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Contract analysis / insurance-certificate-request-letter.docx
insurance-certificate-request-letter.docx
1009-00007 · 18 clauses
High · 0 Medium · 5 Standard · 0
I. Identification of Applicable Policies and Coverage Requirements
I. Identification of Applicable Policies and Coverage Requirements The MSA prescribes minimum insurance requirements across several coverage lines. This letter addresses the policies that we understand to be underwritten by Coastal Assurance Corporation. The specific policies and the corresponding contractual thresholds are set forth below. A. Technology Errors & Omissions / Cyber Liability Policy The primary policy
Section 11.2(a) of the MSA requires Skybridge to maintain Technology Errors & Omissions an
Section 11.2(a) of the MSA requires Skybridge to maintain Technology Errors & Omissions and Cyber Liability coverage with limits of not less than Twenty-Five Million Dollars ($25,000,000) per occurrence and Fifty Million Dollars ($50,000,000) in the aggregate. We understand that the current policy meets or exceeds both of these contractual thresholds. We respectfully request that the certificate of insurance confirm
Section 11.2(b) of the MSA requires Skybridge to maintain Commercial General Liability ("C
Section 11.2(b) of the MSA requires Skybridge to maintain Commercial General Liability ("CGL") coverage with limits of not less than Five Million Dollars ($5,000,000) per occurrence and Ten Million Dollars ($10,000,000) in the aggregate. We understand that Skybridge maintains a CGL policy that may also be underwritten or brokered through Coastal Assurance Corporation. To the extent that Coastal Assurance Corporation
II. Request for Certificate of Insurance
II. Request for Certificate of Insurance We respectfully request that Coastal Assurance Corporation issue a Certificate of Insurance in standard ACORD format (ACORD Form 25 or such other form as may be appropriate for the Technology E&O / Cyber Liability coverage) evidencing the following:
1. Technology Errors & Omissions / Cyber Liability Coverage under Policy No. CA-TECH-2025 Medium
⚑ Liability cap to check against exposure
1. Technology Errors & Omissions / Cyber Liability Coverage under Policy No. CA-TECH-2025-07831, with the following details clearly reflected on the certificate: (a) Per Occurrence Limit: $25,000,000; (b) Aggregate Limit: $50,000,000; (c) Policy Period: April 1, 2025 through March 31, 2026; (d) Named Insured: Skybridge Fintech Ltd.; (e) Description of coverage sufficient to confirm that the policy provides Technology
2. Commercial General Liability Coverage (if applicable under a Coastal Assurance policy)
2. Commercial General Liability Coverage (if applicable under a Coastal Assurance policy), with the following details: (a) Per Occurrence Limit: $5,000,000; (b) General Aggregate Limit: $10,000,000; (c) Products-Completed Operations Aggregate Limit (if separately stated); (d) Policy Period; (e) Named Insured: Skybridge Fintech Ltd.
3. The Certificate Holder is to be listed as follows:
3. The Certificate Holder is to be listed as follows: Meridian National Bank, National Association 600 Lexington Avenue, 40th Floor New York, New York 10022 Attention: Luis Arriaga, SVP, Procurement & Vendor Management The certificate should clearly state that it is issued as evidence of insurance in connection with the Master Software-as-a-Service Agreement between Skybridge Fintech Ltd. and Meridian National Bank,
III. Request for Additional Insured Endorsement
III. Request for Additional Insured Endorsement Under Section 11.3 of the MSA, Meridian National Bank, N.A. has required that it be named as an additional insured on both the Technology Errors & Omissions / Cyber Liability policy and the Commercial General Liability policy maintained by Skybridge. We therefore respectfully request that Coastal Assurance Corporation issue endorsements to Policy No. CA-TECH-2025-07831
1. Meridian National Bank, National Association, a national banking association, with its
1. Meridian National Bank, National Association, a national banking association, with its principal office at 600 Lexington Avenue, 40th Floor, New York, New York 10022; and
2. Meridian Financial Group, Inc., a Delaware corporation and parent holding company of M Medium
⚑ Liability cap to check against exposure
2. Meridian Financial Group, Inc., a Delaware corporation and parent holding company of Meridian National Bank, N.A., to the extent required under Section 11.3(b) of the MSA, which extends additional insured status to the Licensee's parent entities and their respective directors, officers, and employees. The additional insured endorsement should reflect the following terms and conditions: (a) Effective Date. The addi
IV. Notice of Cancellation or Material Change Medium
⚑ Notice / time limit to track
IV. Notice of Cancellation or Material Change
Section 11.5 of the MSA requires Skybridge to ensure that each applicable insurance policy Medium
⚑ Notice / time limit to track
Section 11.5 of the MSA requires Skybridge to ensure that each applicable insurance policy contains a provision, or is accompanied by a separate undertaking, pursuant to which the carrier agrees to provide the Licensee with advance written notice of any cancellation, non-renewal, or material modification of the coverage. Accordingly, we request that the certificate of insurance include a provision — and that Coastal
V. Delivery Instructions and Timing
V. Delivery Instructions and Timing We respectfully request that the certificate of insurance and the additional insured endorsement(s) be delivered within ten (10) business days of the date of this letter. This timeline is consistent with the MSA's requirement that certificates and endorsements be delivered within ten (10) business days of execution of the MSA, and we anticipate that the MSA will be executed on or a
VI. Annual Renewal Obligation
VI. Annual Renewal Obligation We wish to bring to Coastal Assurance's attention that the MSA contains an ongoing annual renewal obligation with respect to certificates of insurance. Specifically, Section 11.2(d) of the MSA requires Skybridge to deliver updated certificates of insurance to Meridian upon each renewal of the applicable policies throughout the entire term of the MSA. The initial term of the MSA extends t
VII. Authorization
VII. Authorization Calderwood & Harkness LLP is authorized to make this request on behalf of Skybridge Fintech Ltd. in its capacity as outside legal counsel to Skybridge. Our engagement encompasses the negotiation, documentation, and closing of the MSA and all ancillary deliverables, including the procurement and coordination of contractually required insurance documentation. If Coastal Assurance Corporation requires
VIII. Contact Information for Questions
VIII. Contact Information for Questions Should you have any questions regarding this request, require any clarification with respect to the MSA's insurance provisions, or need to discuss the form or scope of the requested endorsements, please do not hesitate to contact the undersigned directly: Amy Chesterton Lead Associate Calderwood & Harkness LLP 200 South Ashbury Asset Advisors, Suite 1800 Chicago, Illinois 60604
1. Excerpted copy of Section 11 (Insurance Requirements) of the Master Software-as-a-Serv
1. Excerpted copy of Section 11 (Insurance Requirements) of the Master Software-as-a-Service Agreement between Skybridge Fintech Ltd. and Meridian National Bank, National Association (execution version)
2. Preferred Form of Additional Insured Endorsement (Technology Errors & Omissions / Cybe Medium
⚑ Confidentiality undertaking
2. Preferred Form of Additional Insured Endorsement (Technology Errors & Omissions / Cyber Liability) This letter and its enclosures are transmitted on behalf of Skybridge Fintech Ltd. and are intended solely for the use of the addressee in connection with the processing of the certificate of insurance and endorsement requests described herein. This communication may contain information that is confidential, privileg