5-2 承保範圍及不保事項 - ACE Group

any other policy (save for insurance specifically arranged to apply in excess of this policy) in respect ofany Claim, the Insurer shall not be liable for Loss other than in excess of any amount that is or would (butfor the existence of this policy) have been payable under any other such policy.However if any Loss resulting from a Claim against an Insured alleging an Employment RelatedWrongful Act under this policy is covered under any other policy, prior or current, then this policy shallcover such Loss, subject to its terms and conditions, only to the extent that the amount of such Loss is inexcess of the applicable retention (or deductible) and limit of liability of such policy, whether such policy isstated to be primary, contributory, excess, contingent or otherwise, unless such policy is written only asspecific excess insurance over the Limits of Liability provided in this policy. Any payment by Insured of aretention or deductible under such policy shall exhaust, by the amount of such payment, the applicableretention amount under this policy.In all other respects this policy remains unaltered.ACE elite III Preferred Directors & Officers Liability Insurance PolicyE036A Financial Institutions Exclusions -With Carve-back For Failure ToSupervise (other than Investment Banking Activities)By way of endorsement to the policy, the parties agree as follows (subject otherwise to all other terms,conditions, limits of liability and exclusions of the policy):The Insurer shall not be liable to make any payment for Loss directly or indirectly based on, arising fromor attributable to the Company’s or an Insured’s performance or attempted performance of professionalservices for any person, or any product supplied to any person, or any alleged act, error or omissionrelating thereto, including but not limited to the following areas: broker, dealer, financial advisor,investment advisor, investment banker, investment manager, clearing agent, insurance broker, real estatesyndicator; or services rendered in the Company’s trust department or as a trustee or other fiduciary oragent for individuals, partnerships, corporations or government bodies; or any functions similar to thosementioned above; or any other professional services.Provided that this exclusion shall not apply to any shareholder derivative or shareholder class actionClaim against the Insured alleging a failure to supervise those who performed or failed to perform suchprofessional services other than Investment Banking Activities.“Investment Banking Activity” includes the underwriting, syndicating or promotion of any security orpartnership interest in connection with any actual, alleged or threatened merger, acquisition, divestiture,tender offer, proxy contest, leveraged buy-out, going private transaction, reorganization (voluntary orinvoluntary), capital restructuring, recapitalization, spin-offs, primary or secondary offerings of securities(regardless of whether the offering is a public offering or private placement), dissolution or sale of all orsubstantially all of the assets or stock of a business entity, or effort to raise or furnish capital or financing331