Extract to table

The Company must absorb the first $1,000,000 of each claim before the insurer's reimbursement obligation is triggered

Side C Coverage — Entity Securities Claims Under the Side C insuring agreement, Meridian National agrees to pay, on behalf of the Company, loss arising from securities claims first made against the Company during the policy period

In a typical IPO-related securities class action, claims are brought against both the issuer (covered under Side C) and the individual directors and officers who signed the registration statement (covered under Sides A and B), and the D&O policy must respond to both categories of claims from the shared policy limits

The policy includes a "most favorable jurisdiction" provision, which provides that the question of whether a particular type of loss (including settlements, fines, penalties, and disgorgement amounts) constitutes insurable loss shall be determined under the law of the jurisdiction that is most favorable to the insurability of such loss

The advancement of defense costs is subject to a repayment undertaking by the insured: if it is ultimately determined, by final adjudication or otherwise, that the insured is not entitled to coverage under the policy, the insured agrees to repay the advanced defense costs to the insurer

Until a final, non-appealable adjudication is entered, the insurer must continue to provide coverage, including the advancement of defense costs