5-2 承保範圍及不保事項 - ACE Group

of a written opinion in connection with any of the above activities.In all other respects this policy remains unaltered.ACE elite III Directors & Officers Liability Insurance PolicyE027A Entity Cover for Employment Practices LiabilityExtension of CoverThe Insurer will pay on behalf of the Company all Loss resulting from a Claim first made against theCompany for an Employment Related Wrongful Act after the Effective Date and during the PolicyPeriod or Discovery Period (if applicable).ExclusionsFor the purposes of this endorsement only, the Insurer shall not be liable to make any payment for Lossin connection with any Claim or Investigation:(a) based on, arising from or attributable to an Employment Related Wrongful Act received by theCompany on or prior to the Employment Practice Continuity Date;(b) based on, arising from or attributable to any liability assumed by the Company under an expressemployment contract or agreement unless the Company would have had such liability even in theabsence of such contract or agreement;ACE elite III Directors & Officers Liability Insurance PolicyE030A Entity Cover for Securities Claims EndorsementExtension of CoverThe cover provided under this policy is extended to pay on behalf of the Company [insertamount]% Loss of the Company arising from any Securities Claim first made against theCompany after the Effective Date and during the Policy Period (or Discovery Period ifapplicable) for any Wrongful Act committed by the Company.[Provided that the remaining [insert amount]% of such Loss shall be borne by the Company andremain uninsured.]ExclusionsThe following exclusions are added to 3. Exclusions of the policy for the purposes of thisendorsement only:3.11 based on, arising from or attributable to any(i) Written Demand made; or(ii) litigation begun; or(iii) judgment entered; or(iv) circumstance reported which might give rise to a Claim; or(v) suit or other pending proceeding;against an Insured on or prior to the Effective Date;3.12 based on, arising from or attributable to any act of any person who has been, now is orshall become Finance Director, Chief Executive, Managing Director or Chairman of thecompany shown in Item 1 of the Schedule, which is found by final judgment oradjudication of any Court to be deliberately fraudulent and was material to the case soadjudicated;3.13 based on, arising from or attributable to criminal, administrative, regulatory or disciplinaryproceedings against or an Investigation of the Company;3.14 based on, arising from or attributable to the failure by the Company to comply with anywarranty, guarantee or statement given or made by or on behalf of the Company, if suchfailure is actionable in the absence of negligence or lack of due diligence on the part ofthe Company;3.15 based on, arising from or attributable to any allegation that the Company paid aninadequate or unfair price or consideration for any Securities of a company, provided that261