2 Year 3

$3,001.00 $3,001.00 $3,001.00 Policy Premium

$21.01 $21.01 $21.01 Florida Guaranty Fund Surcharge

$30.01 $30.01 $30.01 Florida Guaranty Fund Emergency Surcharge

$3,052.02 $3,052.02 $3,052.02 Total

AFE-19029 Rev. 07-19

This endorsement modifies any Coverage Part or Coverage Form included in this Policy that is subject to the federal Terrorism Risk Insurance Act of 2002 as amended.

Cap On Losses From Certified Acts Of Terrorism Endorsement

The following is added to this Policy. This provision can limit coverage for any loss arising out of a Certified Act Of Terrorism if such loss is otherwise covered by this Policy. This provision does not apply if and to the extent that coverage for the loss is excluded or limited by an exclusion or other coverage limitation for losses arising out of Certified Acts Of Terrorism in another endorsement to this policy.

If aggregate insured losses attributable to Certified Acts Of Terrorism exceed $100 billion in a calendar year and the Insurer has met its insurer deductible under TRIA, the Insurer will not be liable for the payment of any portion of the amount of such losses that exceeds $100 billion, and in such case, insured losses up to that amount are subject to pro rata allocation in accordance with procedures established by the Secretary of the Treasury.

Certified Act Of Terrorism means an act that is certified by the Secretary of the Treasury, in accordance with the provisions of TRIA, to be an act of terrorism pursuant to TRIA. The criteria contained in TRIA for a Certified Act Of Terrorism include the following:

1. The act resulted in insured losses in excess of $5 million in the aggregate, attributable to all types of insurance subject to TRIA; and

2. The act is a violent act or an act that is dangerous to human life, property or infrastructure and is committed by an individual or individuals as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion.

TRIA means the federal Terrorism Risk Insurance Act of 2002 as amended.

Issuing Company: Travelers Casualty and Surety Company of America Policy Number: 106325088

AFE-19030 Rev. 09-20 © 2020 The Travelers Indemnity Company. All rights reserved.

This endorsement modifies any Coverage Part or Coverage Form included in this Policy that is subject to the federal Terrorism Risk Insurance Act of 2002 as amended.

Federal Terrorism Risk Insurance Act Disclosure Endorsement

The federal Terrorism Risk Insurance Act of 2002 as amended (“TRIA”), establishes a program under which the Federal Government may partially reimburse “Insured Losses” (as defined in TRIA) caused by “Acts Of Terrorism” (as defined in TRIA).

Act Of Terrorism is defined in Section 102(1) of TRIA to mean any act that is certified by the Secretary of the Treasury - in consultation with the Secretary of Homeland Security and the Attorney General of the United States - to be an act of terrorism; to be a violent act or an act that is dangerous to human life, property, or infrastructure; to have resulted in damage within the United States, or outside the United States in the case of certain air carriers or vessels or the premises of a United States Mission; and to have been committed by an individual or individuals as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion.

The Federal Government's share of compensation for such Insured Losses is 80% of the amount of such Insured Losses in excess of each Insurer's “Insurer Deductible” (as defined in TRIA), subject to the “Program Trigger” (as defined in TRIA).

In no event, however, will the Federal Government be required to pay any portion of the amount of such Insured Losses occurring in a calendar year that in the aggregate exceeds $100 billion, nor will any Insurer be required to pay any portion of such amount provided that such Insurer has met its Insurer Deductible. Therefore, if such Insured Losses occurring in a calendar year exceed $100 billion in the aggregate, the amount of any payments by the Federal Government and any coverage provided by this policy for losses caused by Acts Of Terrorism may be reduced.

For each coverage provided by this policy that applies to such Insured Losses, the charge for such Insured Losses is no more than one percent of your premium, and does not include any charge for the portion of such Insured Losses covered by the Federal Government under TRIA. Please note that no separate additional premium charge has been made for coverage for Insured Losses covered by TRIA. The premium charge that is allocable to such coverage is inseparable from and imbedded in your overall premium.

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

DBP-17055 Ed. 11-12 Page 1 of 1 © 2012 The Travelers Indemnity Company. All rights reserved.

TABLE OF CONTENTS – FLORIDA

This endorsement changes the following:

Designated Benefit Plan Fiduciary Liability

It is agreed that:

The following is added to the Policy:

I. INSURING AGREEMENTS 1

II. DEFINITIONS 1

III. EXCLUSIONS

A. EXCLUSIONS APPLICABLE TO ALL LOSS 4

B. EXCLUSIONS APPLICABLE TO ALL LOSS, OTHER THAN

DEFENSE EXPENSES 5

IV. SEVERABILITY OF EXCLUSIONS 6

V . CONDITIONS 6

Nothing herein contained shall be held to vary, alter, waive or extend any of the terms, conditions, exclusions or limitations of the above-mentioned policy, except as expressly stated herein. This endorsement is part of such policy and incorporated therein.

DBP-16001 Ed. 11-12 Page 1 of 15 ©2012 The Travelers Indemnity Company. All rights reserved.

DESIGNATED BENEFIT PLAN FIDUCIARY LIABILITY COVERAGE

THIS IS A CLAIMS MADE COVERAGE WITH DEFENSE EXPENSES INCLUDED IN THE LIMIT OF LIABILITY.

PLEASE READ ALL TERMS CAREFULLY.

I. INSURING AGREEMENTS

A. The Company will pay on behalf of the Insured, Loss for any Claim first made during the Policy Period, or if exercised, during the Extended Reporting Period or Run-Off Extended Reporting Period, for a Wrongful Act.

B. The Company will pay on behalf of the Insured, Settlement Fees and Defense Expenses incurred by the Insured in connection with any Settlement Program Notice; provided that participation by the Insured in any Settlement Program commences during the Policy Period or, if exercised, during the Extended Reporting Period or Run-Off Extended Reporting Period.

II. DEFINITIONS

Wherever appearing in this Policy, the following words and phrases appearing in bold type will have the meanings set forth in this section II. DEFINITIONS:

A. Additional Defense Limit of Liability means the amount set forth in ITEM 5 of the Declarations. If “Not Applicable” is selected for the Additional Defense Limit of Liability, then any reference to the Additional Defense Limit of Liability will be deemed to be deleted from this Policy.

B. Administration means:

giving counsel, advice, or notice to participants or beneficiaries with respect to a Benefit Plan;

interpreting a Benefit Plan;

handling records in connection with a Benefit Plan; or effecting enrollment, termination or cancellation of participants or beneficiaries under a Benefit Plan .

C. Annual Reinstatement of the Limit of Liability means, if included in ITEM 10 of the Declarations, the reinstatement of each applicable limit of liability for each Policy Year during the Policy Period.

D. Application means the application deemed to be attached to and forming a part of this Policy, including any materials submitted and statements made in connection with that application. If the Application uses terms or phrases that differ from the terms defined in this Policy, no inconsistency between any term or phrase used in the Application and any term defined in this Policy will waive or change any of the terms, conditions and limitations of this Policy.

E. Benefit Plan means only those plans or trusts set forth in ITEM 1 of the Declarations or those plans or trusts designated within an endorsement to this Policy.

F. Benefit Plan Committee means any committee of the Benefit Plan, including any Benefit Plan investment or administration committee, that is established by the Benefit Plan and that is comprised entirely of Insured Persons.

1.

2.

4.

3.

DBP-16001 Ed. 11-12 Page 2 of 15

G. Benefit Plan Official means a natural person officer, including any executive director or functional equivalent thereof; member of the board of trustees; in-house risk manager; or in-house general counsel of the Benefit Plan.

H. Change of Control means:

1. the full assumption of fiduciary responsibilities or Administration, with respect to a Benefit Plan by one or more other persons or entities; or

2. the acquisition of a Benefit Plan, or of all or substantially all of its assets, by another entity, or the merger or consolidation of a Benefit Plan into or with another entity or employee benefit plan such that the Benefit Plan is not the surviving entity.

I. Claim means:

1. a written demand for monetary damages or non-monetary relief;

2. a civil proceeding commenced by service of a complaint or similar pleading;

3. a criminal proceeding commenced by filing of charges;

4. a formal administrative or regulatory proceeding commenced by filing of a notice of charges, formal investigative order, service of summons or similar document, including a fact-finding investigation by the Department of Labor or the Pension Benefit Guaranty Corporation;

5. an arbitration, mediation or similar alternative dispute resolution proceeding if the Insured is obligated to participate in such proceeding or if the Insured agrees to participate in such proceeding, with the Company’s written consent, such consent not to be unreasonably withheld;

or

6. a written request to toll or waive a statute of limitations relating to a potential civil or administrative proceeding, against an Insured for a Wrongful Act.

A Claim will be deemed to have been made on the earliest date written notice thereof is received by an Insured.

J. Defense Expenses means reasonable and necessary legal fees and expenses incurred by the Company or the Insured, with the Company’s consent, in the investigation, defense, settlement and appeal of a Claim, including cost of expert consultants and witnesses, premiums for appeal, injunction, attachment or supersedeas bonds (without the obligation to furnish such bonds) regarding such Claim; provided that Defense Expenses will not include the salaries, wages, benefits or overhead of, or paid to, any Insured or any employee of such Insured.

K. HIPAA means the Health Insurance Portability and Accountability Act of 1996, as amended.

L. Insurance Representative means the entity or person so designated by endorsement to this Policy .

M. Insured means:

the Insured Persons;

any Benefit Plan; and any Benefit Plan Committee in its capacity as a fiduciary or trustee of a Benefit Plan, or in its Administration of a Benefit Plan.

1.

2.

3.

DBP-16001 Ed. 11-12 Page 3 of 15

N. Insured Person means any natural person who was, is now or becomes a trustee; committee member;

officer; in-house general counsel; or employee of a Benefit Plan, but only while acting in his or her capacity as a fiduciary of a Benefit Plan or as a person performing Administration.

In the event of the death, incapacity or bankruptcy of an Insured Person, any Claim against the estate, heirs, legal representatives or assigns of such Insured Person for a Wrongful Act of such Insured Person will be deemed to be a Claim against such Insured Person.

O. Loss means Defense Expenses and money which an Insured is legally obligated to pay as a result of a Claim, including settlements; judgments; compensatory damages; punitive or exemplary damages or the multiple portion of any multiplied damage award if insurable under the applicable law most favorable to the insurability of punitive, exemplary, or multiplied damages; prejudgment and post judgment interest; and legal fees and expenses awarded pursuant to a court order or judgment; and solely with respect to section I. INSURING AGREEMENTS B. of this Policy, Settlement Fees. Loss does not include:

1. civil or criminal fines (except Settlement Fees pursuant to Insuring Agreement B.; Section 502(c) Penalties; civil penalties under Sections 502(i) and 502(l) of the Employee Retirement Income Security Act of 1974, as amended; or civil penalties under the privacy provisions of HIPAA);

sanctions; liquidated damages; payroll or other taxes; or damages or types of relief deemed uninsurable under applicable law;

2. payment of medical benefits, pension benefits, severance, or any other benefit provided under a Benefit Plan which are or may become due, except to the extent that such sums are payable as a personal obligation of an Insured Person, because of such Insured Person’s Wrongful Act;

provided that this exclusion will not apply to:

a. the Company’s obligation to defend any Claim, if applicable, or to pay, advance or reimburse Defense Expenses, regarding a Claim seeking such benefits; or

b. that portion of any damage, settlement or judgment covered as Loss under this Policy that represents a loss to any Benefit Plan, or loss to any account of a participant in any Benefit Plan, by reason of a change in value of any investments held by such Benefit Plan or such account, notwithstanding that such portion of any such damage, settlement or judgment has been characterized by plaintiffs, or held by a court of law, to be “benefits”; or

3. any amount allocated to non-covered loss pursuant to section V. CONDITIONS, R.

ALLOCATION, of this Policy.

P. Policy means, collectively, the Declarations, the Application, this Designated Benefit Plan Fiduciary Liability Coverage, and any endorsements attached hereto.

Q. Policy Period means the period from the Inception Date to the Expiration Date set forth in ITEM 3 of the Declarations. In no event will the Policy Period continue past the effective date of cancellation or termination of this Policy.

R. Policy Year means:

1. the period of one year following the Inception Date set forth in ITEM 3 of the Declarations or any anniversary thereof; and

2. the time between the Inception Date set forth in ITEM 3 of the Declarations or any anniversary thereof and the effective date of cancellation or termination of this Policy if such time period is less than one year.

S. Pollutant means any solid, liquid, gaseous, or thermal irritant or contaminant, including smoke, vapor, soot, fumes, acids, alkalis, chemicals and waste. Waste includes materials to be recycled, reconditioned or reclaimed.

DBP-16001 Ed. 11-12 Page 4 of 15

T. Potential Claim means any Wrongful Act that may subsequently give rise to a Claim.

U. Related Wrongful Act means all Wrongful Acts that have as a common nexus, or are causally connected by reason of, any fact, circumstance, situation, event or decision.

V. Section 502(c) Penalties means civil penalties imposed on any Insured pursuant to Section 502(c) of the Employee Retirement Income Security Act of 1974, as amended.

W. Settlement Fees mean any fees, penalties or sanctions imposed by law under a Settlement Program that any Insured becomes legally obligated to pay as a result of a Wrongful Act. Settlement Fees will not include any costs or expenses other than such fees, penalties or sanctions.

X. Settlement Program means any voluntary compliance resolution program or similar voluntary settlement program, administered by the Internal Revenue Service or Department of Labor of the United States, including the Employee Plans Compliance Resolution System, the Self Correction Program, the Audit Closing Agreement Plan, the Delinquent Filer Voluntary Compliance program, and the Voluntary Fiduciary Correction program, entered into by a Benefit Plan.

Y. Settlement Program Notice means a prior written notice to the Company by the Insured of the Insured’s intent to enter into a Settlement Program.

Z. Wrongful Act means:

1. any actual or alleged breach of fiduciary duty by or on behalf of the Insured with respect to any Benefit Plan, including:

a. any actual or alleged breach of duties, obligations and responsibilities imposed by the Employee Retirement Income Security Act of 1974, as amended, COBRA, HIPAA, or by any similar or related federal, state, local, or foreign law or regulation, in the discharge of the Insured’s duties with respect to a Benefit Plan; or

b. any other matter claimed against an Insured solely because of the Insured’s status as a fiduciary of a Benefit Plan; or

2. any actual or alleged negligent act, error or omission by or on behalf of the Insured in the Administration of a Benefit Plan.

All Related Wrongful Acts are a single Wrongful Act for purposes of this Policy, and all Related Wrongful Acts will be deemed to have occurred at the time the first of such Related Wrongful Acts occurred whether prior to or during the Policy Period.

III. EXCLUSIONS

A. EXCLUSIONS APPLICABLE TO ALL LOSS

1. The Company will not be liable for Loss for any Claim for any damage to, or destruction of, loss of, or loss of use of, any tangible property including damage to, destruction of, loss of, or loss of use of, tangible property that results from inadequate or insufficient protection from soil or ground water movement, soil subsidence, mold, toxic mold, spores, mildew, fungus, or wet or dry rot.

2. The Company will not be liable for Loss for any Claim for any bodily injury, sickness, disease, death, loss of consortium, emotional distress, mental anguish, or humiliation.

3. The Company will not be liable for Loss for any Claim:

a. based upon or arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of any Pollutant;

DBP-16001 Ed. 11-12 Page 5 of 15

b. based upon or arising out of any request, demand, order, or statutory or regulatory requirement that any Insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, any Pollutant, or

c. brought by or on behalf of any governmental authority because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, any Pollutant;

provided this exclusion will not apply to any Claim by or on behalf of a beneficiary of, or participant in, any Benefit Plan based upon, arising from or in consequence of the diminution in value of any securities owned by the Benefit Plan in any organization if such diminution in value is allegedly as a result of a Pollutant.

4. The Company will not be liable for Loss for any Claim for any liability of others assumed by an Insured under any contract or agreement, whether oral or written, other than a Benefit Plan, except to the extent that the Insured would have been liable in the absence of such contract or agreement.

5. The Company will not be liable for Loss for any Claim for any violation of responsibilities, duties or obligations under any law concerning Social Security, unemployment insurance, workers’ compensation, disability insurance, or any similar or related federal, state or local law or regulation other than COBRA, HIPAA or the Employee Retirement Income Security Act of 1974, including amendments thereto and regulations promulgated thereunder or any similar common or statutory law.

6. The Company will not be liable for Loss for any Claim based upon or arising out of any fact, circumstance, situation, event or Wrongful Act underlying or alleged in any prior or pending civil, criminal, administrative or regulatory proceeding against any Insured as of or prior to the applicable Prior and Pending Proceeding Date set forth in ITEM 5 of the Declarations for this Policy.

7. The Company will not be liable for Loss for any Claim for any fact, circumstance, situation or event that is or reasonably would be regarded as the basis for a claim about which any Benefit Plan Official had knowledge prior to the applicable Continuity Date set forth in ITEM 5 of the Declarations for this Policy.

8. The Company will not be liable for Loss for any Claim based upon or arising out of any fact, circumstance, situation, event, or Wrongful Act which, before the Inception Date set forth in ITEM 3 of the Declarations, was the subject of any notice of claim or potential claim given by or on behalf of any Insured under any policy of insurance of which this Policy is a direct renewal or replacement or which it succeeds in time.

B. EXCLUSIONS APPLICABLE TO LOSS, OTHER THAN DEFENSE EXPENSES

1. The Company will not be liable for Loss, other than Defense Expenses, for any Claim based upon or arising out of any Insured:

a. committing any intentionally dishonest or fraudulent act or omission;

b. committing any willful violation of any statute, rule, or law; or

c. gaining any profit, remuneration or advantage to which such Insured was not legally entitled;

provided that this exclusion will not apply unless a final adjudication establishes that such Insured committed such intentionally dishonest or fraudulent act or omission, willful violation of any

DBP-16001 Ed. 11-12 Page 6 of 15 statute, rule or law, or gained such profit, remuneration or advantage to which such Insured was not legally entitled.

2. The Company will not be liable for Loss, other than Defense Expenses, for any Claim seeking costs and expenses incurred or to be incurred to comply with an order, judgment or award of injunctive or other equitable relief of any kind, or that portion of a settlement encompassing injunctive or other equitable relief, including actual or anticipated costs and expenses associated with or arising from an Insured’s obligation to provide reasonable accommodation under, or otherwise comply with, the Americans With Disabilities Act or the Rehabilitation Act of 1973, including amendments thereto and regulations promulgated thereunder, or any similar or related federal, state or local law or regulation.

3. The Company will not be liable for Loss, other than Defense Expenses, for any Claim:

a. based upon or arising out of the failure to collect from employers any contributions owed to a Benefit Plan, unless the failure is the result of a negligence by any Insured; or

b. for the return of any contributions to any employer if such amounts are or could be chargeable to a Benefit Plan.

C. EXCLUSIONS APPLICABLE TO INSURING AGREEMENT B

The Company will pay no Settlement Fees or Defense Expenses with respect to any Claim or investigation in connection with a Settlement Program, of which any Insured first became aware or received notice prior to the applicable Prior and Pending Proceeding Date set forth in ITEM 5 of the Declarations for this Policy.

IV. SEVERABILITY OF EXCLUSIONS

No conduct of any Insured will be imputed to any other Insured to determine the application of any of the exclusions set forth in section III. EXCLUSIONS above.

V. CONDITIONS

A. TERRITORY

This Policy applies to Claims made or Wrongful Acts occurring anywhere in the world, where legally permissible.

B. RETENTION

The Insured shall bear uninsured at its own risk the amount of any applicable Retention, which amount must be paid in satisfaction of Loss.

If any Claim gives rise to coverage under this Policy, the Company has no obligation to pay Loss, including Defense Expenses, until the applicable Retention amount set forth in ITEM 5 of the Declarations has been paid by the Insured.

If any Claim is subject to different Retentions under this Policy, the applicable Retentions will be applied separately to each part of such Claim, but the sum of such Retentions will not exceed the largest applicable Retention under this Policy.

The Company, at its sole discretion, may pay all or part of the Retention amount on behalf of any Insured, and in such event, the Insureds agree to repay the Company any amounts so paid.

However, none of the Retention amounts set forth in ITEM 5 of the Declarations will apply to:

Settlement Fees under section I. INSURING AGREEMENTS, B., of this Policy; 1.

DBP-16001 Ed. 11-12 Page 7 of 15

2. 502(c) Penalties; or

3. civil penalties under the privacy provisions of HIPAA.

C. LIMIT OF LIABILITY

1. Limit of Liability

Regardless of the number of persons or entities bringing Claims or the number of persons or entities who are Insureds, and regardless of when payment is made by the Company or when an Insured’s legal obligation with regard thereto arises or is established, and further subject to any applicable Annual Reinstatement of the Limit of Liability, the Company’s maximum limit of liability for all Loss, including Defense Expenses, for all Claims under this Policy will not exceed the remaining Limit of Liability stated in ITEM 5 of the Declarations.

2. Settlement Program Limit of Liability

The Company’s maximum limit of liability for all Settlement Fees and Defense Expenses in connection with each Settlement Program Notice will not exceed the amount set forth in ITEM 5 of the Declarations as the Settlement Program Limit of Liability for each Settlement Program Notice, which amount is included within, and not in addition to, any applicable limit of liability.

However, if ITEM 5 of the Declarations indicates that Additional Defense Coverage is applicable, Defense Expenses incurred in connection with a Settlement Program Notice will apply first to and reduce the remaining Additional Defense Limit of Liability; provided that the Settlement Program Limit of Liability will be reduced and may be exhausted by payment of such Defense Expenses under the Additional Defense Limit of Liability.

Furthermore, in the event a Claim covered under Insuring Agreement A. and a Settlement Program Notice covered under Insuring Agreement B. arise from the same facts, circumstances, situations, or events, the Company’s maximum limit of liability under Insuring Agreement B. for the Settlement Program Notice will not exceed the amount set forth in ITEM 5 of the Declarations as the Settlement Program Limit of Liability for each Settlement Program Notice, but such limit will apply only to all Settlement Fees in connection with such Settlement Program Notice. In such an event, Defense Expenses incurred in connection with the Claim and the Settlement Program Notice will be subject to the Limit of Liability for each Claim stated in ITEM 5 of the Declarations.

3. HIPAA Limit of Liability

The Company’s maximum limit of liability for all civil money penalties under the privacy provisions of HIPAA will not exceed the amount set forth in ITEM 5 of the Declarations as the HIPAA Limit of Liability, which amount is included within, and not in addition to, any applicable limit of liability.

4. 502(c) Penalties Limit of Liability

The Company’s maximum limit of liability for all Section 502(c) Penalties will not exceed the amount set forth in ITEM 5 of the Declarations as the Section 502(c) Penalties Limit of Liability, which amount is included within, and not in addition to, any applicable limit of liability.

5. Annual Reinstatement of the Limit of Liability

Regardless of the number of persons or entities bringing Claims or the number of persons or entities who are Insureds, and regardless of when payment is made by the Company or when an Insured’s legal obligation with regard thereto arises or is established, if ITEM 10 of the Declarations includes an Annual Reinstatement of the Limit of Liability:

a. the Company’s maximum limit of liability for all Loss, including Defense Expenses, for all Claims made during each Policy Year will not exceed the remaining limit of liability stated in ITEM 5 of the Declarations; and

DBP-16001 Ed. 11-12 Page 8 of 15

b. with regard to the Extended Reporting Period or the Run-Off Extended Reporting Period, if applicable, the Company’s maximum limit of liability for all Claims made during the Extended Reporting Period or the Run-Off Extended Reporting Period will not exceed the remaining limit of liability for the last Policy Year in effect at the time of the termination or cancellation of this Policy or the Change of Control.

Other Provisions

Payment of Defense Expenses will reduce and may exhaust all applicable limits of liability. In the event the amount of Loss exceeds the portion of the applicable limit of liability remaining after prior payments of Loss, the Company’s liability will not exceed the remaining amount of the applicable limit of liability. In no event will the Company be obligated to make any payment for Loss, including Defense Expenses, with regard to a Claim after the applicable limit of liability has been exhausted by payment or tender of payment of Loss.

If the limit of liability is exhausted by the payment of amounts covered under this Policy, the premium for this Policy will be fully earned, all obligations of the Company under this Policy will be completely fulfilled and exhausted, including any duty to defend, and the Company will have no further obligations of any kind or nature whatsoever under this Policy.

D. ADDITIONAL DEFENSE COVERAGE

Regardless of the number of persons or entities bringing Claims or the number of persons or entities who are Insureds, and regardless of when payment is made by the Company or when an Insured’s legal obligation with regard thereto arises or is established, if ITEM 5 of the Declarations indicates that this Policy includes Additional Defense Coverage, Defense Expenses incurred by the Company or the Insured, with the Company’s consent, in the defense of any Claim made during the Policy Period under this Policy will apply first to and reduce the Additional Defense Limit of Liability. The Additional Defense Limit of Liability will be in addition to, and not part of, the Limit of Liability. The Additional Defense Limit of Liability is applicable to Defense Expenses only. If the Annual Reinstatement of the Limit of Liability is applicable, the Additional Defense Limit of Liability will be reinstated for each Policy Year.

Upon exhaustion of the Additional Defense Limit of Liability:

1. Defense Expenses incurred by the Company or the Insured, with the Company’s consent, in the defense of a Claim are part of and not in addition to any applicable limit of liability; and

2. payment by the Company or the Insured, with the Company’s consent, of Defense Expenses reduces any applicable limit of liability.

CLAIM DEFENSE

1. If Duty-to-Defend coverage is provided with respect to this Policy as indicated in ITEM 7 of the Declarations, the Company will have the right and duty to defend any Claim covered by this Policy, even if the allegations are groundless, false or fraudulent, including the right to select defense counsel with respect to such Claim; provided that the Company will not be obligated to defend or to continue to defend any Claim after the applicable limit of liability has been exhausted by payment of Loss.

2. If Reimbursement coverage is provided with respect to this Policy as indicated in ITEM 7 of the Declarations:

a. the Company will have no duty to defend any Claim covered by this Policy. It will be the duty of the Insured to defend such Claims; and the Company will have the right to participate with the Insured in the investigation, defense and settlement, including the negotiation of a settlement of any Claim that appears reasonably likely to be covered in whole or in part by this Policy and the selection of appropriate defense counsel; and

6.

E.

DBP-16001 Ed. 11-12 Page 9 of 15

b. upon written request, the Company will advance Defense Expenses with respect to such Claim. Such advanced payments by the Company will be repaid to the Company by the Insureds severally according to their respective interests in the event and to the extent that the Insureds are not entitled to payment of such Defense Expenses under this Policy. As a condition of any payment of Defense Expenses under this subsection, the Company may require a written undertaking on terms and conditions satisfactory to the Company guaranteeing the repayment of any Defense Expenses paid to or on behalf of any Insured if it is finally determined that any such Claim or portion of any Claim is not covered under this Policy.

The Insured agrees to cooperate with the Company and, upon the Company's request, assist in making settlements and in the defense of Claims and in enforcing rights of contribution or indemnity against any person or entity which may be liable to the Insured because of an act or omission insured under this Policy, will attend hearings and trials and assist in securing and giving evidence and obtaining the attendance of witnesses.

F. INSURED’S DUTIES IN THE EVENT OF A CLAIM OR SETTLEMENT PROGRAM NOTICE

The Insured’s duty to report a Claim commences on the earliest date a written notice thereof is received by a Benefit Plan Official. If a Benefit Plan Official becomes aware that a Claim has been made against any Insured, the Insured, as a condition precedent to any rights under this Policy, must give to the Company written notice of the particulars of such Claim, including all facts related to any alleged Wrongful Act, the identity of each person allegedly involved in or affected by such Wrongful Act, and the dates of the alleged events, as soon as practicable. The Insured agrees to give the Company such information, assistance and cooperation as it may reasonably require.

All notices of Claims and Settlement Program Notices must be sent to the Company by email, facsimile, or mail as set forth in ITEM 4 of the Declarations and will be effective upon receipt. The Insured agrees not to voluntarily settle any Claim or enter into a Settlement Program, make any settlement offer, assume or admit any liability or, except at the Insured’s own cost, voluntarily make any payment, pay or incur any Defense Expenses or Settlement Fees, or assume any obligation or incur any other expense, without the Company’s prior written consent, such consent not to be unreasonably withheld. The Company is not liable for any settlement, Defense Expenses, Settlement Fees, assumed obligation or admission to which it has not consented.

G. NOTICE OF POTENTIAL CLAIMS

If an Insured first becomes aware of a Potential Claim during the Policy Period, and gives the Company written notice of the particulars of such Potential Claim, including all facts related to the Wrongful Act, the identity of each person allegedly involved in or affected by such Wrongful Act, the dates of the alleged events, and the reasons for anticipating a Claim, as soon as practicable during the Policy Period, or if exercised, during the Extended Reporting Period or Run-Off Extended Reporting Period, any Claim subsequently made against any Insured arising out of such Wrongful Act will be deemed to have been made during the Policy Period.

All notices under this subsection must be sent to the Company by email, facsimile, or mail as set forth in ITEM 4 of the Declarations and will be effective upon receipt.

RELATED CLAIMS

All Claims or Potential Claims for Related Wrongful Acts will be considered as a single Claim or Potential Claim, whichever is applicable, for purposes of this Policy. All Claims or Potential Claims for Related Wrongful Acts will be deemed to have been made at the time the first of such Claims or Potential Claims for Related Wrongful Acts was made whether prior to or during the Policy Period, or if exercised, during the Extended Reporting Period or Run-Off Extended Reporting Period.

SETTLEMENT

The Company may, with the written consent of the Insured, make such settlement or compromise of any Claim as the Company deems expedient. In the event that the Company recommends an offer of

3.

H.

I.

DBP-16001 Ed. 11-12 Page 10 of 15 settlement of any Claim which is acceptable to the claimant(s) (a “Settlement Offer”), and if the Insured refuses to consent to such Settlement Offer, the Insured will be solely responsible for 30% of all Defense Expenses incurred or paid by the Insured after the date the Insured refused to consent to the Settlement Offer, and the Insured will also be responsible for 30% of all Loss, other than Defense Expenses, in excess of the Settlement Offer, provided that the Company’s liability under this Policy for such Claim will not exceed the remaining applicable limit of liability.

J. MERGER OF PLANS

If, during the Policy Period, a Benefit Plan is merged with another Benefit Plan, this Policy will continue to provide coverage for both plans, subject to all other terms and conditions of this Policy and only for so long as this Policy remains in effect as to the Insureds.

If, during the Policy Period, a Benefit Plan (“Covered Plan”) is merged with another benefit plan for which coverage is not provided under this Policy (“Uncovered Plan”), this Policy will continue to provide coverage for only the Covered Plan, subject to all other terms and conditions of this Policy and only for so long as this Policy remains in effect as to the Insureds, but only for Claims for Wrongful Acts which occurred prior to the date of such merger.

K. CHANGE OF CONTROL

If, during the Policy Period, a Change of Control occurs, coverage will continue in full force and effect with respect to Claims for Wrongful Acts committed before such event, but coverage will cease with respect to Claims for Wrongful Acts committed after such event.