Preview
FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019
NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023
PREMIUM BILL
Insured: WIESNER LAW FIRM Date: 01/20/2017
Producer: ALL RISKS LTD MD
10150 YORK RD, 5TH FLOOR
HUNT VALLEY, MD 21030-0000
Company: Executive Risk Specialty Insurance Company
THIS BILLING IS TO BE ATTACHED TO AND FORM A PART OF THE POLICY REFERENCED BELOW.
Policy Number: 8246-9455
Policy Period: January 21, 2017 to January 21, 2018
NOTE: PLEASE RETURN THIS BILL WITH REMITTANCE AND NOTE HEREON ANY CHANGES. BILL
WILL BE RECEIPTED AND RETURNED TO YOU PROMPTLY UPON REQUEST.
PLEASE REMIT TO PRODUCER INDICATED ABOVE. PLEASE REFER TO 8246-9455
Product Effective Date Premium
EPLIABA 01/21/17 $4,250.00
* For Kentucky policies, amount displayed includes tax and collection fees.
TOTAL POLICY PREMIUM $4,250.00
TOTAL INSTALLMENT PREMIUM DUE $4,250.00
Form 26-10-0426 (Ed. 2/98)
FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019
NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023
POLICYHOLDER
DISCLOSURE NOTICE OF
TERRORISM INSURANCE COVERAGE
(for policies with no terrorism exclusion or sublimit)
Insuring Company: Executive Risk Specialty Insurance
Company
You are hereby notified that, under the Terrorism Risk Insurance Act (the “Act”), this policy
makes available to you insurance for losses arising out of certain acts of terrorism.
Terrorism is defined as any act certified by the Secretary of the Treasury 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 an air carrier or vessel 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.
You should know that the insurance provided by your policy for losses caused by acts
of terrorism is partially reimbursed by the United States under the formula set forth in
the Act. Under this formula, the United States pays 85% of covered terrorism losses
that exceed the statutorily established deductible to be paid by the insurance company
providing the coverage. Beginning in 2016, the Federal share will be reduced by 1% per
year until it reaches 80%, where it will remain.
However, if aggregate insured losses attributable to terrorist acts certified under the Act
exceed $100 billion in a calendar year, the Treasury shall not make any payment for
any portion of the amount of such losses that exceeds $100 billion.
10-02-1281 (Ed. 03/2015)
FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019
NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023
If aggregate insured losses attributable to terrorist acts certified under the Act exceed
$100 billion in a calendar year and we have met our insurer deductible under the Act,
we shall 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.
The portion of your policy’s annual premium that is attributable to insurance for such acts
of terrorism is: $ -0-.
If you have any questions about this notice, please contact your agent or broker.
10-02-1281 (Ed. 03/2015)
FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019
NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023
IMPORTANT NOTICE TO POLICYHOLDERS
Insuring Company: Executive Risk Specialty Insurance Company
All of the members of the Chubb Group of Insurance companies doing business in the United States
(hereinafter “Chubb”) distribute their products through licensed insurance brokers and agents (“producers”). Detailed
information regarding the types of compensation paid by Chubb to producers on US insurance transactions is
available under the Producer Compensation link located at the bottom of the page at www.chubb.com, or by calling
1866-588-9478. Additional information may be available from your producer.
Thank you for choosing Chubb.
10-02-1295 (ed. 6/2007)
FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019
NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023
Notice of Loss Control Services
Insuring Company: Executive Risk Specialty Insurance Company
As a Chubb policyholder, we’d like to let you know that we have valuable loss prevention
information available to you. Below is a description of these services.
Employment Practices Liability (EPL) Loss Prevention Services
Chubb EPL Loss Prevention Web Site
For information about the program, as well as a way to access many of our available services,
go to http://csi.chubb.com/epllossprevention.
ChubbWorks.com
ChubbWorks.com is a web-based platform that offers multiple services including overviews of
employment laws, sample employment policies and procedures, and on-line training. To gain
immediate access to ChubbWorks go to www.chubbworks.com and register using your policy
number.
Employment Practices Loss Prevention Guidelines Manual
Written by Seyfarth Shaw exclusively for Chubb, this manual provides an overview of key
employment issues and offers proactive ideas for avoiding employment lawsuits. To order the
Employment Practices Loss Prevention Guidelines, simply call 1.866.282.9001, order 14-01-
0061, and provide your mailing address.
Loss Prevention Consultant Services
Chubb has developed a network of more than 120 law firms, human resources consulting firms,
and labor economist/statistical firms that offer specialized services for employment issues. In
addition to preferred rates for customers, Chubb will reimburse customers for 50% of the cost
of the qualified services, up to 10% of the customer’s insurance premium. To access the
network of consultants and learn more about the consultant services program, go to Chubb’s
EPL Loss Prevention Web site at http://csi.chubb.com/epllossprevention.
Toll-free Hot Line
Have a question on how to handle an employment situation? Simply call 1.888.249.8425 to
access the nationally known employment law firm of Jackson Lewis Schnitzler & Krupman. We
offer customers an unlimited number of calls to the hot line at no additional charge.
If you have any questions on the EPL Loss Prevention program, simply consult
http://csi.chubb.com/epllossprevention or email csi-info@chubb.com.
The services provided are advisory in nature. While this program is offered as a resource in
developing or maintaining a loss prevention program, you should consult competent legal counsel
to design and implement your own program. No liability is assumed by reason of the services,
access or information provided. All services are subject to change without notice.
14-02-6351 (Ed. 11/2007) rev.
FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019
NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023
IMPORTANT NOTICE
New York
Insuring Company: Executive Risk Specialty Insurance Company
This insurer is not licensed in the State of New York and is not subject to its supervision.
B32015 (8/2001) 1
FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019
NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023
Executive Risk Specialty Home Office:
82 Hopmeadow Street
Insurance Company Simsbury, Connecticut 06070-7683
ABA EMPLOYERS EDGESM
AN EMPLOYMENT PRACTICES LIABILITY
INSURANCE POLICY FOR LAW FIRMS
ENDORSED BY THE AMERICAN BAR ASSOCIATION
DECLARATIONS
THIS IS A CLAIMS MADE POLICY WITH DEFENSE EXPENSES INCLUDED IN THE
LIMIT OF LIABILITY. PLEASE READ THE ENTIRE POLICY CAREFULLY.
RENEWAL OF POLICY NUMBER
8246-9455 (Jan 21, 2016 - Jan 21, 2017) 8246-9455
NOTICE: THIS IS A CLAIMS MADE POLICY WHICH APPLIES, SUBJECT TO ITS TERMS, ONLY TO “CLAIMS” FIRST
MADE DURING THE “POLICY PERIOD,” OR, IF PURCHASED, ANY EXTENDED REPORTING PERIOD. THE LIMIT OF
LIABILITY AVAILABLE TO PAY DAMAGES OR SETTLEMENTS WILL BE REDUCED BY “DEFENSE EXPENSES,” AND
“DEFENSE EXPENSES” WILL BE APPLIED AGAINST THE RETENTION. THE UNDERWRITER WILL HAVE NO DUTY
TO DEFEND ANY “CLAIM.”
ITEM 1. INSURED FIRM - NAME AND PRINCIPAL ADDRESS: ITEM 2. POLICY PERIOD:
WIESNER LAW FIRM (a) Inception Date: January 21, 2017
34 EAST 23RD ST, 6TH FL (b) Expiration Date: January 21, 2018
NEW YORK, NY 10010 at 12:01 a.m. both dates at the
Predecessor Firm(s): Principal Address in ITEM 1.
Address(es):
ITEM 3. LIMIT OF LIABILITY (Inclusive of Defense Expenses):
(a) $1,000,000.00 maximum Limit of Liability for each Claim.
(b) $1,000,000.00 maximum aggregate Limit of Liability for all Claims.
ITEM 4. RETENTIONS: ITEM 5. RETROACTIVE DATE:
(a) $5,000.00 each and every Claim.
(b) N/A aggregate. Date of Organization
ITEM 6. PREMIUM: ITEM 7. EXTENDED REPORTING PERIOD:
$4,250.00 premium. 1 year Extended Reporting Period.
Due 45 days from the end of the month in which the $4,250.00 additional premium for Extended Reporting
premium is effective Period.
ITEM 8. ENDORSEMENTS ATTACHED AT ISSUANCE:
10-02-2543 (10/16 ed.) 14-02-19952 (5/13 ed.) D33522 (7/10 ed.)
14-02-14603 (9/08 ed.) 14-02-21910 (10/15 D34075 (4/06 ed.)
ed.)
14-02-14614 (6/09 ed.) B22671 (1/96 ed.)
14-02-14616 (9/08 ed.) D28571 (6/10 ed.)
14-02-14839 (6/12 D30770 (6/00
ed.) ed.)
14-02-15248 (7/09 D32433 (4/02 ed.)
Form B26028 (4/98 ed.) Catalog No. ABAd-S
FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019
NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023
ed.)
These Declarations, the completed signed Application and the Policy with Endorsements
shall constitute the contract between the Underwriter and the Insureds. EXECUTIVE RISK
SPECIALTY INSURANCE COMPANY by (Authorized Company Representative):
May 13, 1998
Form B26028 (4/98 ed.) Catalog No. ABAd-S
FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019
NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023
SM
ABA Employers Edge
An Employment Practices Liability
Insurance Policy for Law Firms
Endorsed by the American Bar Association
Executive Risk Specialty Insurance Company
Home Office:
82 Hopmeadow Street
Simsbury, Connecticut 06070-7683
Phone: 860.408.2000
Fax: 860.408.2002
Email: cber-info@chubb.com
Web Site: http://cber.chubb.com
FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019
NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023
THIS IS A CLAIMS MADE POLICY
WITH DEFENSE EXPENSES INCLUDED IN THE LIMIT OF LIABILITY.
PLEASE READ THE ENTIRE POLICY CAREFULLY.
EXECUTIVE RISK SPECIALTY INSURANCE COMPANY
ABA EMPLOYERS EDGESM
An Employment Practices Liability Insurance Policy for Law Firms
Endorsed by the American Bar Association
Executive Risk Specialty Insurance Company (the "Underwriter") and the
Insureds, subject to all of the terms, conditions, and limitations of this Policy,
agree as follows:
I. INSURING AGREEMENT
The Underwriter will pay on behalf of the Insureds Defense Expenses and Loss in
excess of the applicable retention set forth in ITEM 4 of the Declarations resulting from
Claims first made against any Insured during the Policy Period or, if applicable, the
Extended Reporting Period, for Employment Practices Wrongful Acts occurring
subsequent to the Retroactive Date stated in ITEM 5 of the Declarations and before the
expiration of the Policy Period.
II. DEFINITIONS
(A) "Application" means the application attached to and forming part of this Policy,
including any materials submitted in connection with such application, all of which
are on file with the Underwriter and are a part of this Policy, as if physically
attached.
(B) "Claim" means:
(1) any written notice received by any Insured that any person or entity
intends to hold an Insured responsible for an Employment
Practices Wrongful Act;
(2) any judicial, administrative or other proceeding against any Insured for
an Employment Practices Wrongful Act; or
(3) any written request to toll or waive a statute of limitations relating to a
potential judicial, administrative or other proceeding against any Insured
for an Employment Practices Wrongful Act;
Form B26030 (4/98 ed.) 1 Catalog No. ABAp-S
Form 14-02-3611
FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019
NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023
provided, that Claim does not include any labor or grievance arbitration or other
proceeding pursuant to a collective bargaining agreement, or any criminal
proceeding against an Insured.
(C) "Defense Expenses" means reasonable legal fees and expenses incurred in the
investigation, defense or appeal of any Claim; provided, that Defense Expenses
does not include remuneration, salaries, wages, fees, expenses, overhead or
benefit expenses of any Insured.
(D) "Discrimination" means any failure or refusal to hire any person, any failure or
refusal to promote any person, any failure or refusal to offer any person a
partnership or shareholder interest or to name any person as a partner or
shareholder, the demotion or discharge of any person, employment-related
defamation, wrongful failure to grant tenure, or any limitation, segregation or
classification of Employees or applicants for employment in any way that would
deprive or tend to deprive any person of employment opportunities or otherwise
adversely affect his or her status as an Employee because of such person's
race, color, religion, age, sex, national origin, disability, pregnancy, sexual
orientation or preference or other status that is protected pursuant to any
applicable federal, state or local statute or ordinance.
(E) "Employee" means any individual whose labor or service is engaged by and
directed by the Firm. This includes part-time, seasonal and temporary
Employees as well as any individual employed in a supervisory or managerial
position. Employee also includes any partner, principal, director, officer, or
shareholder of the Firm. In addition, Employee includes any volunteer working
for the Firm, but solely for conduct within the scope of his or her duties as a
volunteer for the Firm; any independent contractor working solely for the Firm,
but solely for conduct within the scope of his or her duties as an independent
contractor for the Firm; and any leased employee working solely for the Firm,
but solely for conduct within the scope of his or her duties as a leased
employee for the Firm.
(F) "Employment Practices Wrongful Act" means any actual or alleged: (1)
Wrongful Termination; (2) Discrimination; (3) Harassment; (4) Retaliation;
(5) Third Party Discrimination; (6) Third Party Harassment; or (7) Workplace
Tort.
(G) "Firm" means the organization(s) engaged in the practice of law under the name
first set forth in ITEM 1 of the Declarations whether as a partnership, professional
corporation or association or otherwise, and also will include its predecessors as
set forth in ITEM 1 of the Declarations.
Form B26030 (4/98 ed.) 2 Catalog No. ABAp-S
Form 14-02-3611
FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019
NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023
(H) "Harassment" means:
(1) unwelcome sexual advances, requests for sexual favors, or other verbal,
visual or physical conduct of a sexual nature that is made a condition of
employment at the Firm, is used as a basis for employment decisions at
the Firm, creates a work environment at the Firm that interferes with
performance, or creates an intimidating, hostile, or offensive working
environment; or
(2) workplace harassment (i.e., harassment of a non-sexual nature) which
creates a work environment at the Firm that interferes with performance
or creates an intimidating, hostile, or offensive working environment.
(I) "Insured" means the Firm and each person who was, is or becomes:
(1) a partner, a principal, a director, an officer, or a shareholder of the Firm;
(2) a full-time or part-time salaried Employee of the Firm or of an
incorporated partner of the Firm; or
(3) "counsel" or "of counsel" to the Firm;
solely with respect to conduct or actions within the scope of their employment at
the Firm.
(J) "Loss" means any damages (including back pay awards, front pay awards,
compensatory damages and punitive damages if insurable under the law
pursuant to which this policy is construed), pre-judgment interest, post-judgment
interest, and settlements which an Insured is legally obligated to pay as a result
of a Claim; provided, that Loss does not include:
(1) civil or criminal fines, sanctions, liquidated damages, taxes or penalties,
the multiplied portion of any multiplied damage award (except for
multiplied damages awarded pursuant to the Age Discrimination in
Employment Act), or matters which are uninsurable under the law
pursuant to which this Policy is construed;
(2) any costs associated with the modification of any building or property in
order to provide any reasonable accommodations required by, made as a
result of, or to conform with the requirements of the Americans With
Disabilities Act and any amendments thereto or any similar federal, state
or local statute, regulation, or common law;
Form B26030 (4/98 ed.) 3 Catalog No. ABAp-S
Form 14-02-3611
FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019
NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023
(3) any other non-monetary relief awarded against any Insured, including
without limitation any costs associated with compliance with any
injunctive relief of any kind or nature;
(4) severance pay or damages determined to be owing under an express
written contract of employment or an express written obligation to make
payments in the event of the termination of employment;
(5) payment of insurance plan benefits; and
(6) amounts awarded pursuant to a labor or grievance arbitration or other
proceeding pursuant to a collective bargaining agreement.
(K) "Policy Period" means the period from the Inception Date to the Expiration Date
in ITEM 2 of the Declarations or to any earlier cancelation date.
(L) "Potential Claim" means any person or entity alleging an Employment
Practices Wrongful Act by an Insured. “Alleging” as used in this paragraph
means lodging a complaint or charge that does not constitute a Claim, but which
may subsequently give rise to a Claim, with a Supervisory Employee, the
Firm’s human resources department, or the Firm’s department that provides a
similar function to a human resources department.
(M) "Related Claims" means all Claims based on, arising out of, directly or
indirectly resulting from, in consequence of, or in any way involving the same or
related facts, circumstances, situations, transactions, events, or Employment
Practices Wrongful Acts or the same or related series of facts, circumstances,
situations, transactions, events, or Employment Practices Wrongful Acts.
(N) "Retaliation" means retaliatory treatment against an Employee of the Firm on
account of such Employee’s exercise or attempted exercise of his or her rights
under law.
(O) "Supervisory Employee" means a partner, a principal, a director, an officer, or
a shareholder of the Firm or the personnel director or any other Employee of
the Firm having management-level responsibility for personnel matters.
(P) "Third Party Discrimination" means any disparate treatment or classification
of clients or other individuals based on race, color, religion, age, sex, national
origin, disability, pregnancy, sexual orientation or preference, or other status
that is protected pursuant to any applicable federal, state or local statute or
ordinance.
Form B26030 (4/98 ed.) 4 Catalog No. ABAp-S
Form 14-02-3611
FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019
NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023
(Q) "Third Party Harassment" means:
(1) unwelcome sexual advances, requests for sexual favors, or other verbal,
visual or physical conduct of a sexual nature that is made by an
Employee to a client or other individual; or
(2) any other harassment of a client or other individual, by an Employee, that
creates an intimidating, hostile, or offensive environment.
(R) "Workplace Tort" means employment-related misrepresentation, negligent
evaluation, wrongful discipline, or wrongful deprivation of career opportunity.
(S) "Wrongful Termination" means the actual or constructive termination of the
employment of, or demotion of, failure or refusal to promote, failure or refusal to
offer a partnership or shareholder interest to, or to name as a partner or
shareholder, any Employee at the Firm, which is in violation of law or is against
public policy, or is in breach of an implied agreement to continue employment
or, subject to EXCLUSION (B)(4), is in breach of an express written agreement
to continue employment.
III. EXCLUSIONS
(A) The Underwriter will not pay Defense Expenses or Loss for any Claim:
(1) arising out of any actual or alleged violation of the Employee Retirement
Income Security Act of 1974 and any amendments thereto or any similar
provisions of any federal, state or local statutes, ordinances, regulations,
or common law;
(2) arising out of any actual or alleged bodily injury to, or sickness, loss of
consortium, disease or death of, any person, or damage to or destruction
of property, including the loss of use thereof; provided, that this
EXCLUSION (A)(2) does not apply to Claims for emotional distress,
mental anguish or humiliation actually or allegedly resulting from an
Employment Practices Wrongful Act;
(3) arising out of:
(a) any fact, circumstance, situation, transaction or event of
Employment Practices Wrongful Acts about which any
Supervisory Employee had knowledge prior to the inception date
of the first Employment Practices Liability Insurance Policy issued
to the Firm by the Underwriter and continuously renewed by the
Underwriter; or
(b) any Claim or fact, circumstance, situation, transaction, or event, of
Employment Practices Wrongful Acts which, before the
Form B26030 (4/98 ed.) 5 Catalog No. ABAp-S
Form 14-02-3611
FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019
NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023
Inception Date of this Policy as set forth in ITEM 2 of the
Declarations, was the subject of any notice given under any other
insurance policy, including but not limited to any policy of which
this Policy is a renewal or replacement, or which was identified in
any summary or statement of claims or circumstances which could
give rise to a claim submitted in connection with the Application or
an application for any policy of which this Policy is a renewal or
replacement;
provided, however, that if EXCLUSION (A)(3)(a) is applicable because of
any Employment Practices Wrongful Acts committed by a Supervisory
Employee, and if no other Supervisory Employee had knowledge
thereof prior to the inception date of the first Employment Practices
Liability Insurance Policy issued to the Firm and continuously renewed by
the Underwriter, EXCLUSION (A)(3)(a) shall apply only to the
Supervisory Employee who committed such Employment Practices
Wrongful Acts and shall not bar coverage for any other Insured;
(4) resulting in Loss that an Insured is obligated to pay by reason of the
assumption of another person's liability for an Employment Practices
Wrongful Act in a contract or an agreement; provided, that this
EXCLUSION (A)(4) will not apply to Loss resulting from an Employment
Practices Wrongful Act that would have been sustained even in the
absence of such contract or agreement;
(5) arising out of a lockout, strike, picket line, hiring of replacement workers
or other similar actions in connection with labor disputes or labor
negotiations;
(6) by or on behalf of, in the name or right of or for the benefit of any partner,
principal, director, officer, or shareholder of the Firm arising out of a
partnership agreement, allocation of shares, ownership interests in the
Firm, distribution of profits or capital, or any other similar financial
relationship among Insureds; and
(7) by any person or entity arising out of, directly or indirectly resulting from,
in consequence of, or in any way involving any actual or alleged act,
error, omission, misstatement, misleading statement or breach of duty by
any Insured under this Policy in connection with the rendering of, or
actual or alleged failure to render, services to others as an attorney or a
notary public or as an administrator, conservator, executor, guardian or
committee or in any similar fiduciary capacity incidental to the practice of
law.
(B) Subject to all of its other applicable terms, conditions, limitations and
endorsements, this Policy will provide coverage for Defense Expenses only (but
not for Loss) for Claims:
Form B26030 (4/98 ed.) 6 Catalog No. ABAp-S
Form 14-02-3611
FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019
NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023
(1) arising out of any actual or alleged violation of the Workers' Adjustment
and Retraining Notification Act and any amendments thereto, or any
similar provisions of any federal, state or local statutes, ordinances,
regulations, or common law;
(2) seeking only injunctive or non-monetary relief, regardless of whether a
prevailing claimant may be entitled to recover attorneys' fees and costs;
(3) arising out of any actual or alleged violation of any workers' compensation
law, any unemployment compensation law, any social security law, the
Consolidated Omnibus Budget Reconciliation Act of 1985 and any
amendments thereto, any disability benefits law, or any similar provisions
of any federal, state or local statutes, ordinances, regulations, or common
law; and
(4) for actual or constructive termination of the employment of, or demotion
of, or failure or refusal to promote any Employee at the Firm which is in
breach of an express written employment agreement.
IV. EXTENSIONS OF COVERAGE
(A) Extended Reporting Period:
(1) In the event that the Underwriter fails or refuses to renew this Policy, or in
the event the Firm cancels or declines to renew this Policy, the Firm may
purchase for an additional premium an Extended Reporting Period for a
period of either:
(a) one (1) year following the expiration of the Policy Period or
termination, for a premium equal to seventy-five percent (75%) of
the then current annual premium for this Policy; or
(b) two (2) years following the expiration of the Policy Period or
termination, for a premium equal to one hundred fifty percent
(150%) of the then current annual premium for this Policy.
The coverage otherwise afforded under this Policy will be extended to
apply for the Extended Reporting Period, subject to all of this Policy's
terms, conditions, limitations and endorsements, to Defense Expenses
and Loss from Claims first made against any Insured during the
Extended Reporting Period for Employment Practices Wrongful Acts
occurring subsequent to the Retroactive Date set forth in ITEM 5 of the
Declarations and before the expiration of the Policy Period or termination.
The Firm must notify the Underwriter in writing by certified mail at the
address set forth in the Declarations of its decision to purchase such an
Form B26030 (4/98 ed.) 7 Catalog No. ABAp-S
Form 14-02-3611
FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019
NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023
Extended Reporting Period and must pay the applicable additional
premium for the length of the Extended Reporting Period selected by the
Firm within thirty (30) days after the expiration of the Policy Period or
termination. Payment of the full additional premium by the due date is a
strict condition precedent to the right to purchase an Extended
Reporting Period. The Firm may not change its election regarding the
length of the Extended Reporting Period purchased once that election
has been made by tendering the applicable premium.
(2) The maximum aggregate Limit of Liability set forth in ITEM 3(b) of the
Declarations shall be the maximum aggregate Limit of Liability for the
Policy Period and, if applicable, the Extended Reporting Period. The
Policy's maximum aggregate Limit of Liability is not increased, reinstated or
renewed by virtue of the applicability of any Extended Reporting Period.
(B) Changes in Risk:
(1) If, during the Policy Period, the total number of Employees in the Firm
increases by more than twenty percent (20%) or twenty-five (25),
whichever is less, as the result of the Firm’s merger with or acquisition
of any other law firm or any group of employees who practiced together
at another law firm, the Firm must promptly give the Underwriter written
notice thereof, together with such information as the Underwriter may
require, and the Underwriter will be entitled to impose such additional
coverage terms and charge such additional premium in connection
therewith as the Underwriter, in its sole discretion, may require.
(2) In the event of the death, incapacity or bankruptcy of an Insured, a Claim
against the estate, heirs, legal representatives, or assigns of such
Insured will be deemed to be a Claim against such Insured.
(3) Bankruptcy or insolvency of an Insured or an Insured's estate will
not relieve the Underwriter of any of its obligations hereunder.
V. CONDITIONS
(A) Territory:
This Policy applies to any Employment Practices Wrongful Act occurring and
any Claim made anywhere in the world.
Form B26030 (4/98 ed.) 8 Catalog No. ABAp-S
Form 14-02-3611
FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019
NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023
(B) Reporting of Claims and Potential Claims:
(1) If a Claim is made against any Insured, the Insured or the Firm shall
give written notice thereof to the Underwriter as soon as practicable and in
no event later than sixty (60) days after such Claim is first made as
determined pursuant to CONDITION (C)(1) and shall immediately forward
to the Underwriter every demand, notice, summons, complaint or other
process received by any Insured or his/her/its representatives.
Compliance with this notice requirement is a strict condition precedent to
coverage under this Policy.
(2) If during the Policy Period, an Insured becomes aware of a
Potential Claim and the Insured during the Policy Period:
(a) gives the Underwriter written notice of such Potential Claim,
including a description of the Potential Claim in question, the
identities of the potential claimants, the consequences which
have resulted or may result from such Potential Claim, the
damages which may result from such Potential Claim, and the
circumstances by which the Insured first became aware of such
Potential Claim; and
(b) requests coverage under this Policy for any Claim
subsequently resulting from such Potential Claim;
then the Underwriter will treat any such subsequently resulting Claim as if
it had been made against the Insured during the Policy Period. Notice of
any such subsequently resulting Claim must be given in accordance with
CONDITION (B)(1).
(3) All notices of Claims required under CONDITION (B)(1) and all notices of
Potential Claims permitted under CONDITION (B)(2) must be sent by
certified mail to the address set forth in the Declarations.
Form B26030 (4/98 ed.) 9 Catalog No. ABAp-S
Form 14-02-3611
FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019
NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023
(C) Timing and Interrelationship of Claims:
(1) A Claim as defined in DEFINITIONS (B)(1) and (B)(3) is first made when
the Firm’s management committee (or similar committee or board), any
partner, principal, director, officer or shareholder of the Firm, the Firm’s
human resources director, the Firm’s administrator, or anyone
designated by the Firm to receive employment related complaints
receives a written notice or request as set forth therein; and a Claim as
defined in DEFINITION (B)(2) is first made when the Firm’s management
committee (or similar committee or board), any partner, principal, director,
officer or shareholder of the Firm, the Firm’s human resources director,
the Firm’s administrator, or anyone designated by the Firm to receive
employment related complaints first becomes aware, through service of
process or otherwise, of the filing of a complaint, motion for judgment or
similar document or pleading commencing a judicial, administrative or
other proceeding against an Insured.
(2) All Related Claims will be treated as a single Claim made at the time the
first of such Related Claims was made in accordance with CONDITION
(C)(1), or when the first of such Related Claims is treated as having been
made in accordance with CONDITION (B)(2), whichever is earlier.
(D) Defense and Settlement of Claims:
(1) The Insureds will have the right and duty to retain qualified counsel of
their choosing to represent them in the defense or appeal of Claims, but
no Defense Expenses may be incurred without the Underwriter's consent,
such consent not to be unreasonably withheld. It shall not be
unreasonable, if more than one Insured is involved in a Claim, for the
Underwriter to withhold its consent to separate counsel for one or more of
such Insureds unless there is a material actual or potential conflict of
interest among such Insureds.
(2) The Underwriter will, upon written request, pay Defense Expenses
owed under this Policy on a current basis. As a condition of any payment
of Defense Expenses before the final disposition of a Claim, the
Underwriter may require a written undertaking on terms and conditions
satisfactory to it guaranteeing the repayment of any Defense Expenses
paid on behalf of any Insured if it is finally determined that this Policy
would not cover Loss incurred by such Insured in connection with such
Claim. Except for Defense Expenses paid in accordance with this
CONDITION (D)(2), the Underwriter will have no obligation to pay any
Loss before the final disposition of a Claim.
(3) No Insured may admit any liability for any Claim or settle any Claim
without the Underwriter's consent; provided, however, that the Insureds
Form B26030 (4/98 ed.) 10 Catalog No. ABAp-S
Form 14-02-3611
FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019
NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023
may settle any Claim without the Underwriter's consent where Defense
Expenses and the settlement amount in respect of such Claim, in the
aggregate, do not exceed fifty percent (
Preview
FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019 NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023 PREMIUM BILL Insured: WIESNER LAW FIRM Date: 01/20/2017 Producer: ALL RISKS LTD MD 10150 YORK RD, 5TH FLOOR HUNT VALLEY, MD 21030-0000 Company: Executive Risk Specialty Insurance Company THIS BILLING IS TO BE ATTACHED TO AND FORM A PART OF THE POLICY REFERENCED BELOW. Policy Number: 8246-9455 Policy Period: January 21, 2017 to January 21, 2018 NOTE: PLEASE RETURN THIS BILL WITH REMITTANCE AND NOTE HEREON ANY CHANGES. BILL WILL BE RECEIPTED AND RETURNED TO YOU PROMPTLY UPON REQUEST. PLEASE REMIT TO PRODUCER INDICATED ABOVE. PLEASE REFER TO 8246-9455 Product Effective Date Premium EPLIABA 01/21/17 $4,250.00 * For Kentucky policies, amount displayed includes tax and collection fees. TOTAL POLICY PREMIUM $4,250.00 TOTAL INSTALLMENT PREMIUM DUE $4,250.00 Form 26-10-0426 (Ed. 2/98) FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019 NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023 POLICYHOLDER DISCLOSURE NOTICE OF TERRORISM INSURANCE COVERAGE (for policies with no terrorism exclusion or sublimit) Insuring Company: Executive Risk Specialty Insurance Company You are hereby notified that, under the Terrorism Risk Insurance Act (the “Act”), this policy makes available to you insurance for losses arising out of certain acts of terrorism. Terrorism is defined as any act certified by the Secretary of the Treasury 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 an air carrier or vessel 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. You should know that the insurance provided by your policy for losses caused by acts of terrorism is partially reimbursed by the United States under the formula set forth in the Act. Under this formula, the United States pays 85% of covered terrorism losses that exceed the statutorily established deductible to be paid by the insurance company providing the coverage. Beginning in 2016, the Federal share will be reduced by 1% per year until it reaches 80%, where it will remain. However, if aggregate insured losses attributable to terrorist acts certified under the Act exceed $100 billion in a calendar year, the Treasury shall not make any payment for any portion of the amount of such losses that exceeds $100 billion. 10-02-1281 (Ed. 03/2015) FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019 NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023 If aggregate insured losses attributable to terrorist acts certified under the Act exceed $100 billion in a calendar year and we have met our insurer deductible under the Act, we shall 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. The portion of your policy’s annual premium that is attributable to insurance for such acts of terrorism is: $ -0-. If you have any questions about this notice, please contact your agent or broker. 10-02-1281 (Ed. 03/2015) FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019 NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023 IMPORTANT NOTICE TO POLICYHOLDERS Insuring Company: Executive Risk Specialty Insurance Company All of the members of the Chubb Group of Insurance companies doing business in the United States (hereinafter “Chubb”) distribute their products through licensed insurance brokers and agents (“producers”). Detailed information regarding the types of compensation paid by Chubb to producers on US insurance transactions is available under the Producer Compensation link located at the bottom of the page at www.chubb.com, or by calling 1866-588-9478. Additional information may be available from your producer. Thank you for choosing Chubb. 10-02-1295 (ed. 6/2007) FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019 NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023 Notice of Loss Control Services Insuring Company: Executive Risk Specialty Insurance Company As a Chubb policyholder, we’d like to let you know that we have valuable loss prevention information available to you. Below is a description of these services. Employment Practices Liability (EPL) Loss Prevention Services Chubb EPL Loss Prevention Web Site For information about the program, as well as a way to access many of our available services, go to http://csi.chubb.com/epllossprevention. ChubbWorks.com ChubbWorks.com is a web-based platform that offers multiple services including overviews of employment laws, sample employment policies and procedures, and on-line training. To gain immediate access to ChubbWorks go to www.chubbworks.com and register using your policy number. Employment Practices Loss Prevention Guidelines Manual Written by Seyfarth Shaw exclusively for Chubb, this manual provides an overview of key employment issues and offers proactive ideas for avoiding employment lawsuits. To order the Employment Practices Loss Prevention Guidelines, simply call 1.866.282.9001, order 14-01- 0061, and provide your mailing address. Loss Prevention Consultant Services Chubb has developed a network of more than 120 law firms, human resources consulting firms, and labor economist/statistical firms that offer specialized services for employment issues. In addition to preferred rates for customers, Chubb will reimburse customers for 50% of the cost of the qualified services, up to 10% of the customer’s insurance premium. To access the network of consultants and learn more about the consultant services program, go to Chubb’s EPL Loss Prevention Web site at http://csi.chubb.com/epllossprevention. Toll-free Hot Line Have a question on how to handle an employment situation? Simply call 1.888.249.8425 to access the nationally known employment law firm of Jackson Lewis Schnitzler & Krupman. We offer customers an unlimited number of calls to the hot line at no additional charge. If you have any questions on the EPL Loss Prevention program, simply consult http://csi.chubb.com/epllossprevention or email csi-info@chubb.com. The services provided are advisory in nature. While this program is offered as a resource in developing or maintaining a loss prevention program, you should consult competent legal counsel to design and implement your own program. No liability is assumed by reason of the services, access or information provided. All services are subject to change without notice. 14-02-6351 (Ed. 11/2007) rev. FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019 NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023 IMPORTANT NOTICE New York Insuring Company: Executive Risk Specialty Insurance Company This insurer is not licensed in the State of New York and is not subject to its supervision. B32015 (8/2001) 1 FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019 NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023 Executive Risk Specialty Home Office: 82 Hopmeadow Street Insurance Company Simsbury, Connecticut 06070-7683 ABA EMPLOYERS EDGESM AN EMPLOYMENT PRACTICES LIABILITY INSURANCE POLICY FOR LAW FIRMS ENDORSED BY THE AMERICAN BAR ASSOCIATION DECLARATIONS THIS IS A CLAIMS MADE POLICY WITH DEFENSE EXPENSES INCLUDED IN THE LIMIT OF LIABILITY. PLEASE READ THE ENTIRE POLICY CAREFULLY. RENEWAL OF POLICY NUMBER 8246-9455 (Jan 21, 2016 - Jan 21, 2017) 8246-9455 NOTICE: THIS IS A CLAIMS MADE POLICY WHICH APPLIES, SUBJECT TO ITS TERMS, ONLY TO “CLAIMS” FIRST MADE DURING THE “POLICY PERIOD,” OR, IF PURCHASED, ANY EXTENDED REPORTING PERIOD. THE LIMIT OF LIABILITY AVAILABLE TO PAY DAMAGES OR SETTLEMENTS WILL BE REDUCED BY “DEFENSE EXPENSES,” AND “DEFENSE EXPENSES” WILL BE APPLIED AGAINST THE RETENTION. THE UNDERWRITER WILL HAVE NO DUTY TO DEFEND ANY “CLAIM.” ITEM 1. INSURED FIRM - NAME AND PRINCIPAL ADDRESS: ITEM 2. POLICY PERIOD: WIESNER LAW FIRM (a) Inception Date: January 21, 2017 34 EAST 23RD ST, 6TH FL (b) Expiration Date: January 21, 2018 NEW YORK, NY 10010 at 12:01 a.m. both dates at the Predecessor Firm(s): Principal Address in ITEM 1. Address(es): ITEM 3. LIMIT OF LIABILITY (Inclusive of Defense Expenses): (a) $1,000,000.00 maximum Limit of Liability for each Claim. (b) $1,000,000.00 maximum aggregate Limit of Liability for all Claims. ITEM 4. RETENTIONS: ITEM 5. RETROACTIVE DATE: (a) $5,000.00 each and every Claim. (b) N/A aggregate. Date of Organization ITEM 6. PREMIUM: ITEM 7. EXTENDED REPORTING PERIOD: $4,250.00 premium. 1 year Extended Reporting Period. Due 45 days from the end of the month in which the $4,250.00 additional premium for Extended Reporting premium is effective Period. ITEM 8. ENDORSEMENTS ATTACHED AT ISSUANCE: 10-02-2543 (10/16 ed.) 14-02-19952 (5/13 ed.) D33522 (7/10 ed.) 14-02-14603 (9/08 ed.) 14-02-21910 (10/15 D34075 (4/06 ed.) ed.) 14-02-14614 (6/09 ed.) B22671 (1/96 ed.) 14-02-14616 (9/08 ed.) D28571 (6/10 ed.) 14-02-14839 (6/12 D30770 (6/00 ed.) ed.) 14-02-15248 (7/09 D32433 (4/02 ed.) Form B26028 (4/98 ed.) Catalog No. ABAd-S FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019 NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023 ed.) These Declarations, the completed signed Application and the Policy with Endorsements shall constitute the contract between the Underwriter and the Insureds. EXECUTIVE RISK SPECIALTY INSURANCE COMPANY by (Authorized Company Representative): May 13, 1998 Form B26028 (4/98 ed.) Catalog No. ABAd-S FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019 NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023 SM ABA Employers Edge An Employment Practices Liability Insurance Policy for Law Firms Endorsed by the American Bar Association Executive Risk Specialty Insurance Company Home Office: 82 Hopmeadow Street Simsbury, Connecticut 06070-7683 Phone: 860.408.2000 Fax: 860.408.2002 Email: cber-info@chubb.com Web Site: http://cber.chubb.com FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019 NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023 THIS IS A CLAIMS MADE POLICY WITH DEFENSE EXPENSES INCLUDED IN THE LIMIT OF LIABILITY. PLEASE READ THE ENTIRE POLICY CAREFULLY. EXECUTIVE RISK SPECIALTY INSURANCE COMPANY ABA EMPLOYERS EDGESM An Employment Practices Liability Insurance Policy for Law Firms Endorsed by the American Bar Association Executive Risk Specialty Insurance Company (the "Underwriter") and the Insureds, subject to all of the terms, conditions, and limitations of this Policy, agree as follows: I. INSURING AGREEMENT The Underwriter will pay on behalf of the Insureds Defense Expenses and Loss in excess of the applicable retention set forth in ITEM 4 of the Declarations resulting from Claims first made against any Insured during the Policy Period or, if applicable, the Extended Reporting Period, for Employment Practices Wrongful Acts occurring subsequent to the Retroactive Date stated in ITEM 5 of the Declarations and before the expiration of the Policy Period. II. DEFINITIONS (A) "Application" means the application attached to and forming part of this Policy, including any materials submitted in connection with such application, all of which are on file with the Underwriter and are a part of this Policy, as if physically attached. (B) "Claim" means: (1) any written notice received by any Insured that any person or entity intends to hold an Insured responsible for an Employment Practices Wrongful Act; (2) any judicial, administrative or other proceeding against any Insured for an Employment Practices Wrongful Act; or (3) any written request to toll or waive a statute of limitations relating to a potential judicial, administrative or other proceeding against any Insured for an Employment Practices Wrongful Act; Form B26030 (4/98 ed.) 1 Catalog No. ABAp-S Form 14-02-3611 FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019 NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023 provided, that Claim does not include any labor or grievance arbitration or other proceeding pursuant to a collective bargaining agreement, or any criminal proceeding against an Insured. (C) "Defense Expenses" means reasonable legal fees and expenses incurred in the investigation, defense or appeal of any Claim; provided, that Defense Expenses does not include remuneration, salaries, wages, fees, expenses, overhead or benefit expenses of any Insured. (D) "Discrimination" means any failure or refusal to hire any person, any failure or refusal to promote any person, any failure or refusal to offer any person a partnership or shareholder interest or to name any person as a partner or shareholder, the demotion or discharge of any person, employment-related defamation, wrongful failure to grant tenure, or any limitation, segregation or classification of Employees or applicants for employment in any way that would deprive or tend to deprive any person of employment opportunities or otherwise adversely affect his or her status as an Employee because of such person's race, color, religion, age, sex, national origin, disability, pregnancy, sexual orientation or preference or other status that is protected pursuant to any applicable federal, state or local statute or ordinance. (E) "Employee" means any individual whose labor or service is engaged by and directed by the Firm. This includes part-time, seasonal and temporary Employees as well as any individual employed in a supervisory or managerial position. Employee also includes any partner, principal, director, officer, or shareholder of the Firm. In addition, Employee includes any volunteer working for the Firm, but solely for conduct within the scope of his or her duties as a volunteer for the Firm; any independent contractor working solely for the Firm, but solely for conduct within the scope of his or her duties as an independent contractor for the Firm; and any leased employee working solely for the Firm, but solely for conduct within the scope of his or her duties as a leased employee for the Firm. (F) "Employment Practices Wrongful Act" means any actual or alleged: (1) Wrongful Termination; (2) Discrimination; (3) Harassment; (4) Retaliation; (5) Third Party Discrimination; (6) Third Party Harassment; or (7) Workplace Tort. (G) "Firm" means the organization(s) engaged in the practice of law under the name first set forth in ITEM 1 of the Declarations whether as a partnership, professional corporation or association or otherwise, and also will include its predecessors as set forth in ITEM 1 of the Declarations. Form B26030 (4/98 ed.) 2 Catalog No. ABAp-S Form 14-02-3611 FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019 NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023 (H) "Harassment" means: (1) unwelcome sexual advances, requests for sexual favors, or other verbal, visual or physical conduct of a sexual nature that is made a condition of employment at the Firm, is used as a basis for employment decisions at the Firm, creates a work environment at the Firm that interferes with performance, or creates an intimidating, hostile, or offensive working environment; or (2) workplace harassment (i.e., harassment of a non-sexual nature) which creates a work environment at the Firm that interferes with performance or creates an intimidating, hostile, or offensive working environment. (I) "Insured" means the Firm and each person who was, is or becomes: (1) a partner, a principal, a director, an officer, or a shareholder of the Firm; (2) a full-time or part-time salaried Employee of the Firm or of an incorporated partner of the Firm; or (3) "counsel" or "of counsel" to the Firm; solely with respect to conduct or actions within the scope of their employment at the Firm. (J) "Loss" means any damages (including back pay awards, front pay awards, compensatory damages and punitive damages if insurable under the law pursuant to which this policy is construed), pre-judgment interest, post-judgment interest, and settlements which an Insured is legally obligated to pay as a result of a Claim; provided, that Loss does not include: (1) civil or criminal fines, sanctions, liquidated damages, taxes or penalties, the multiplied portion of any multiplied damage award (except for multiplied damages awarded pursuant to the Age Discrimination in Employment Act), or matters which are uninsurable under the law pursuant to which this Policy is construed; (2) any costs associated with the modification of any building or property in order to provide any reasonable accommodations required by, made as a result of, or to conform with the requirements of the Americans With Disabilities Act and any amendments thereto or any similar federal, state or local statute, regulation, or common law; Form B26030 (4/98 ed.) 3 Catalog No. ABAp-S Form 14-02-3611 FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019 NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023 (3) any other non-monetary relief awarded against any Insured, including without limitation any costs associated with compliance with any injunctive relief of any kind or nature; (4) severance pay or damages determined to be owing under an express written contract of employment or an express written obligation to make payments in the event of the termination of employment; (5) payment of insurance plan benefits; and (6) amounts awarded pursuant to a labor or grievance arbitration or other proceeding pursuant to a collective bargaining agreement. (K) "Policy Period" means the period from the Inception Date to the Expiration Date in ITEM 2 of the Declarations or to any earlier cancelation date. (L) "Potential Claim" means any person or entity alleging an Employment Practices Wrongful Act by an Insured. “Alleging” as used in this paragraph means lodging a complaint or charge that does not constitute a Claim, but which may subsequently give rise to a Claim, with a Supervisory Employee, the Firm’s human resources department, or the Firm’s department that provides a similar function to a human resources department. (M) "Related Claims" means all Claims based on, arising out of, directly or indirectly resulting from, in consequence of, or in any way involving the same or related facts, circumstances, situations, transactions, events, or Employment Practices Wrongful Acts or the same or related series of facts, circumstances, situations, transactions, events, or Employment Practices Wrongful Acts. (N) "Retaliation" means retaliatory treatment against an Employee of the Firm on account of such Employee’s exercise or attempted exercise of his or her rights under law. (O) "Supervisory Employee" means a partner, a principal, a director, an officer, or a shareholder of the Firm or the personnel director or any other Employee of the Firm having management-level responsibility for personnel matters. (P) "Third Party Discrimination" means any disparate treatment or classification of clients or other individuals based on race, color, religion, age, sex, national origin, disability, pregnancy, sexual orientation or preference, or other status that is protected pursuant to any applicable federal, state or local statute or ordinance. Form B26030 (4/98 ed.) 4 Catalog No. ABAp-S Form 14-02-3611 FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019 NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023 (Q) "Third Party Harassment" means: (1) unwelcome sexual advances, requests for sexual favors, or other verbal, visual or physical conduct of a sexual nature that is made by an Employee to a client or other individual; or (2) any other harassment of a client or other individual, by an Employee, that creates an intimidating, hostile, or offensive environment. (R) "Workplace Tort" means employment-related misrepresentation, negligent evaluation, wrongful discipline, or wrongful deprivation of career opportunity. (S) "Wrongful Termination" means the actual or constructive termination of the employment of, or demotion of, failure or refusal to promote, failure or refusal to offer a partnership or shareholder interest to, or to name as a partner or shareholder, any Employee at the Firm, which is in violation of law or is against public policy, or is in breach of an implied agreement to continue employment or, subject to EXCLUSION (B)(4), is in breach of an express written agreement to continue employment. III. EXCLUSIONS (A) The Underwriter will not pay Defense Expenses or Loss for any Claim: (1) arising out of any actual or alleged violation of the Employee Retirement Income Security Act of 1974 and any amendments thereto or any similar provisions of any federal, state or local statutes, ordinances, regulations, or common law; (2) arising out of any actual or alleged bodily injury to, or sickness, loss of consortium, disease or death of, any person, or damage to or destruction of property, including the loss of use thereof; provided, that this EXCLUSION (A)(2) does not apply to Claims for emotional distress, mental anguish or humiliation actually or allegedly resulting from an Employment Practices Wrongful Act; (3) arising out of: (a) any fact, circumstance, situation, transaction or event of Employment Practices Wrongful Acts about which any Supervisory Employee had knowledge prior to the inception date of the first Employment Practices Liability Insurance Policy issued to the Firm by the Underwriter and continuously renewed by the Underwriter; or (b) any Claim or fact, circumstance, situation, transaction, or event, of Employment Practices Wrongful Acts which, before the Form B26030 (4/98 ed.) 5 Catalog No. ABAp-S Form 14-02-3611 FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019 NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023 Inception Date of this Policy as set forth in ITEM 2 of the Declarations, was the subject of any notice given under any other insurance policy, including but not limited to any policy of which this Policy is a renewal or replacement, or which was identified in any summary or statement of claims or circumstances which could give rise to a claim submitted in connection with the Application or an application for any policy of which this Policy is a renewal or replacement; provided, however, that if EXCLUSION (A)(3)(a) is applicable because of any Employment Practices Wrongful Acts committed by a Supervisory Employee, and if no other Supervisory Employee had knowledge thereof prior to the inception date of the first Employment Practices Liability Insurance Policy issued to the Firm and continuously renewed by the Underwriter, EXCLUSION (A)(3)(a) shall apply only to the Supervisory Employee who committed such Employment Practices Wrongful Acts and shall not bar coverage for any other Insured; (4) resulting in Loss that an Insured is obligated to pay by reason of the assumption of another person's liability for an Employment Practices Wrongful Act in a contract or an agreement; provided, that this EXCLUSION (A)(4) will not apply to Loss resulting from an Employment Practices Wrongful Act that would have been sustained even in the absence of such contract or agreement; (5) arising out of a lockout, strike, picket line, hiring of replacement workers or other similar actions in connection with labor disputes or labor negotiations; (6) by or on behalf of, in the name or right of or for the benefit of any partner, principal, director, officer, or shareholder of the Firm arising out of a partnership agreement, allocation of shares, ownership interests in the Firm, distribution of profits or capital, or any other similar financial relationship among Insureds; and (7) by any person or entity arising out of, directly or indirectly resulting from, in consequence of, or in any way involving any actual or alleged act, error, omission, misstatement, misleading statement or breach of duty by any Insured under this Policy in connection with the rendering of, or actual or alleged failure to render, services to others as an attorney or a notary public or as an administrator, conservator, executor, guardian or committee or in any similar fiduciary capacity incidental to the practice of law. (B) Subject to all of its other applicable terms, conditions, limitations and endorsements, this Policy will provide coverage for Defense Expenses only (but not for Loss) for Claims: Form B26030 (4/98 ed.) 6 Catalog No. ABAp-S Form 14-02-3611 FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019 NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023 (1) arising out of any actual or alleged violation of the Workers' Adjustment and Retraining Notification Act and any amendments thereto, or any similar provisions of any federal, state or local statutes, ordinances, regulations, or common law; (2) seeking only injunctive or non-monetary relief, regardless of whether a prevailing claimant may be entitled to recover attorneys' fees and costs; (3) arising out of any actual or alleged violation of any workers' compensation law, any unemployment compensation law, any social security law, the Consolidated Omnibus Budget Reconciliation Act of 1985 and any amendments thereto, any disability benefits law, or any similar provisions of any federal, state or local statutes, ordinances, regulations, or common law; and (4) for actual or constructive termination of the employment of, or demotion of, or failure or refusal to promote any Employee at the Firm which is in breach of an express written employment agreement. IV. EXTENSIONS OF COVERAGE (A) Extended Reporting Period: (1) In the event that the Underwriter fails or refuses to renew this Policy, or in the event the Firm cancels or declines to renew this Policy, the Firm may purchase for an additional premium an Extended Reporting Period for a period of either: (a) one (1) year following the expiration of the Policy Period or termination, for a premium equal to seventy-five percent (75%) of the then current annual premium for this Policy; or (b) two (2) years following the expiration of the Policy Period or termination, for a premium equal to one hundred fifty percent (150%) of the then current annual premium for this Policy. The coverage otherwise afforded under this Policy will be extended to apply for the Extended Reporting Period, subject to all of this Policy's terms, conditions, limitations and endorsements, to Defense Expenses and Loss from Claims first made against any Insured during the Extended Reporting Period for Employment Practices Wrongful Acts occurring subsequent to the Retroactive Date set forth in ITEM 5 of the Declarations and before the expiration of the Policy Period or termination. The Firm must notify the Underwriter in writing by certified mail at the address set forth in the Declarations of its decision to purchase such an Form B26030 (4/98 ed.) 7 Catalog No. ABAp-S Form 14-02-3611 FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019 NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023 Extended Reporting Period and must pay the applicable additional premium for the length of the Extended Reporting Period selected by the Firm within thirty (30) days after the expiration of the Policy Period or termination. Payment of the full additional premium by the due date is a strict condition precedent to the right to purchase an Extended Reporting Period. The Firm may not change its election regarding the length of the Extended Reporting Period purchased once that election has been made by tendering the applicable premium. (2) The maximum aggregate Limit of Liability set forth in ITEM 3(b) of the Declarations shall be the maximum aggregate Limit of Liability for the Policy Period and, if applicable, the Extended Reporting Period. The Policy's maximum aggregate Limit of Liability is not increased, reinstated or renewed by virtue of the applicability of any Extended Reporting Period. (B) Changes in Risk: (1) If, during the Policy Period, the total number of Employees in the Firm increases by more than twenty percent (20%) or twenty-five (25), whichever is less, as the result of the Firm’s merger with or acquisition of any other law firm or any group of employees who practiced together at another law firm, the Firm must promptly give the Underwriter written notice thereof, together with such information as the Underwriter may require, and the Underwriter will be entitled to impose such additional coverage terms and charge such additional premium in connection therewith as the Underwriter, in its sole discretion, may require. (2) In the event of the death, incapacity or bankruptcy of an Insured, a Claim against the estate, heirs, legal representatives, or assigns of such Insured will be deemed to be a Claim against such Insured. (3) Bankruptcy or insolvency of an Insured or an Insured's estate will not relieve the Underwriter of any of its obligations hereunder. V. CONDITIONS (A) Territory: This Policy applies to any Employment Practices Wrongful Act occurring and any Claim made anywhere in the world. Form B26030 (4/98 ed.) 8 Catalog No. ABAp-S Form 14-02-3611 FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019 NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023 (B) Reporting of Claims and Potential Claims: (1) If a Claim is made against any Insured, the Insured or the Firm shall give written notice thereof to the Underwriter as soon as practicable and in no event later than sixty (60) days after such Claim is first made as determined pursuant to CONDITION (C)(1) and shall immediately forward to the Underwriter every demand, notice, summons, complaint or other process received by any Insured or his/her/its representatives. Compliance with this notice requirement is a strict condition precedent to coverage under this Policy. (2) If during the Policy Period, an Insured becomes aware of a Potential Claim and the Insured during the Policy Period: (a) gives the Underwriter written notice of such Potential Claim, including a description of the Potential Claim in question, the identities of the potential claimants, the consequences which have resulted or may result from such Potential Claim, the damages which may result from such Potential Claim, and the circumstances by which the Insured first became aware of such Potential Claim; and (b) requests coverage under this Policy for any Claim subsequently resulting from such Potential Claim; then the Underwriter will treat any such subsequently resulting Claim as if it had been made against the Insured during the Policy Period. Notice of any such subsequently resulting Claim must be given in accordance with CONDITION (B)(1). (3) All notices of Claims required under CONDITION (B)(1) and all notices of Potential Claims permitted under CONDITION (B)(2) must be sent by certified mail to the address set forth in the Declarations. Form B26030 (4/98 ed.) 9 Catalog No. ABAp-S Form 14-02-3611 FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019 NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023 (C) Timing and Interrelationship of Claims: (1) A Claim as defined in DEFINITIONS (B)(1) and (B)(3) is first made when the Firm’s management committee (or similar committee or board), any partner, principal, director, officer or shareholder of the Firm, the Firm’s human resources director, the Firm’s administrator, or anyone designated by the Firm to receive employment related complaints receives a written notice or request as set forth therein; and a Claim as defined in DEFINITION (B)(2) is first made when the Firm’s management committee (or similar committee or board), any partner, principal, director, officer or shareholder of the Firm, the Firm’s human resources director, the Firm’s administrator, or anyone designated by the Firm to receive employment related complaints first becomes aware, through service of process or otherwise, of the filing of a complaint, motion for judgment or similar document or pleading commencing a judicial, administrative or other proceeding against an Insured. (2) All Related Claims will be treated as a single Claim made at the time the first of such Related Claims was made in accordance with CONDITION (C)(1), or when the first of such Related Claims is treated as having been made in accordance with CONDITION (B)(2), whichever is earlier. (D) Defense and Settlement of Claims: (1) The Insureds will have the right and duty to retain qualified counsel of their choosing to represent them in the defense or appeal of Claims, but no Defense Expenses may be incurred without the Underwriter's consent, such consent not to be unreasonably withheld. It shall not be unreasonable, if more than one Insured is involved in a Claim, for the Underwriter to withhold its consent to separate counsel for one or more of such Insureds unless there is a material actual or potential conflict of interest among such Insureds. (2) The Underwriter will, upon written request, pay Defense Expenses owed under this Policy on a current basis. As a condition of any payment of Defense Expenses before the final disposition of a Claim, the Underwriter may require a written undertaking on terms and conditions satisfactory to it guaranteeing the repayment of any Defense Expenses paid on behalf of any Insured if it is finally determined that this Policy would not cover Loss incurred by such Insured in connection with such Claim. Except for Defense Expenses paid in accordance with this CONDITION (D)(2), the Underwriter will have no obligation to pay any Loss before the final disposition of a Claim. (3) No Insured may admit any liability for any Claim or settle any Claim without the Underwriter's consent; provided, however, that the Insureds Form B26030 (4/98 ed.) 10 Catalog No. ABAp-S Form 14-02-3611 FILED: NEW YORK COUNTY CLERK 06/02/2023 03:37 PM INDEX NO. 152308/2019 NYSCEF DOC. NO. 534 RECEIVED NYSCEF: 06/02/2023 may settle any Claim without the Underwriter's consent where Defense Expenses and the settlement amount in respect of such Claim, in the aggregate, do not exceed fifty percent (